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Title of each class
|
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Trading Symbol
|
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Name of each exchange on which registered
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Common Shares, $0.10 par value per share
|
|
HELE
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The NASDAQ Stock Market LLC
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•
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Housewares: Provides a broad range of products to help with food preparation, cooking, cleaning, organization, beverage service, and other tasks to ease everyday living for families. This segment sells primarily to retailers as well as through our direct-to-consumer channel.
|
•
|
Health & Home: Provides healthcare and home environment products. Sales for the segment are primarily to retailers, with some direct-to-consumer channel sales.
|
•
|
Beauty: Provides mass and prestige market personal care and beauty appliance products including hair styling appliances, grooming tools, decorative haircare accessories, and liquid, solid and powder-based personal care products. This segment sells primarily to retailers, beauty supply wholesalers and directly to the consumer.
|
Segment
|
|
Product Category
|
|
Primary Products
|
Housewares
|
|
Food Preparation and Storage
|
|
Food preparation tools and gadgets, food storage containers and storage and organization products
|
|
|
Cleaning, Bath and Garden
|
|
Household cleaning products, shower organization, bathroom accessories, and gardening products
|
|
|
Infant and Toddler
|
|
Feeding and drinking products, child seating, cleaning tools and nursery accessories
|
|
|
Hot and Cold Beverage and Food Containers
|
|
Insulated water bottles, jugs, thermoses, drinkware, travel mugs and food containers
|
Health & Home
|
|
Healthcare
|
|
Thermometers, blood pressure monitors and humidifiers
|
|
|
Water Filtration
|
|
Faucet mount water filtration systems and pitcher based water filtration systems
|
|
|
Home Environment
|
|
Air purifiers, heaters, fans, humidifiers and dehumidifiers
|
Beauty
|
|
Appliances and Accessories (1)
|
|
Mass and prestige market hair and skin care appliances, grooming brushes, tools and decorative hair accessories
|
|
|
Personal Care (1)(2)
|
|
Mass and prestige market shampoos, liquid hair styling products, treatments and conditioners.
|
(1)
|
On January 23, 2020, we completed the acquisition of Drybar Products which offers innovative, trend setting prestige hair care and styling products.
|
(2)
|
During the fourth quarter of fiscal 2020, we committed to a plan to divest certain assets within our mass market personal care business. The assets to be disposed of include intangible assets, inventory and fixed assets relating to our mass channel liquids, powder and aerosol products. We have classified the identified assets as held for sale. For additional information see Note 5 to the accompanying consolidated financial statements.
|
Segment
|
|
Owned
|
|
Licensed
|
Housewares
|
|
OXO, Good Grips, Hydro Flask, Soft Works, OXO tot
|
|
|
Health & Home
|
|
PUR
|
|
Honeywell, Braun, Vicks
|
Beauty
|
|
Drybar, Hot Tools, Brut, Pert, Sure, Infusium
|
|
Revlon, Bed Head
|
SEASONALITY AS A PERCENTAGE OF ANNUAL NET SALES REVENUE
|
||||||
|
Fiscal Years Ended Last Day of February
|
|||||
Fiscal Quarter Ended
|
2020
|
2019
|
2018
|
|||
May
|
22.0
|
%
|
22.7
|
%
|
22.0
|
%
|
August
|
24.2
|
%
|
25.2
|
%
|
23.3
|
%
|
November
|
27.8
|
%
|
27.6
|
%
|
28.5
|
%
|
February
|
26.0
|
%
|
24.5
|
%
|
26.2
|
%
|
Segment
|
|
Competitor
|
Housewares
|
|
Lifetime Brands, Inc. (KitchenAid), Newell Brands Inc., Simple Human LLC, Yeti Holdings, Inc. (Yeti), Bradshaw Home, Inc. (BradshawHome)
|
Health & Home
|
|
Exergen Corporation, Omron Healthcare, Inc., Crane Engineering, Newell Brands, Inc., Lasko Products, LLC., The Clorox Company (Brita), Zero Technologies, LLC, Vornado Air Circulation Systems, Dyson Ltd, Unilever (Blueair), Guardian Technologies LLC.
|
Beauty
|
|
Conair, Spectrum Brands Holdings Inc. (Remington), Newell Brands, Inc., The Procter & Gamble Company, Unilever N.V., Colgate-Palmolive Company, Coty Inc., Dyson Ltd
|
•
|
Significant reductions in demand or significant volatility in demand for our products, which may be caused by, among other things, the temporary inability of consumers to purchase our products due to illness, self-quarantine, travel restrictions, financial hardship, restrictions that limit access to or close customer stores, or shifts in demand away from one or more of our more discretionary or higher priced products to lower priced products;
|
•
|
Inability to meet our customers’ needs and achieve costs targets due to disruptions in distribution capabilities or our supply chain caused by the loss or disruption of essential manufacturing and supply elements such as raw materials or other finished product components, restricted transportation or increased freight costs, reduced workforce, or other manufacturing sources and distribution processes;
|
•
|
Failure of third parties on which we rely, including our suppliers, customers, distributors, commercial banks, and external business partners, to meet their obligations to us, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties and may adversely impact our operations; or
|
•
|
Significant changes in the political environment in which we manufacture, sell or distribute our products, including quarantines, governmental authority actions, closures or other restrictions that limit or close operating and manufacturing or distribution facilities, restrict employees’ ability to travel or perform necessary business functions, or otherwise prevent our external business partners, suppliers, or customers from sufficiently staffing operations, including operations necessary for the production, distribution, sale, and support of our products, which could adversely impact our results.
|
•
|
difficulties in the assimilation of the operations, technologies, products, and personnel associated with the acquisitions;
|
•
|
challenges in integrating distribution channels;
|
•
|
diversion of management's attention from other business concerns;
|
•
|
difficulties in transitioning and preserving customer, contractor, supplier, and other important third-party relationships;
|
•
|
challenges realizing anticipated cost savings, synergies and other benefits related to an acquisition;
|
•
|
risks associated with subsequent losses or operating asset write-offs, contingent liabilities and impairment of related acquired intangible assets;
|
•
|
risks of entering markets in which we have no or limited experience; and
|
•
|
potential loss of key employees associated with the acquisitions.
|
•
|
will be stable in the future;
|
•
|
can be mitigated with currency hedging or other risk management strategies; or
|
•
|
will not have a material adverse effect on our business, operating results and financial condition.
|
•
|
protectionist policies restricting or impairing the manufacturing, sales or import and export of our products;
|
•
|
new restrictions on access to markets;
|
•
|
lack of required infrastructure;
|
•
|
inflation (including hyperinflation) or recession;
|
•
|
changes in, and the burdens and costs of compliance with, a variety of U.S. and foreign laws and regulations, including tax laws, accounting standards, environmental laws, and occupational health and safety laws;
|
•
|
social, political or economic instability;
|
•
|
acts of war and terrorism;
|
•
|
natural disasters and public health crises, such as pandemics and epidemics (including COVID-19);
|
•
|
reduced protection of intellectual property rights in some countries;
|
•
|
increases in duties and taxation;
|
•
|
restrictions on transfer of funds or exchange of currencies;
|
•
|
currency devaluations;
|
•
|
expropriation of assets; and
|
•
|
other adverse changes in policies, including monetary, tax or lending policies, encouraging foreign investment or foreign trade by our host countries.
|
Period
|
|
Total Number of
Shares Purchased (1) |
|
Average Price
Paid per Share |
|
Total Number of
Shares Purchased as Part of Publicly Announced Plans or Programs |
|
Maximum Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs
(in thousands) (2)
|
||||||
December 1 through December 31, 2019
|
|
171
|
|
|
$
|
158.40
|
|
|
171
|
|
|
$
|
392,986
|
|
January 1 through January 31, 2020
|
|
34
|
|
|
188.32
|
|
|
34
|
|
|
392,979
|
|
||
February 1 through February 29, 2020
|
|
—
|
|
|
—
|
|
|
—
|
|
|
392,979
|
|
||
Total
|
|
205
|
|
|
$
|
163.36
|
|
|
205
|
|
|
|
(1)
|
The number of shares above includes shares of common stock acquired from employees who tendered shares to: 1) satisfy the tax withholding on equity awards as part of our long-term incentive plans or 2) satisfy the exercise price on stock option exercises. For the three-month period ended February 29, 2020 and the full fiscal year 2020, 205 and 77,272 shares were acquired from employees at a weighted average per share price of $163.36 and $131.61, respectively.
|
(2)
|
Reflects the remaining dollar value of shares that may yet be purchased under our Stock Repurchase Plan through the end of February 29, 2020 as authorized by the Company's Board of Directors in May 2019. For additional information, see Note 13 to the accompanying consolidated financial statements.
|
(in thousands, except share and per share data)
|
Fiscal Years Ended
Last Day of February,
|
||||||||||
|
2020
|
|
2019
|
|
2018
|
||||||
Common stock repurchased on the open market:
|
|
|
|
|
|
||||||
Number of shares
|
—
|
|
|
1,875,469
|
|
|
717,300
|
|
|||
Aggregate value of shares
|
$
|
—
|
|
|
$
|
212,080
|
|
|
$
|
65,795
|
|
Average price per share
|
$
|
—
|
|
|
$
|
113.08
|
|
|
$
|
91.73
|
|
|
|
|
|
|
|
||||||
Common stock received in connection with share-based compensation:
|
|
|
|
|
|
|
|
|
|||
Number of shares
|
77,272
|
|
|
59,024
|
|
|
75,785
|
|
|||
Aggregate value of shares
|
$
|
10,169
|
|
|
$
|
5,413
|
|
|
$
|
7,258
|
|
Average price per share
|
$
|
131.61
|
|
|
$
|
91.70
|
|
|
$
|
95.77
|
|
(in thousands, except per share data)
|
2020 (1)(2)(3)
|
2019 (1)(2)
|
2018 (1)(2)(4)
|
2017 (1)(2)(4)(5)
|
2016 (1)(2)(5)
|
||||||||||
Income Statement Data:
|
|
|
|
|
|
|
|
|
|
|
|||||
Housewares
|
$
|
640,965
|
|
$
|
523,807
|
|
$
|
459,004
|
|
$
|
418,558
|
|
311,023
|
|
|
Health & Home
|
685,397
|
|
695,217
|
|
674,062
|
|
626,982
|
|
637,427
|
|
|||||
Beauty
|
381,070
|
|
345,127
|
|
345,779
|
|
351,995
|
|
434,943
|
|
|||||
Sales revenue, net
|
1,707,432
|
|
1,564,151
|
|
1,478,845
|
|
1,397,535
|
|
1,383,393
|
|
|||||
Gross profit
|
734,466
|
|
641,106
|
|
611,199
|
|
573,416
|
|
516,551
|
|
|||||
Asset impairment charges
|
41,000
|
|
—
|
|
15,447
|
|
2,900
|
|
6,000
|
|
|||||
Restructuring charges
|
3,313
|
|
3,586
|
|
1,857
|
|
—
|
|
—
|
|
|||||
Operating income
|
178,251
|
|
199,379
|
|
169,062
|
|
169,664
|
|
116,294
|
|
|||||
Interest expense
|
12,705
|
|
11,719
|
|
13,951
|
|
14,361
|
|
10,581
|
|
|||||
Income tax expense
|
13,607
|
|
13,776
|
|
26,556
|
|
11,407
|
|
13,021
|
|
|||||
Income from continuing operations
|
152,333
|
|
174,224
|
|
128,882
|
|
144,310
|
|
92,991
|
|
|||||
Income (loss) from discontinued operations, net of tax
|
—
|
|
(5,679
|
)
|
(84,436
|
)
|
(3,621
|
)
|
8,237
|
|
|||||
Net income
|
152,333
|
|
168,545
|
|
44,446
|
|
140,689
|
|
101,228
|
|
|||||
Earnings (loss) per share - basic
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
6.06
|
|
$
|
6.68
|
|
$
|
4.76
|
|
$
|
5.24
|
|
$
|
3.29
|
|
Discontinued operations
|
—
|
|
(0.22
|
)
|
(3.12
|
)
|
(0.13
|
)
|
0.29
|
|
|||||
Net income
|
$
|
6.06
|
|
$
|
6.46
|
|
$
|
1.64
|
|
$
|
5.11
|
|
$
|
3.58
|
|
Earnings (loss) per share - diluted
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
6.02
|
|
$
|
6.62
|
|
$
|
4.73
|
|
$
|
5.17
|
|
$
|
3.23
|
|
Discontinued operations
|
—
|
|
(0.22
|
)
|
(3.10
|
)
|
(0.13
|
)
|
0.29
|
|
|||||
Net income
|
$
|
6.02
|
|
$
|
6.41
|
|
$
|
1.63
|
|
$
|
5.04
|
|
$
|
3.52
|
|
|
|
|
|
|
|
||||||||||
Weighted average shares outstanding - basic
|
25,118
|
|
26,073
|
|
27,077
|
|
27,522
|
|
28,273
|
|
|||||
Weighted average shares outstanding - diluted
|
25,322
|
|
26,303
|
|
27,254
|
|
27,891
|
|
28,749
|
|
|||||
|
|
|
|
|
|
||||||||||
Cash Flow Data from Continuing Operations:
|
|
|
|
|
|
|
|
|
|
|
|||||
Depreciation and amortization
|
$
|
37,409
|
|
$
|
29,927
|
|
$
|
33,730
|
|
$
|
36,175
|
|
$
|
34,889
|
|
Net cash provided by operating activities
|
271,293
|
|
200,568
|
|
218,609
|
|
212,491
|
|
170,263
|
|
|||||
Capital and intangible asset expenditures
|
17,759
|
|
26,385
|
|
13,605
|
|
15,507
|
|
16,676
|
|
|||||
Payments to acquire businesses, net of cash acquired
|
255,861
|
|
—
|
|
—
|
|
209,267
|
|
43,150
|
|
|||||
Repurchases of common stock(8)
|
10,169
|
|
217,493
|
|
73,053
|
|
75,595
|
|
106,411
|
|
|||||
Net amounts borrowed (repaid)
|
16,900
|
|
29,900
|
|
(197,000
|
)
|
(133,200
|
)
|
190,700
|
|
(in thousands)
|
2020 (1)(2)(3)
|
2019 (1)(2)
|
2018 (1)(2)(4)
|
2017 (1)(2)(4)(5)
|
2016 (1)(2)(5)
|
||||||||||
Balance Sheet Data from Continuing Operations:
|
|
|
|
|
|
|
|
|
|
|
|||||
Working capital (6)(7)
|
$
|
343,940
|
|
$
|
292,828
|
|
$
|
258,222
|
|
$
|
267,896
|
|
$
|
487,861
|
|
Goodwill and other intangible assets(6)(7)
|
1,040,853
|
|
893,846
|
|
905,235
|
|
938,324
|
|
762,879
|
|
|||||
Total assets (6)(7)
|
1,903,883
|
|
1,649,535
|
|
1,623,717
|
|
1,616,235
|
|
1,639,673
|
|
|||||
Long-term debt, excluding current maturities
|
337,421
|
|
318,900
|
|
287,985
|
|
461,211
|
|
600,107
|
|
|||||
Stockholders' equity (8)
|
1,161,723
|
|
996,637
|
|
1,014,459
|
|
1,020,766
|
|
930,043
|
|
(1)
|
We adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) in the first quarter of fiscal 2019 and have reclassified amounts in the prior year’s statements of income to conform to the current period’s presentation. For additional information see Note 3 to the accompanying consolidated financial statements.
|
(2)
|
In December 2017, we divested our former Nutritional Supplements segment, which is reported as discontinued operations. For additional information see Note 6 to the accompanying consolidated financial statements.
|
(3)
|
Fiscal 2020 includes approximately five weeks of operating results from the acquisition of Drybar Products, acquired on January 23, 2020, for a net cash purchase of approximately $255.9 million. For additional information see Note 9 to the accompanying consolidated financial statements.
|
(4)
|
Fiscal 2017 includes eleven and one-half months of operating results from the acquisition of Hydro Flask, acquired for a net cash purchase price of $209.3 million. Fiscal 2018 and thereafter includes a full year of operating results.
|
(5)
|
Fiscal 2016 includes eleven months of operating results from the Vicks VapoSteam inhalant business acquired for a net cash purchase price of $42.8 million. Fiscal 2017 and thereafter includes a full year of operating results.
|
(6)
|
In the fourth quarter of fiscal 2020, we committed to a plan to divest certain assets within our mass market personal care business. We expect the divestiture to occur within fiscal 2021. Fiscal 2020 includes assets classified as "held for sale" of $44.8 million related to our mass market personal care business.
|
(7)
|
Fiscal 2016 includes certain reclassifications to conform with fiscal 2017 adopted accounting changes.
|
(8)
|
During fiscal 2020, 2019, 2018, 2017 and 2016, we repurchased and retired 77,272, 1,934,493, 793,085, 929,017, and 1,244,090 shares of common stock having total cost of $10.2, $217.5, $73.1, $75.6, and $106.4 million, respectively.
|
•
|
Accounts receivable turnover: Twelve-month trailing net sales revenue divided by the average of the current and prior four fiscal quarters’ ending accounts receivable balances. This result is divided by 365 days to express turnover in terms of average days outstanding.
|
•
|
Core business sales: Net sales revenue associated with strategic businesses that we expect to be an ongoing part of our operations.
|
•
|
Current ratio: Current assets divided by current liabilities at the end of a reporting period, expressed as a ratio.
|
•
|
EBITDA: Earnings before interest, taxes, depreciation and amortization expense.
|
•
|
Ending debt to ending equity ratio: Total interest bearing short- and long-term debt divided by shareholders’ equity at the end of a reporting period, expressed as a ratio.
|
•
|
Gross profit margin: Gross profit divided by the related net sales revenue expressed as a percentage.
|
•
|
Inventory turnover: Trailing twelve month cost of goods sold divided by the average of the current and prior four fiscal quarters’ ending inventory balances to express turnover in terms of the number of times per year.
|
•
|
Leadership Brand net sales: Net sales from brands which have number-one and number-two positions in their respective categories and include OXO, Honeywell, Braun, PUR, Hydro Flask, Vicks, Hot Tools, and Drybar.
|
•
|
Leverage ratio: Total current and long-term debt plus outstanding letters of credit, divided by EBITDA plus non-cash charges and the proforma effect of acquisitions, as defined in our Credit Agreement.
|
•
|
Non-Core business sales: Net sales revenue associated with business or assets (including assets held for sale) that we expect to divest within a year of its designation as Non-Core.
|
•
|
Online net sales: Net sales to pure-play online retailers, distinct online businesses of omni-channel customers and direct to consumers through Company-owned websites.
|
•
|
Operating margin: Operating income for the Company or a business segment divided by the related net sales revenue for the Company or a business segment.
|
•
|
Organic business sales (previously referred to as Core business sales): Net sales revenue associated with product lines or brands after the first twelve months from the date the product line or brand was acquired, excluding the impact that foreign currency re-measurement had on reported net sales.
|
•
|
Return on average equity: Trailing twelve month net income divided by the average of the current and prior four fiscal quarters’ ending shareholders’ equity.
|
•
|
SG&A ratio: Total selling, general and administrative expense (SG&A) divided by net sales revenue.
|
•
|
Working capital: Current assets less current liabilities.
|
•
|
A graduated salary reduction for all associates, including named executive officers and the other members of the Company’s executive leadership team;
|
•
|
A reduction in the cash compensation of the Company's Board of Directors;
|
•
|
Suspension of merit increases, promotions and new associate hiring until further notice;
|
•
|
The furlough of associates in specific areas directly tied to sales volume, with assistance to maintain health insurance coverage, as well as a reduction of external temporary labor and reduced work hours;
|
•
|
Reduction or deferral of marketing expense, while continuing to support brands with strong consumer demand and to keep brands top of mind with the consumer;
|
•
|
Limited reduction of investment in new product development and launches, in anticipation of more normalized economic activity;
|
•
|
Elimination of travel expense in the short term, with a significant reduction planned for the second half of fiscal 2021; and
|
•
|
Reduction of consulting fees and capital expenditures for projects that are not critical.
|
|
Fiscal Years Ended
Last Day of February,
|
|
% of Sales Revenue, net
|
|
% Change
|
|||||||||||||||||||||
(in thousands)
|
2020 (1)
|
|
2019 (2)
|
|
2018 (2)
|
|
2020
|
|
2019
|
|
2018
|
|
20/19
|
|
19/18
|
|||||||||||
Sales revenue by segment, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Housewares
|
$
|
640,965
|
|
|
$
|
523,807
|
|
|
$
|
459,004
|
|
|
37.5
|
%
|
|
33.5
|
%
|
|
31.0
|
%
|
|
22.4
|
%
|
|
14.1
|
%
|
Health & Home
|
685,397
|
|
|
695,217
|
|
|
674,062
|
|
|
40.1
|
%
|
|
44.4
|
%
|
|
45.6
|
%
|
|
(1.4
|
)%
|
|
3.1
|
%
|
|||
Beauty
|
381,070
|
|
|
345,127
|
|
|
345,779
|
|
|
22.3
|
%
|
|
22.1
|
%
|
|
23.4
|
%
|
|
10.4
|
%
|
|
(0.2
|
)%
|
|||
Total sales revenue, net
|
1,707,432
|
|
|
1,564,151
|
|
|
1,478,845
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
9.2
|
%
|
|
5.8
|
%
|
|||
Cost of goods sold
|
972,966
|
|
|
923,045
|
|
|
867,646
|
|
|
57.0
|
%
|
|
59.0
|
%
|
|
58.7
|
%
|
|
5.4
|
%
|
|
6.4
|
%
|
|||
Gross profit
|
734,466
|
|
|
641,106
|
|
|
611,199
|
|
|
43.0
|
%
|
|
41.0
|
%
|
|
41.3
|
%
|
|
14.6
|
%
|
|
4.9
|
%
|
|||
Selling, general and administrative expense (SG&A)
|
511,902
|
|
|
438,141
|
|
|
424,833
|
|
|
30.0
|
%
|
|
28.0
|
%
|
|
28.7
|
%
|
|
16.8
|
%
|
|
3.1
|
%
|
|||
Asset impairment charges
|
41,000
|
|
|
—
|
|
|
15,447
|
|
|
2.4
|
%
|
|
—
|
%
|
|
1.0
|
%
|
|
*
|
|
*
|
|||||
Restructuring charges
|
3,313
|
|
|
3,586
|
|
|
1,857
|
|
|
0.2
|
%
|
|
0.2
|
%
|
|
0.1
|
%
|
|
(7.6
|
)%
|
|
93.1
|
%
|
|||
Operating income
|
178,251
|
|
|
199,379
|
|
|
169,062
|
|
|
10.4
|
%
|
|
12.7
|
%
|
|
11.4
|
%
|
|
(10.6
|
)%
|
|
17.9
|
%
|
|||
Nonoperating income, net
|
394
|
|
|
340
|
|
|
327
|
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
15.9
|
%
|
|
4.0
|
%
|
|||
Interest expense
|
(12,705
|
)
|
|
(11,719
|
)
|
|
(13,951
|
)
|
|
(0.7
|
)%
|
|
(0.7
|
)%
|
|
(0.9
|
)%
|
|
8.4
|
%
|
|
(16.0
|
)%
|
|||
Income before income tax
|
165,940
|
|
|
188,000
|
|
|
155,438
|
|
|
9.7
|
%
|
|
12.0
|
%
|
|
10.5
|
%
|
|
(11.7
|
)%
|
|
20.9
|
%
|
|||
Income tax expense
|
13,607
|
|
|
13,776
|
|
|
26,556
|
|
|
0.8
|
%
|
|
0.9
|
%
|
|
1.8
|
%
|
|
(1.2
|
)%
|
|
(48.1
|
)%
|
|||
Income from continuing operations
|
152,333
|
|
|
174,224
|
|
|
128,882
|
|
|
8.9
|
%
|
|
11.1
|
%
|
|
8.7
|
%
|
|
(12.6
|
)%
|
|
35.2
|
%
|
|||
Loss from discontinued operations (3)
|
—
|
|
|
(5,679
|
)
|
|
(84,436
|
)
|
|
—
|
%
|
|
(0.4
|
)%
|
|
(5.7
|
)%
|
|
*
|
|
(93.3
|
)%
|
||||
Net income
|
$
|
152,333
|
|
|
$
|
168,545
|
|
|
$
|
44,446
|
|
|
8.9
|
%
|
|
10.8
|
%
|
|
3.0
|
%
|
|
(9.6
|
)%
|
|
279.2
|
%
|
(1)
|
Fiscal 2020 includes approximately five weeks of operating results from the acquisition of Drybar Products, acquired on January 23, 2020. For additional information see Note 9 to the accompanying consolidated financial statements.
|
(2)
|
We adopted ASU 2014-09, Revenue from Contracts with Customers (Topic 606) in the first quarter of fiscal 2019 and have reclassified amounts in the prior years' statements of income to conform to the current period’s presentation. For additional information see Note 3 to the accompanying consolidated financial statements.
|
(3)
|
During fiscal 2018, we divested our Nutritional Supplements segment, which is reported as discontinued operations for all periods presented. For additional information see Note 6 to the accompanying consolidated financial statements.
|
•
|
Consolidated net sales revenue increased 9.2%, or $143.3 million, to $1,707.4 million compared to $1,564.2 million for the same period last year.
|
•
|
Consolidated operating income decreased 10.6%, or $21.1 million, to $178.3 million, compared to $199.4 million for the same period last year. Consolidated operating margin decreased 2.3 percentage points to 10.4% of consolidated net sales revenue, compared to 12.7% for the same period last year. Fiscal 2020 includes pre-tax non-cash asset impairment charges of $41.0 million, pre-tax restructuring charges of $3.3 million related to Project Refuel and pretax acquisition-related expenses of $2.5 million. Consolidated operating income for 2019 included pre-tax restructuring charges of $3.6 million.
|
•
|
Consolidated adjusted operating income increased 12.6%, or $30.1 million, to $269.3 million, compared to $239.2 million for the same period last year. Consolidated adjusted operating margin increased 0.5 percentage points to 15.8% of consolidated net sales revenue, compared to 15.3% for the same period last year.
|
•
|
Income from continuing operations decreased 12.6%, or $21.9 million, to $152.3 million, compared to $174.2 million for the same period last year. Diluted earnings per share (“EPS”) from continuing operations decreased 9.1% to $6.02, compared to $6.62 for the same period last year.
|
•
|
Adjusted income from continuing operations increased 11.1% to $235.6 million, compared to $212.1 million for the same period last year. Adjusted diluted EPS from continuing operations increased 15.4% to $9.30, compared to $8.06 for the same period last year.
|
•
|
There were no results from discontinued operations, compared to a loss from discontinued operations of $5.7 million, or $0.22 per diluted share, for the same period last year.
|
•
|
Net income was $152.3 million, compared to $168.5 million for the same period last year. Diluted EPS was $6.02, compared to $6.41 for the same period last year.
|
•
|
Consolidated net sales revenue increased 5.8%, or $85.3 million, to $1,564.2 million in fiscal 2019, compared to $1,478.8 million in fiscal 2018.
|
•
|
Consolidated operating income increased 17.9%, or $30.3 million, to $199.4 million in fiscal 2019, compared to $169.1 million in fiscal 2018. Consolidated operating margin increased 1.3 percentage points to 12.7% of consolidated net sales revenue, compared to 11.4% in fiscal 2018. Fiscal 2019 included pre-tax restructuring charges of $3.6 million related to Project Refuel. Consolidated operating income for fiscal 2018 included pre-tax non-cash impairment charges of $15.4 million, a pre-tax charge of $3.6 million related to the bankruptcy of Toys "R" Us ("TRU"), and pre-tax restructuring charges of $1.9 million.
|
•
|
Consolidated adjusted operating income increased 6.9%, or $15.3 million, to $239.2 million in fiscal 2019, compared to $223.9 million in fiscal 2018. Consolidated adjusted operating margin increased 0.2 percentage points to 15.3% of consolidated net sales revenue in fiscal 2019 compared to 15.1% in fiscal 2018.
|
•
|
Income from continuing operations increased 35.2%, or $45.3 million, to $174.2 million in fiscal 2019, compared to $128.9 million in fiscal 2018. Diluted EPS from continuing operations increased 40.0% to $6.62 in fiscal 2019, compared to $4.73 in fiscal 2018.
|
•
|
Adjusted income from continuing operations increased 7.5% to $212.1 million in fiscal 2019, compared to $197.2 million in fiscal 2018. Adjusted diluted EPS from continuing operations increased 11.3% to $8.06 in fiscal 2019, compared to $7.24 in fiscal 2018.
|
•
|
Loss from discontinued operations, net of tax, decreased to $5.7 million in fiscal 2019, compared to a loss of $84.4 million in fiscal 2018. Diluted loss per share from discontinued operations was $0.22 in fiscal 2019, compared to $3.10 in fiscal 2018. Fiscal 2018 included after tax non-cash asset impairment charges of $83.5 million.
|
•
|
Net income was $168.5 million in fiscal 2019, compared to $44.4 million in fiscal 2018. Diluted EPS was $6.41 in fiscal 2019, compared to $1.63 in fiscal 2018.
|
|
|
Fiscal Year Ended Last Day of February,
|
||||||||||||||
(in thousands)
|
|
Housewares
|
|
Health & Home
|
|
Beauty
|
|
Total
|
||||||||
Fiscal 2019 sales revenue, net (1)
|
|
$
|
523,807
|
|
|
$
|
695,217
|
|
|
$
|
345,127
|
|
|
$
|
1,564,151
|
|
Organic business (3)
|
|
118,446
|
|
|
(5,349
|
)
|
|
31,157
|
|
|
144,254
|
|
||||
Impact of foreign currency
|
|
(1,288
|
)
|
|
(4,471
|
)
|
|
(1,253
|
)
|
|
(7,012
|
)
|
||||
Acquisition (2)
|
|
—
|
|
|
—
|
|
|
6,039
|
|
|
6,039
|
|
||||
Change in sales revenue, net
|
|
117,158
|
|
|
(9,820
|
)
|
|
35,943
|
|
|
143,281
|
|
||||
Fiscal 2020 sales revenue, net
|
|
$
|
640,965
|
|
|
$
|
685,397
|
|
|
$
|
381,070
|
|
|
$
|
1,707,432
|
|
Total net sales revenue growth
|
|
22.4
|
%
|
|
(1.4
|
)%
|
|
10.4
|
%
|
|
9.2
|
%
|
||||
Organic business
|
|
22.6
|
%
|
|
(0.8
|
)%
|
|
9.0
|
%
|
|
9.2
|
%
|
||||
Impact of foreign currency
|
|
(0.2
|
)%
|
|
(0.6
|
)%
|
|
(0.4
|
)%
|
|
(0.4
|
)%
|
||||
Acquisition
|
|
—
|
%
|
|
—
|
%
|
|
1.7
|
%
|
|
0.4
|
%
|
|
|
Fiscal Year Ended Last Day of February,
|
||||||||||||||
(in thousands)
|
|
Housewares
|
|
Health & Home
|
|
Beauty
|
|
Total
|
||||||||
Fiscal 2018 sales revenue, net (1)
|
|
$
|
459,004
|
|
|
$
|
674,062
|
|
|
$
|
345,779
|
|
|
$
|
1,478,845
|
|
Organic business (3)
|
|
64,886
|
|
|
21,061
|
|
|
572
|
|
|
86,519
|
|
||||
Impact of foreign currency
|
|
(83
|
)
|
|
94
|
|
|
(1,224
|
)
|
|
(1,213
|
)
|
||||
Acquisition
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Change in sales revenue, net
|
|
64,803
|
|
|
21,155
|
|
|
(652
|
)
|
|
85,306
|
|
||||
Fiscal 2019 sales revenue, net (1)
|
|
$
|
523,807
|
|
|
$
|
695,217
|
|
|
$
|
345,127
|
|
|
$
|
1,564,151
|
|
Total net sales revenue growth
|
|
14.1
|
%
|
|
3.1
|
%
|
|
(0.2
|
)%
|
|
5.8
|
%
|
||||
Organic business
|
|
14.1
|
%
|
|
3.1
|
%
|
|
0.2
|
%
|
|
5.9
|
%
|
||||
Impact of foreign currency
|
|
—
|
%
|
|
—
|
%
|
|
(0.4
|
)%
|
|
(0.1
|
)%
|
||||
Acquisition
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
(1)
|
We adopted ASU 2014-09 in the first quarter of fiscal 2019 and have reclassified amounts in the prior years' statements of income to conform to the current period’s presentation. For additional information see Note 3 to the accompanying consolidated financial statements.
|
(2)
|
Includes approximately five weeks of incremental operating results for Drybar Products, which was acquired on January 23, 2020. For additional information see Note 9 to the accompanying consolidated financial statements.
|
(3)
|
Previously referred to as "Core" business.
|
|
|
Fiscal Year Ended Last Day of February,
|
||||||||||||||
(in thousands)
|
|
Housewares
|
|
Health & Home
|
|
Beauty
|
|
Total
|
||||||||
Fiscal 2018 sales revenue, net
|
|
$
|
459,004
|
|
|
$
|
674,062
|
|
|
$
|
345,779
|
|
|
$
|
1,478,845
|
|
Core business
|
|
64,803
|
|
|
21,155
|
|
|
4,962
|
|
|
90,920
|
|
||||
Non-core business (Personal Care)
|
|
—
|
|
|
—
|
|
|
(5,614
|
)
|
|
(5,614
|
)
|
||||
Change in sales revenue, net
|
|
64,803
|
|
|
21,155
|
|
|
(652
|
)
|
|
85,306
|
|
||||
Fiscal 2019 sales revenue, net
|
|
$
|
523,807
|
|
|
$
|
695,217
|
|
|
$
|
345,127
|
|
|
$
|
1,564,151
|
|
Total net sales revenue growth
|
|
14.1
|
%
|
|
3.1
|
%
|
|
(0.2
|
)%
|
|
5.8
|
%
|
||||
Core business
|
|
14.1
|
%
|
|
3.1
|
%
|
|
1.4
|
%
|
|
6.1
|
%
|
||||
Non-core business (Personal Care)
|
|
—
|
%
|
|
—
|
%
|
|
(1.6
|
)%
|
|
(0.4
|
)%
|
|
Fiscal Years Ended Last Day of February,
|
|
$ Change
|
|
% Change
|
||||||||||||||||||||
(in thousands)
|
2020
|
|
2019
|
|
2018
|
|
20/19
|
|
19/18
|
|
20/19
|
|
19/18
|
||||||||||||
Leadership Brand sales revenue, net (1)
|
$
|
1,360,059
|
|
|
$
|
1,243,600
|
|
|
$
|
1,142,183
|
|
|
$
|
116,459
|
|
|
$
|
101,417
|
|
|
9.4
|
%
|
|
8.9
|
%
|
All other sales revenue, net
|
347,373
|
|
|
320,551
|
|
|
336,662
|
|
|
26,822
|
|
|
(16,111
|
)
|
|
8.4
|
%
|
|
(4.8
|
)%
|
|||||
Total sales revenue, net
|
$
|
1,707,432
|
|
|
$
|
1,564,151
|
|
|
$
|
1,478,845
|
|
|
$
|
143,281
|
|
|
$
|
85,306
|
|
|
9.2
|
%
|
|
5.8
|
%
|
(1)
|
Fiscal 2020 includes approximately five weeks, or $6.0 million, of net sales from the Drybar Products acquisition. For additional information regarding the acquisition of Drybar Products see Note 9 to the accompanying consolidated financial statements.
|
•
|
growth in consolidated online sales;
|
•
|
an increase in brick and mortar sales in our Housewares segment; and
|
•
|
an increase in sales in the appliance category in the Beauty segment.
|
•
|
a decline in Personal Care within the Beauty segment;
|
•
|
lower sales in our Health & Home segment; and
|
•
|
the unfavorable impact from foreign currency fluctuations of approximately $7.0 million, or 0.4%.
|
•
|
overall point of sale growth in the brick and mortar channel;
|
•
|
incremental distribution;
|
•
|
growth in online sales;
|
•
|
increased international sales; and
|
•
|
new product introductions.
|
•
|
a consumption decline in the personal care category;
|
•
|
the discontinuation of certain brands and products within our Beauty segment; and
|
•
|
the unfavorable impact from foreign currency fluctuations of approximately $1.2 million or 0.1%.
|
•
|
point of sale growth with existing domestic brick and mortar customers;
|
•
|
an increase in online sales; and
|
•
|
new product introductions.
|
•
|
point of sale growth with existing customers;
|
•
|
an increase in online sales;
|
•
|
higher sales in the club channel; and
|
•
|
new product introductions.
|
•
|
lower domestic sales driven by net distribution changes year-over-year;
|
•
|
the unfavorable comparative impacts of more wildfire activity in the same period last year; and
|
•
|
lower international sales.
|
•
|
increased demand in the appliance category;
|
•
|
growth in the online channel; and
|
•
|
an increase in international sales.
|
•
|
growth in the online channel;
|
•
|
new product introductions in the retail appliance category; and
|
•
|
an increase in international sales.
|
•
|
a decline in brick and mortar sales;
|
•
|
the discontinuation of certain brands and products; and
|
•
|
a decrease in Personal Care.
|
•
|
a higher mix of Housewares sales at a higher overall gross profit margin;
|
•
|
a favorable product and channel mix within the Housewares segment;
|
•
|
tariff exclusion refunds received for certain duties expensed in the second half of fiscal 2019 and the first quarter of fiscal 2020; and
|
•
|
a lower mix of shipments made on a direct import basis.
|
•
|
unfavorable foreign currency fluctuations;
|
•
|
the dilutive impact of higher tariffs; and
|
•
|
higher inbound freight expense.
|
•
|
less favorable channel and product mix;
|
•
|
a higher mix of shipments made on a direct import basis; and
|
•
|
the impact of tariff increases.
|
•
|
higher short- and long-term performance-based incentive compensation expense;
|
•
|
higher advertising expense;
|
•
|
higher freight and distribution expense; and
|
•
|
higher amortization expense.
|
•
|
the impact from tariff related pricing actions taken with retail customers; and
|
•
|
the favorable impact of foreign currency exchange and forward contract settlements.
|
•
|
lower amortization expense;
|
•
|
the favorable impact from foreign currency exchange and forward contract settlements;
|
•
|
the favorable comparative impact of a $3.6 million charge related to the bankruptcy of TRU in the same period in fiscal 2018;
|
•
|
the favorable impact of a higher mix of shipments made on a direct import basis; and
|
•
|
the impact that higher overall net sales had on operating leverage.
|
•
|
higher advertising expense;
|
•
|
higher share-based compensation expense; and
|
•
|
higher freight expense.
|
|
|
Fiscal Year Ended February 29, 2020
|
||||||||||||||||||||||||||
(In thousands)
|
|
Housewares
|
|
Health & Home
|
|
Beauty (1)
|
|
Total
|
||||||||||||||||||||
Operating income (loss), as reported (GAAP)
|
|
$
|
123,135
|
|
|
19.2
|
%
|
|
$
|
68,166
|
|
|
9.9
|
%
|
|
$
|
(13,050
|
)
|
|
(3.4
|
)%
|
|
$
|
178,251
|
|
|
10.4
|
%
|
Acquisition-related expenses
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
2,546
|
|
|
0.7
|
%
|
|
2,546
|
|
|
0.1
|
%
|
||||
Asset impairment charges
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
41,000
|
|
|
10.8
|
%
|
|
41,000
|
|
|
2.4
|
%
|
||||
Restructuring charges
|
|
1,351
|
|
|
0.2
|
%
|
|
93
|
|
|
—
|
%
|
|
1,869
|
|
|
0.5
|
%
|
|
3,313
|
|
|
0.2
|
%
|
||||
Subtotal
|
|
124,486
|
|
|
19.4
|
%
|
|
68,259
|
|
|
10.0
|
%
|
|
32,365
|
|
|
8.5
|
%
|
|
225,110
|
|
|
13.2
|
%
|
||||
Amortization of intangible assets
|
|
2,055
|
|
|
0.3
|
%
|
|
10,539
|
|
|
1.5
|
%
|
|
8,677
|
|
|
2.3
|
%
|
|
21,271
|
|
|
1.2
|
%
|
||||
Non-cash share-based compensation
|
|
7,218
|
|
|
1.1
|
%
|
|
9,717
|
|
|
1.4
|
%
|
|
5,994
|
|
|
1.6
|
%
|
|
22,929
|
|
|
1.3
|
%
|
||||
Adjusted operating income (non-GAAP)
|
|
$
|
133,759
|
|
|
20.9
|
%
|
|
$
|
88,515
|
|
|
12.9
|
%
|
|
$
|
47,036
|
|
|
12.3
|
%
|
|
$
|
269,310
|
|
|
15.8
|
%
|
|
|
Fiscal Year Ended February 28, 2019
|
||||||||||||||||||||||||||
(In thousands)
|
|
Housewares
|
|
Health & Home
|
|
Beauty
|
|
Total
|
||||||||||||||||||||
Operating income, as reported (GAAP)
|
|
$
|
100,743
|
|
|
19.2
|
%
|
|
$
|
68,448
|
|
|
9.8
|
%
|
|
$
|
30,188
|
|
|
8.7
|
%
|
|
$
|
199,379
|
|
|
12.7
|
%
|
Asset impairment charges
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
||||
Restructuring charges
|
|
926
|
|
|
0.2
|
%
|
|
686
|
|
|
0.1
|
%
|
|
1,974
|
|
|
0.6
|
%
|
|
3,586
|
|
|
0.2
|
%
|
||||
Subtotal
|
|
101,669
|
|
|
19.4
|
%
|
|
69,134
|
|
|
9.9
|
%
|
|
32,162
|
|
|
9.3
|
%
|
|
202,965
|
|
|
13.0
|
%
|
||||
Amortization of intangible assets
|
|
1,980
|
|
|
0.4
|
%
|
|
10,925
|
|
|
1.6
|
%
|
|
1,299
|
|
|
0.4
|
%
|
|
14,204
|
|
|
0.9
|
%
|
||||
Non-cash share-based compensation
|
|
7,974
|
|
|
1.5
|
%
|
|
9,204
|
|
|
1.3
|
%
|
|
4,875
|
|
|
1.4
|
%
|
|
22,053
|
|
|
1.4
|
%
|
||||
Adjusted operating income (non-GAAP)
|
|
$
|
111,623
|
|
|
21.3
|
%
|
|
$
|
89,263
|
|
|
12.8
|
%
|
|
$
|
38,336
|
|
|
11.1
|
%
|
|
$
|
239,222
|
|
|
15.3
|
%
|
|
|
Fiscal Year Ended February 28, 2018
|
||||||||||||||||||||||||||
(In thousands)
|
|
Housewares
|
|
Health & Home
|
|
Beauty
|
|
Total
|
||||||||||||||||||||
Operating income, as reported (GAAP)
|
|
$
|
89,319
|
|
|
19.5
|
%
|
|
$
|
62,099
|
|
|
9.2
|
%
|
|
$
|
17,644
|
|
|
5.1
|
%
|
|
$
|
169,062
|
|
|
11.4
|
%
|
Asset impairment charges
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
15,447
|
|
|
4.5
|
%
|
|
15,447
|
|
|
1.0
|
%
|
||||
Restructuring Charges
|
|
220
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|
1,637
|
|
|
0.5
|
%
|
|
1,857
|
|
|
0.1
|
%
|
||||
TRU bankruptcy charge
|
|
956
|
|
|
0.2
|
%
|
|
2,640
|
|
|
0.4
|
%
|
|
—
|
|
|
—
|
%
|
|
3,596
|
|
|
0.2
|
%
|
||||
Subtotal
|
|
90,495
|
|
|
19.7
|
%
|
|
64,739
|
|
|
9.6
|
%
|
|
34,728
|
|
|
10.0
|
%
|
|
189,962
|
|
|
12.8
|
%
|
||||
Amortization of intangible assets
|
|
2,226
|
|
|
0.5
|
%
|
|
11,101
|
|
|
1.6
|
%
|
|
5,527
|
|
|
1.6
|
%
|
|
18,854
|
|
|
1.3
|
%
|
||||
Non-cash share-based compensation
|
|
4,701
|
|
|
1.0
|
%
|
|
5,721
|
|
|
0.8
|
%
|
|
4,632
|
|
|
1.3
|
%
|
|
15,054
|
|
|
1.0
|
%
|
||||
Adjusted operating income (non-GAAP)
|
|
$
|
97,422
|
|
|
21.2
|
%
|
|
$
|
81,561
|
|
|
12.1
|
%
|
|
$
|
44,887
|
|
|
13.0
|
%
|
|
$
|
223,870
|
|
|
15.1
|
%
|
•
|
tariff exclusion refunds received for certain duties expensed in the second half of fiscal 2019 and the first quarter of fiscal 2020;
|
•
|
a higher mix of Housewares sales at a higher overall operating margin;
|
•
|
a favorable product and channel mix within the Housewares segment; and
|
•
|
the favorable impact of increased operating leverage from net sales growth.
|
•
|
higher short- and long-term performance-based incentive compensation expense;
|
•
|
higher advertising expense;
|
•
|
higher freight and distribution expense;
|
•
|
higher amortization expense; and
|
•
|
the net unfavorable impact of foreign currency fluctuations.
|
•
|
a higher mix of Leadership Brand sales at a higher operating margin;
|
•
|
improved distribution and logistics efficiency and lower outbound freight costs;
|
•
|
lower amortization expense; and
|
•
|
the favorable impact of increased operating leverage from net sales growth.
|
•
|
a less favorable channel and product mix;
|
•
|
higher advertising expense;
|
•
|
the impact of tariff increases; and
|
•
|
higher share-based compensation expense.
|
•
|
higher freight and distribution center expense to support increased retail customer shipments and strong direct-to-consumer demand;
|
•
|
higher annual incentive compensation expense;
|
•
|
higher advertising expense; and
|
•
|
the favorable impact of increased operating leverage from net sales growth.
|
•
|
higher advertising expense;
|
•
|
higher share-based compensation expense;
|
•
|
higher performance-based annual incentive compensation expense;
|
•
|
higher freight expense; and
|
•
|
higher rent expense related to new office space.
|
•
|
the favorable margin impact from growth in the Hydro Flask business;
|
•
|
the favorable impact of increased operating leverage from net sales growth; and
|
•
|
the favorable comparative impact of a $1.0 million charge related to the bankruptcy of TRU in the same period last year.
|
•
|
tariff exclusion refunds received for certain duties expensed in the second half of fiscal 2019 and first quarter of fiscal 2020; and
|
•
|
lower advertising expense.
|
•
|
higher royalty expense;
|
•
|
the dilutive impact of tariff increases;
|
•
|
higher share-based compensation expense:
|
•
|
the net unfavorable impact of foreign currency fluctuations; and
|
•
|
unfavorable operating leverage from the decline in sales.
|
•
|
the favorable comparative impact of a $2.6 million charge related to the bankruptcy of TRU in fiscal 2018;
|
•
|
strong sales growth in the Asia Pacific region at a higher operating margin;
|
•
|
the favorable impact that higher overall net sales had on operating leverage; and
|
•
|
the favorable impact of foreign currency exchange and forward contract settlements.
|
•
|
the margin impact of a less favorable product mix;
|
•
|
the impact of tariff increases;
|
•
|
higher share-based compensation expense; and
|
•
|
higher advertising expense.
|
•
|
higher annual incentive and share-based compensation expense related to short- and long-term performance;
|
•
|
higher amortization expense;
|
•
|
the impact of higher freight expense to meet strong demand in the appliance category; and
|
•
|
the unfavorable margin impact of a lower mix of Personal Care sales.
|
•
|
the net sales decline in Personal Care and its unfavorable impact on operating margin;
|
•
|
higher freight expense; and
|
•
|
higher share-based compensation expense.
|
•
|
cost savings from Project Refuel; and
|
•
|
lower amortization expense.
|
|
|
Fiscal Year Ended February 29, 2020
|
||||||||||||||||||||||
|
|
Income From Continuing Operations
|
|
Diluted Earnings Per Share
|
||||||||||||||||||||
(in thousands, except per share data)
|
|
Before Tax
|
|
Tax
|
|
Net of Tax
|
|
Before Tax
|
|
Tax
|
|
Net of Tax
|
||||||||||||
As reported (GAAP)
|
|
$
|
165,940
|
|
|
$
|
13,607
|
|
|
$
|
152,333
|
|
|
$
|
6.55
|
|
|
$
|
0.54
|
|
|
$
|
6.02
|
|
Acquisition-related expenses
|
|
2,546
|
|
|
38
|
|
|
2,508
|
|
|
0.10
|
|
|
—
|
|
|
0.10
|
|
||||||
Asset impairment charges
|
|
41,000
|
|
|
4,574
|
|
|
36,426
|
|
|
1.62
|
|
|
0.18
|
|
|
1.44
|
|
||||||
Restructuring charges
|
|
3,313
|
|
|
161
|
|
|
3,152
|
|
|
0.13
|
|
|
0.01
|
|
|
0.12
|
|
||||||
Subtotal
|
|
212,799
|
|
|
18,380
|
|
|
194,419
|
|
|
8.40
|
|
|
0.73
|
|
|
7.68
|
|
||||||
Amortization of intangible assets
|
|
21,271
|
|
|
1,245
|
|
|
20,026
|
|
|
0.84
|
|
|
0.05
|
|
|
0.79
|
|
||||||
Non-cash share-based compensation
|
|
22,929
|
|
|
1,803
|
|
|
21,126
|
|
|
0.91
|
|
|
0.07
|
|
|
0.83
|
|
||||||
Adjusted (non-GAAP)
|
|
$
|
256,999
|
|
|
$
|
21,428
|
|
|
$
|
235,571
|
|
|
$
|
10.15
|
|
|
$
|
0.85
|
|
|
$
|
9.30
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Weighted average shares of common stock used in computing diluted earnings per share
|
|
25,322
|
|
|||||||||||||||||||||
|
|
|
|
|
|
|
Fiscal Year Ended February 28, 2019
|
||||||||||||||||||||||
|
|
Income From Continuing Operations
|
|
Diluted Earnings Per Share
|
||||||||||||||||||||
(in thousands, except per share data)
|
|
Before Tax
|
|
Tax
|
|
Net of Tax
|
|
Before Tax
|
|
Tax
|
|
Net of Tax
|
||||||||||||
As reported (GAAP)
|
|
$
|
188,000
|
|
|
$
|
13,776
|
|
|
$
|
174,224
|
|
|
$
|
7.15
|
|
|
$
|
0.52
|
|
|
$
|
6.62
|
|
Acquisition-related expenses
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Asset impairment charges
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Restructuring charges
|
|
3,586
|
|
|
215
|
|
|
3,371
|
|
|
0.14
|
|
|
0.01
|
|
|
0.13
|
|
||||||
Subtotal
|
|
191,586
|
|
|
13,991
|
|
|
177,595
|
|
|
7.28
|
|
|
0.53
|
|
|
6.75
|
|
||||||
Amortization of intangible assets
|
|
14,204
|
|
|
372
|
|
|
13,832
|
|
|
0.54
|
|
|
0.01
|
|
|
0.53
|
|
||||||
Non-cash share-based compensation
|
|
22,053
|
|
|
1,395
|
|
|
20,658
|
|
|
0.84
|
|
|
0.05
|
|
|
0.79
|
|
||||||
Adjusted (non-GAAP)
|
|
$
|
227,843
|
|
|
$
|
15,758
|
|
|
$
|
212,085
|
|
|
$
|
8.66
|
|
|
$
|
0.60
|
|
|
$
|
8.06
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Weighted average shares of common stock used in computing diluted earnings per share
|
|
26,303
|
|
|
|
Fiscal Years Ended Last Day of February,
|
||||||
|
|
2020
|
|
2019
|
||||
Accounts Receivable Turnover (Days) (1)
|
|
67.0
|
|
|
68.3
|
|
||
Inventory Turnover (Times) (1)
|
|
3.0
|
|
|
3.3
|
|
||
Working Capital (in thousands)
|
|
$
|
343,940
|
|
|
$
|
292,828
|
|
Current Ratio
|
|
2.0:1
|
|
|
1.9:1
|
|
||
Ending Debt to Ending Equity Ratio
|
|
29.2
|
%
|
|
32.2
|
%
|
||
Return on Average Equity (1)
|
|
14.0
|
%
|
|
16.9
|
%
|
(1)
|
Accounts receivable turnover, inventory turnover and return on average equity computations use 12 month trailing net sales revenue, cost of goods sold or income from continuing operations components as required by the particular measure. The current and four prior quarters' ending balances of accounts receivable, inventory and equity are used for the purposes of computing the average balance component as required by the particular measure.
|
•
|
We acquired Drybar Products for $255.9 million. In addition, we invested in capital expenditures of $17.8 million primarily for leasehold improvements; computers, furniture and other equipment; and tools, molds and other production equipment.
|
•
|
We invested in capital expenditures of $26.4 million primarily for leasehold improvements; computers, furniture and other equipment; and tools, molds, and other production equipment.
|
•
|
We invested in capital expenditures of $13.6 million primarily for leasehold improvements; computers, furniture and other equipment; tools, molds, other production equipment; and the development of new patents.
|
•
|
we had draws of $771.3 million under our Credit Agreement;
|
•
|
we repaid $752.5 million drawn under our Credit Agreement;
|
•
|
we repaid $1.9 million of long-term debt; and
|
•
|
we repurchased and retired 77,272 shares of common stock at an average price of $131.61 per share for a total purchase price of $10.2 million through the settlement of certain stock awards.
|
•
|
we had draws of $667.3 million under our Credit Agreement;
|
•
|
we repaid $635.5 million drawn under our Credit Agreement;
|
•
|
we repaid $1.9 million of long-term debt; and
|
•
|
we repurchased and retired 1,934,493 shares of common stock at an average price of $112.43 per share for a total purchase price of $217.5 million through a combination of open market purchases and the settlement of certain stock awards.
|
•
|
we had draws of $521.2 million under our Credit Agreement;
|
•
|
we repaid $692.5 million drawn under our Credit Agreement;
|
•
|
we repaid $25.7 million of long-term debt, and;
|
•
|
we repurchased and retired 793,085 shares of common stock at an average price of $92.13 per share for a total purchase price of $73.1 million through a combination of open market purchases and the settlement of certain stock awards.
|
Applicable Financial Covenant
|
Credit Agreement and MBFC Loan
|
Interest Coverage Ratio
|
EBIT (1) ÷ Interest Expense (1)
|
Minimum Required: 3.00 to 1.00
|
|
Maximum Leverage Ratio
|
Total Current and Long Term Debt (2) ÷
EBITDA (1) + Pro Forma Effect of Acquisitions
|
Maximum Currently Allowed: 3.50 to 1.00 (3)
|
(1)
|
Computed using totals for the latest reported four consecutive fiscal quarters.
|
(2)
|
Computed using the ending balances as of the latest reported fiscal quarter.
|
(3)
|
In the event a qualified acquisition is consummated, the maximum leverage ratio is 4.25 to 1.00.
|
|
Fiscal Years Ended the Last Day of February:
|
||||||||||||||||||||
|
|
2021
|
2022
|
2023
|
2024
|
2025
|
After
|
||||||||||||||
(in thousands)
|
Total
|
1 year
|
2 years
|
3 years
|
4 years
|
5 years
|
5 years
|
||||||||||||||
Floating rate debt
|
$
|
340,507
|
|
$
|
1,900
|
|
$
|
321,900
|
|
$
|
1,900
|
|
$
|
14,807
|
|
$
|
—
|
|
$
|
—
|
|
Long-term incentive plan payouts
|
9,018
|
|
5,614
|
|
3,404
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Interest on floating rate debt (1)
|
16,653
|
|
9,142
|
|
7,124
|
|
386
|
|
1
|
|
—
|
|
—
|
|
|||||||
Open purchase orders
|
239,841
|
|
239,841
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Minimum royalty payments
|
55,154
|
|
12,823
|
|
12,674
|
|
13,090
|
|
12,381
|
|
4,186
|
|
—
|
|
|||||||
Advertising and promotional
|
34,228
|
|
18,359
|
|
9,131
|
|
6,738
|
|
—
|
|
—
|
|
—
|
|
|||||||
Operating leases
|
62,876
|
|
6,082
|
|
5,959
|
|
5,601
|
|
5,102
|
|
5,762
|
|
34,370
|
|
|||||||
Capital spending commitments
|
2,716
|
|
1,986
|
|
596
|
|
134
|
|
—
|
|
—
|
|
—
|
|
|||||||
Total contractual obligations
|
$
|
760,993
|
|
$
|
295,747
|
|
$
|
360,788
|
|
$
|
27,849
|
|
$
|
32,291
|
|
$
|
9,948
|
|
$
|
34,370
|
|
(1)
|
We estimate our future obligations for interest on our floating rate debt by assuming the weighted average interest rates in effect on each floating rate debt obligation at February 29, 2020 remain constant into the future. This is an estimate, as actual rates will vary over time. In addition, we assume that the revolving credit debt balance outstanding as of February 29, 2020 remains the same for the remaining term of our revolving credit agreement. The actual balance outstanding may fluctuate significantly in future periods, depending on the availability of cash flow from operations and future investing and financing considerations.
|
|
PAGE
|
|
|
|
|
|
|
|
|
|
|
Consolidated Financial Statements:
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
Financial Statement Schedule:
|
|
|
|
|
|
|
||
|
|
|
•
|
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect our transactions and dispositions of assets;
|
•
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and Board of Directors; and
|
•
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
|
•
|
Utilized an internal valuation specialist to evaluate:
|
◦
|
The methodologies used and whether they were acceptable for the underlying assets or operations and being applied correctly by performing an independent calculation,
|
◦
|
The calculation of the discount rate by recalculating the weighted average costs of capital, and
|
◦
|
The qualifications of management based on their credentials and experience.
|
•
|
Tested the revenue growth rate and forecasted costs by comparing such items to historical operating results of the respective reporting unit or indefinite lived intangible and by assessing the likelihood or capability of the reporting unit or indefinite lived intangible to undertake activities or initiatives underpinning significant drivers of growth in the forecasted period.
|
•
|
Utilized an internal valuation specialist to evaluate:
|
◦
|
The methodologies used and whether they were acceptable for the underlying assets or operations and being applied correctly by performing an independent calculation,
|
◦
|
The calculation of the discount rate by recalculating the weighted average costs of capital and evaluating future market conditions, and
|
◦
|
The qualifications of the third party firm engaged by the Company based on their credentials and experience.
|
•
|
Assessed the reasonableness of management’s revenue growth rate and forecasted costs of Drybar Products by comparing such items to the historical operating results of the acquired entity and by assessing the likelihood or capability of the acquired entity to undertake activities or initiatives underpinning significant drivers of growth in the forecasted period.
|
(in thousands, except shares and par value)
|
February 29, 2020
|
|
February 28, 2019
|
||||
Assets
|
|
|
|
||||
Assets, current:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
24,467
|
|
|
$
|
11,871
|
|
Receivables - principally trade, less allowances of $1,461 and $2,032
|
348,023
|
|
|
280,280
|
|
||
Inventory
|
256,311
|
|
|
302,339
|
|
||
Prepaid expenses and other current assets
|
9,229
|
|
|
10,369
|
|
||
Assets held for sale
|
44,806
|
|
|
—
|
|
||
Total assets, current
|
682,836
|
|
|
604,859
|
|
||
Property and equipment, net of accumulated depreciation of $132,340 and $123,744
|
132,107
|
|
|
130,338
|
|
||
Goodwill
|
739,901
|
|
|
602,320
|
|
||
Other intangible assets, net of accumulated amortization of $148,891 and $181,463
|
300,952
|
|
|
291,526
|
|
||
Operating lease assets
|
32,645
|
|
|
—
|
|
||
Deferred tax assets, net
|
14,635
|
|
|
7,991
|
|
||
Other assets, net of accumulated amortization of $2,167 and $2,115
|
807
|
|
|
12,501
|
|
||
Total assets
|
$
|
1,903,883
|
|
|
$
|
1,649,535
|
|
|
|
|
|
||||
Liabilities and Stockholders' Equity
|
|
|
|
||||
Liabilities, current:
|
|
|
|
||||
Accounts payable, principally trade
|
$
|
152,674
|
|
|
$
|
143,560
|
|
Accrued expenses and other current liabilities
|
183,157
|
|
|
165,160
|
|
||
Income taxes payable
|
1,181
|
|
|
1,427
|
|
||
Long-term debt, current maturities
|
1,884
|
|
|
1,884
|
|
||
Total liabilities, current
|
338,896
|
|
|
312,031
|
|
||
Long-term debt, excluding current maturities
|
337,421
|
|
|
318,900
|
|
||
Lease liabilities, non-current
|
40,861
|
|
|
—
|
|
||
Deferred tax liabilities, net
|
4,224
|
|
|
5,748
|
|
||
Other liabilities, noncurrent
|
20,758
|
|
|
16,219
|
|
||
Total liabilities
|
742,160
|
|
|
652,898
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
|
|
||
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
Cumulative preferred stock, non-voting, $1.00 par. Authorized 2,000,000 shares; none issued
|
—
|
|
|
—
|
|
||
Common stock, $0.10 par. Authorized 50,000,000 shares; 25,193,766 and 24,946,046 shares issued and outstanding
|
2,519
|
|
|
2,495
|
|
||
Additional paid in capital
|
268,043
|
|
|
246,585
|
|
||
Accumulated other comprehensive income
|
(7,005
|
)
|
|
1,191
|
|
||
Retained earnings
|
898,166
|
|
|
746,366
|
|
||
Total stockholders' equity
|
1,161,723
|
|
|
996,637
|
|
||
Total liabilities and stockholders' equity
|
$
|
1,903,883
|
|
|
$
|
1,649,535
|
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands, except per share data)
|
2020
|
|
2019
|
|
2018
|
||||||
Sales revenue, net
|
$
|
1,707,432
|
|
|
$
|
1,564,151
|
|
|
$
|
1,478,845
|
|
Cost of goods sold
|
972,966
|
|
|
923,045
|
|
|
867,646
|
|
|||
Gross profit
|
734,466
|
|
|
641,106
|
|
|
611,199
|
|
|||
Selling, general and administrative expense ("SG&A")
|
511,902
|
|
|
438,141
|
|
|
424,833
|
|
|||
Asset impairment charges
|
41,000
|
|
|
—
|
|
|
15,447
|
|
|||
Restructuring charges
|
3,313
|
|
|
3,586
|
|
|
1,857
|
|
|||
Operating income
|
178,251
|
|
|
199,379
|
|
|
169,062
|
|
|||
Nonoperating income, net
|
394
|
|
|
340
|
|
|
327
|
|
|||
Interest expense
|
(12,705
|
)
|
|
(11,719
|
)
|
|
(13,951
|
)
|
|||
Income before income tax
|
165,940
|
|
|
188,000
|
|
|
155,438
|
|
|||
Income tax expense
|
13,607
|
|
|
13,776
|
|
|
26,556
|
|
|||
Income from continuing operations
|
152,333
|
|
|
174,224
|
|
|
128,882
|
|
|||
Loss from discontinued operations, net of tax
|
—
|
|
|
(5,679
|
)
|
|
(84,436
|
)
|
|||
Net income
|
$
|
152,333
|
|
|
$
|
168,545
|
|
|
$
|
44,446
|
|
|
|
|
|
|
|
||||||
Earnings (loss) per share - basic:
|
|
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
6.06
|
|
|
$
|
6.68
|
|
|
$
|
4.76
|
|
Discontinued operations
|
—
|
|
|
(0.22
|
)
|
|
(3.12
|
)
|
|||
Total earnings per share - basic
|
$
|
6.06
|
|
|
$
|
6.46
|
|
|
$
|
1.64
|
|
|
|
|
|
|
|
||||||
Earnings (loss) per share - diluted:
|
|
|
|
|
|
|
|
|
|||
Continuing operations
|
$
|
6.02
|
|
|
$
|
6.62
|
|
|
$
|
4.73
|
|
Discontinued operations
|
—
|
|
|
(0.22
|
)
|
|
(3.10
|
)
|
|||
Total earnings per share - diluted
|
$
|
6.02
|
|
|
$
|
6.41
|
|
|
$
|
1.63
|
|
|
|
|
|
|
|
||||||
Weighted average shares of common stock used in computing earnings per share:
|
|
|
|
|
|
|
|
|
|||
Basic
|
25,118
|
|
|
26,073
|
|
|
27,077
|
|
|||
Diluted
|
25,322
|
|
|
26,303
|
|
|
27,254
|
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands)
|
2020
|
|
2019
|
|
2018
|
||||||
Net income
|
$
|
152,333
|
|
|
$
|
168,545
|
|
|
$
|
44,446
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Cash flow hedge activity - interest rate swaps
|
(8,331
|
)
|
|
(1,573
|
)
|
|
1,705
|
|
|||
Cash flow hedge activity - foreign currency contracts
|
135
|
|
|
2,133
|
|
|
(2,247
|
)
|
|||
Total other comprehensive income (loss), net of tax
|
(8,196
|
)
|
|
560
|
|
|
(542
|
)
|
|||
Comprehensive income
|
$
|
144,137
|
|
|
$
|
169,105
|
|
|
$
|
43,904
|
|
|
Common Stock
|
Additional Paid in Capital
|
Accumulated Other Comprehensive Income (Loss)
|
Retained Earnings
|
Total Shareholders' Equity
|
||||||||||||
(in thousands, including shares)
|
Shares
|
Par
Value
|
|||||||||||||||
Balances at February 28, 2017
|
27,029
|
|
$
|
2,703
|
|
$
|
218,760
|
|
$
|
1,173
|
|
$
|
798,130
|
|
$
|
1,020,766
|
|
Income from continuing operations
|
—
|
|
—
|
|
—
|
|
—
|
|
128,882
|
|
128,882
|
|
|||||
Loss from discontinued operations
|
—
|
|
—
|
|
—
|
|
—
|
|
(84,436
|
)
|
(84,436
|
)
|
|||||
Other comprehensive income (loss), net of tax
|
—
|
|
—
|
|
—
|
|
(542
|
)
|
—
|
|
(542
|
)
|
|||||
Exercise of stock options
|
126
|
|
12
|
|
6,547
|
|
—
|
|
—
|
|
6,559
|
|
|||||
Net issuance and settlement of restricted stock
|
198
|
|
20
|
|
(318
|
)
|
—
|
|
—
|
|
(298
|
)
|
|||||
Issuance of common stock related to stock purchase plan
|
16
|
|
2
|
|
1,525
|
|
—
|
|
—
|
|
1,527
|
|
|||||
Common stock repurchased and retired
|
(793
|
)
|
(79
|
)
|
(10,892
|
)
|
—
|
|
(62,082
|
)
|
(73,053
|
)
|
|||||
Share-based compensation
|
—
|
|
—
|
|
15,054
|
|
—
|
|
—
|
|
15,054
|
|
|||||
Balances at February 28, 2018
|
26,576
|
|
2,658
|
|
230,676
|
|
631
|
|
780,494
|
|
1,014,459
|
|
|||||
|
|
|
|
|
|
|
|||||||||||
Income from continuing operations
|
—
|
|
—
|
|
—
|
|
—
|
|
174,224
|
|
174,224
|
|
|||||
Loss from discontinued operations
|
—
|
|
—
|
|
—
|
|
—
|
|
(5,679
|
)
|
(5,679
|
)
|
|||||
Other comprehensive income (loss), net of tax
|
—
|
|
—
|
|
—
|
|
560
|
|
—
|
|
560
|
|
|||||
Exercise of stock options
|
126
|
|
13
|
|
6,262
|
|
—
|
|
—
|
|
6,275
|
|
|||||
Net issuance and settlement of restricted stock
|
147
|
|
15
|
|
(15
|
)
|
—
|
|
—
|
|
—
|
|
|||||
Issuance of common stock related to stock purchase plan
|
31
|
|
3
|
|
2,392
|
|
—
|
|
—
|
|
2,395
|
|
|||||
Common stock repurchased and retired
|
(1,934
|
)
|
(194
|
)
|
(14,783
|
)
|
—
|
|
(202,516
|
)
|
(217,493
|
)
|
|||||
Share-based compensation
|
—
|
|
—
|
|
22,053
|
|
—
|
|
—
|
|
22,053
|
|
|||||
Cumulative effect of accounting change
|
—
|
|
—
|
|
—
|
|
—
|
|
(157
|
)
|
(157
|
)
|
|||||
Balances at February 28, 2019
|
24,946
|
|
2,495
|
|
246,585
|
|
1,191
|
|
746,366
|
|
996,637
|
|
|||||
|
|
|
|
|
|
|
|||||||||||
Income from continuing operations
|
—
|
|
—
|
|
—
|
|
—
|
|
152,333
|
|
152,333
|
|
|||||
Loss from discontinued operations
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Other comprehensive income (loss), net of tax
|
—
|
|
—
|
|
—
|
|
(8,196
|
)
|
—
|
|
(8,196
|
)
|
|||||
Exercise of stock options
|
93
|
|
9
|
|
5,344
|
|
—
|
|
—
|
|
5,353
|
|
|||||
Net issuance and settlement of restricted stock
|
202
|
|
20
|
|
(20
|
)
|
—
|
|
—
|
|
—
|
|
|||||
Issuance of common stock related to stock purchase plan
|
30
|
|
3
|
|
2,833
|
|
—
|
|
—
|
|
2,836
|
|
|||||
Common stock repurchased and retired
|
(77
|
)
|
(8
|
)
|
(9,628
|
)
|
—
|
|
(533
|
)
|
(10,169
|
)
|
|||||
Share-based compensation
|
—
|
|
—
|
|
22,929
|
|
—
|
|
—
|
|
22,929
|
|
|||||
Balances at February 29, 2020
|
25,194
|
|
$
|
2,519
|
|
$
|
268,043
|
|
$
|
(7,005
|
)
|
$
|
898,166
|
|
$
|
1,161,723
|
|
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands)
|
|
2020
|
|
2019
|
|
2018
|
||||||
Cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|||
Net income
|
|
$
|
152,333
|
|
|
$
|
168,545
|
|
|
$
|
44,446
|
|
Less: Loss from discontinued operations
|
|
—
|
|
|
(5,679
|
)
|
|
(84,436
|
)
|
|||
Income from continuing operations
|
|
152,333
|
|
|
174,224
|
|
|
128,882
|
|
|||
Adjustments to reconcile income from continuing operations to net cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
|
37,409
|
|
|
29,927
|
|
|
33,730
|
|
|||
Amortization of financing costs
|
|
1,620
|
|
|
1,015
|
|
|
887
|
|
|||
Non-cash operating lease asset amortization
|
|
1,682
|
|
|
—
|
|
|
—
|
|
|||
Provision for doubtful receivables
|
|
529
|
|
|
1,097
|
|
|
1,066
|
|
|||
Non-cash share-based compensation
|
|
22,929
|
|
|
22,053
|
|
|
15,054
|
|
|||
Non-cash intangible asset impairment charges
|
|
41,000
|
|
|
—
|
|
|
15,447
|
|
|||
Loss (gain) on the sale or disposal of property and equipment
|
|
188
|
|
|
(540
|
)
|
|
331
|
|
|||
Deferred income taxes and tax credits
|
|
(5,696
|
)
|
|
7,636
|
|
|
21,264
|
|
|||
Changes in operating assets and liabilities, net of effects of acquisition of business:
|
|
|
|
|
|
|
|
|
|
|||
Receivables
|
|
(60,562
|
)
|
|
(5,812
|
)
|
|
(44,921
|
)
|
|||
Inventories
|
|
45,482
|
|
|
(50,828
|
)
|
|
29,366
|
|
|||
Prepaid expenses and other current assets
|
|
863
|
|
|
239
|
|
|
(383
|
)
|
|||
Other assets and liabilities, net
|
|
24,075
|
|
|
7,549
|
|
|
(16,728
|
)
|
|||
Accounts payable
|
|
7,166
|
|
|
14,219
|
|
|
23,689
|
|
|||
Accrued expenses and other current liabilities
|
|
5,296
|
|
|
(1,526
|
)
|
|
12,293
|
|
|||
Accrued income taxes
|
|
(3,021
|
)
|
|
1,315
|
|
|
(1,368
|
)
|
|||
Net cash provided by operating activities - continuing operations
|
|
271,293
|
|
|
200,568
|
|
|
218,609
|
|
|||
Net cash provided (used) by operating activities - discontinued operations
|
|
—
|
|
|
(5,265
|
)
|
|
5,598
|
|
|||
Net cash provided by operating activities
|
|
271,293
|
|
|
195,303
|
|
|
224,207
|
|
|||
|
|
|
|
|
|
|
||||||
Cash provided (used) by investing activities:
|
|
|
|
|
|
|
|
|
|
|||
Capital and intangible asset expenditures
|
|
(17,759
|
)
|
|
(26,385
|
)
|
|
(13,605
|
)
|
|||
Proceeds from the sale of property and equipment
|
|
3
|
|
|
1,138
|
|
|
13
|
|
|||
Payments to acquire businesses, net of cash acquired
|
|
(255,861
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash used by investing activities - continuing operations
|
|
(273,617
|
)
|
|
(25,247
|
)
|
|
(13,592
|
)
|
|||
Net cash provided (used) by investing activities - discontinued operations
|
|
—
|
|
|
—
|
|
|
49,226
|
|
|||
Net cash provided (used) by investing activities
|
|
(273,617
|
)
|
|
(25,247
|
)
|
|
35,634
|
|
|||
|
|
|
|
|
|
|
||||||
Cash used by financing activities:
|
|
|
|
|
|
|
|
|
|
|||
Proceeds from line of credit
|
|
771,300
|
|
|
667,250
|
|
|
521,200
|
|
|||
Repayment of line of credit
|
|
(752,500
|
)
|
|
(635,450
|
)
|
|
(692,500
|
)
|
|||
Repayment of long-term debt
|
|
(1,900
|
)
|
|
(1,900
|
)
|
|
(25,700
|
)
|
|||
Proceeds from share issuances under share-based compensation plans
|
|
8,189
|
|
|
8,670
|
|
|
7,863
|
|
|||
Repurchases of common stock in the open market and from share settlements
|
|
(10,169
|
)
|
|
(217,493
|
)
|
|
(73,053
|
)
|
|||
Net cash provided (used) by financing activities
|
|
14,920
|
|
|
(178,923
|
)
|
|
(262,190
|
)
|
|||
|
|
|
|
|
|
|
||||||
Net increase (decrease) in cash and cash equivalents
|
|
12,596
|
|
|
(8,867
|
)
|
|
(2,349
|
)
|
|||
Cash and cash equivalents, beginning balance
|
|
11,871
|
|
|
20,738
|
|
|
23,087
|
|
|||
Cash and cash equivalents, ending balance
|
|
24,467
|
|
|
11,871
|
|
|
20,738
|
|
|||
Less: Cash and cash equivalents of discontinued operations, ending balance
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Cash and cash equivalents of continuing operations, ending balance
|
|
$
|
24,467
|
|
|
$
|
11,871
|
|
|
$
|
20,738
|
|
|
|
|
|
|
|
|
||||||
Supplemental cash flow information:
|
|
|
|
|
|
|
|
|
|
|||
Interest paid
|
|
$
|
12,777
|
|
|
$
|
11,292
|
|
|
$
|
13,543
|
|
Income taxes paid, net of refunds
|
|
$
|
23,279
|
|
|
$
|
4,277
|
|
|
$
|
6,081
|
|
|
|
|
|
|
|
|
||||||
Supplemental non-cash items not included above resulting from the adoption of ASC 842
|
|
|
|
|
|
|
||||||
Initial recognition of operating lease asset
|
|
$
|
(37,082
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Initial recognition of lease liabilities
|
|
$
|
47,223
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Accrued expenses and other current liabilities
|
|
$
|
(2,873
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Other assets and liabilities, net
|
|
$
|
(7,311
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Prepaid expenses and other current assets
|
|
$
|
43
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(in thousands)
|
Before Reclassification
|
|
|
|
After Reclassification
|
||||||
Balance Sheet
|
February 28, 2018
|
|
Reclassification
|
|
February 28, 2018
|
||||||
Receivables
|
$
|
273,168
|
|
|
$
|
2,397
|
|
|
$
|
275,565
|
|
Accrued expenses and other current liabilities
|
$
|
165,864
|
|
|
$
|
2,397
|
|
|
$
|
168,261
|
|
(in thousands)
|
Before Reclassification
|
|
|
|
After Reclassification
|
||||||
Statement of Income
|
Fiscal Year Ended
February 28, 2018
|
|
Reclassification
|
|
Fiscal Year Ended
February 28, 2018 |
||||||
Sales revenue, net
|
$
|
1,489,747
|
|
|
$
|
(10,902
|
)
|
|
$
|
1,478,845
|
|
SG&A
|
$
|
435,735
|
|
|
$
|
(10,902
|
)
|
|
$
|
424,833
|
|
|
February 29, 2020
|
||
Weighted average remaining lease term (years)
|
10.8
|
|
|
Weighted average discount rate
|
6.13
|
%
|
|
Year-to-date cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Operating cash flows from operating leases
|
$
|
4,579
|
|
|
February 29, 2020
|
||
Lease liabilities, current (1)
|
$
|
3,641
|
|
Lease liabilities, non-current
|
40,861
|
|
|
Total lease liability
|
$
|
44,502
|
|
(in thousands)
|
February 29, 2020
|
||
Assets
|
|
||
Inventory
|
$
|
17,150
|
|
Property and equipment, net of accumulated depreciation of $403
|
83
|
|
|
Goodwill
|
9,849
|
|
|
Other intangible assets, net of accumulated amortization of $4,474
|
17,724
|
|
|
Total assets held for sale
|
$
|
44,806
|
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands)
|
2020
|
|
2019
|
|
2018
|
||||||
Income (loss) before income taxes
|
$
|
(29,760
|
)
|
|
$
|
23,190
|
|
|
$
|
1,713
|
|
(1)
|
Fiscal 2018 included approximately 9.6 months of operating results prior to the divestiture on December 20, 2017.
|
(2)
|
Impairment charges included goodwill impairment charges of $96.6 million and trademark impairment charges of $35.7 million during fiscal 2018. Total after tax asset impairment charges were $83.5 million for fiscal 2018.
|
|
Estimated
Useful Lives
(Years)
|
|
Fiscal Years Ended
Last Day of February,
|
||||||||
(in thousands)
|
|
|
2020
|
|
2019
|
||||||
Land
|
|
—
|
|
|
$
|
12,644
|
|
|
$
|
12,644
|
|
Building and improvements
|
3
|
—
|
40
|
|
115,592
|
|
|
113,820
|
|
||
Computer, furniture and other equipment
|
3
|
—
|
15
|
|
89,257
|
|
|
84,711
|
|
||
Tools, molds and other production equipment
|
3
|
—
|
7
|
|
37,652
|
|
|
36,378
|
|
||
Construction in progress
|
|
—
|
|
|
9,302
|
|
|
6,529
|
|
||
Property and equipment, gross
|
|
|
|
|
264,447
|
|
|
254,082
|
|
||
Less accumulated depreciation
|
|
|
|
|
(132,340
|
)
|
|
(123,744
|
)
|
||
Property and equipment, net
|
|
|
|
|
$
|
132,107
|
|
|
$
|
130,338
|
|
|
Fiscal Years Ended Last Day of February,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Accrued compensation, benefits and payroll taxes
|
$
|
49,624
|
|
|
$
|
36,782
|
|
Accrued sales discounts and allowances
|
34,176
|
|
|
28,655
|
|
||
Accrued sales returns
|
22,972
|
|
|
23,316
|
|
||
Accrued advertising
|
31,351
|
|
|
26,549
|
|
||
Other
|
45,034
|
|
|
49,858
|
|
||
Total accrued expenses and other current liabilities
|
$
|
183,157
|
|
|
$
|
165,160
|
|
January 23, 2020 (acquisition date) though February 29, 2020
(in thousands, except earnings per share data)
|
Fiscal Year Ended February 29, 2020
|
||
Sales revenue, net
|
$
|
6,039
|
|
Income from continuing operations
|
1,483
|
|
|
|
|
||
Earnings per share from continuing operations:
|
|
||
Basic
|
$
|
0.06
|
|
Diluted
|
$
|
0.06
|
|
As if the acquisition had been completed on March 1. 2018
(in thousands, except earnings per share data)
|
Fiscal Years Ended the Last Day of February,
|
||||||
2020
|
|
2019
|
|||||
Sales revenue, net
|
$
|
1,773,592
|
|
|
$
|
1,621,117
|
|
Income from continuing operations
|
162,114
|
|
|
179,550
|
|
||
|
|
|
|
||||
Earnings per share from continuing operations:
|
|
|
|
|
|
||
Basic
|
$
|
6.45
|
|
|
$
|
6.89
|
|
Diluted
|
$
|
6.40
|
|
|
$
|
6.83
|
|
|
|
|
Balances at
February 28, 2019
|
|
Year Ended February 29, 2020
|
|
|
Balances at
February 29, 2020
|
||||||||||||||||||||||||||
(in thousands)
|
Weighted
Average
Life
(Years)
|
|
Gross
Carrying
Amount
|
Cumulative
Goodwill
Impairments
|
|
Additions
|
Impairments
|
Retirement / Reclassification Adjustments
|
Reclassification to Held for Sale
|
|
Gross
Carrying
Amount
|
Cumulative
Goodwill
Impairments
|
Accumulated
Amortization (1)
|
Net Book
Value
|
||||||||||||||||||||
Housewares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Goodwill
|
|
|
$
|
282,056
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
282,056
|
|
$
|
—
|
|
$
|
—
|
|
$
|
282,056
|
|
Trademarks - indefinite
|
|
|
134,200
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
134,200
|
|
—
|
|
—
|
|
134,200
|
|
||||||||||
Other intangibles - finite
|
13.8
|
|
41,417
|
|
—
|
|
|
709
|
|
—
|
|
(31
|
)
|
—
|
|
|
42,095
|
|
—
|
|
(21,469
|
)
|
20,626
|
|
||||||||||
Subtotal
|
|
|
457,673
|
|
—
|
|
|
709
|
|
—
|
|
(31
|
)
|
—
|
|
|
458,351
|
|
—
|
|
(21,469
|
)
|
436,882
|
|
||||||||||
Health & Home:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Goodwill
|
|
|
284,913
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
284,913
|
|
—
|
|
—
|
|
284,913
|
|
||||||||||
Trademarks - indefinite
|
|
|
54,000
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
54,000
|
|
—
|
|
—
|
|
54,000
|
|
||||||||||
Licenses - finite
|
3.7
|
|
17,050
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
17,050
|
|
—
|
|
(15,752
|
)
|
1,298
|
|
||||||||||
Licenses - indefinite
|
|
|
7,400
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
7,400
|
|
—
|
|
—
|
|
7,400
|
|
||||||||||
Other Intangibles - finite
|
5.8
|
|
117,967
|
|
—
|
|
|
256
|
|
—
|
|
—
|
|
—
|
|
|
118,223
|
|
—
|
|
(98,142
|
)
|
20,081
|
|
||||||||||
Subtotal
|
|
|
481,330
|
|
—
|
|
|
256
|
|
—
|
|
—
|
|
—
|
|
|
481,586
|
|
—
|
|
(113,894
|
)
|
367,692
|
|
||||||||||
Beauty:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Goodwill
|
|
|
81,841
|
|
(46,490
|
)
|
|
172,933
|
|
(25,503
|
)
|
—
|
|
(9,849
|
)
|
|
244,925
|
|
(71,993
|
)
|
—
|
|
172,932
|
|
||||||||||
Trademarks - indefinite
|
|
|
30,407
|
|
—
|
|
|
—
|
|
—
|
|
(30,407
|
)
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Trademarks - finite
|
14.9
|
|
150
|
|
—
|
|
|
30,000
|
|
(11,168
|
)
|
30,407
|
|
(15,997
|
)
|
|
33,392
|
|
—
|
|
(3,564
|
)
|
29,828
|
|
||||||||||
Licenses - indefinite
|
|
|
10,300
|
|
—
|
|
|
—
|
|
—
|
|
(10,300
|
)
|
—
|
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||||||
Licenses - finite
|
2.8
|
|
13,696
|
|
—
|
|
|
—
|
|
(4,234
|
)
|
10,300
|
|
(6,065
|
)
|
|
13,697
|
|
—
|
|
(12,800
|
)
|
897
|
|
||||||||||
Other intangibles - finite
|
10.7
|
|
46,402
|
|
—
|
|
|
33,000
|
|
(95
|
)
|
—
|
|
(136
|
)
|
|
79,171
|
|
—
|
|
(46,549
|
)
|
32,622
|
|
||||||||||
Subtotal
|
|
|
182,796
|
|
(46,490
|
)
|
|
235,933
|
|
(41,000
|
)
|
—
|
|
(32,047
|
)
|
|
371,185
|
|
(71,993
|
)
|
(62,913
|
)
|
236,279
|
|
||||||||||
Total
|
|
|
$
|
1,121,799
|
|
$
|
(46,490
|
)
|
|
$
|
236,898
|
|
$
|
(41,000
|
)
|
$
|
(31
|
)
|
$
|
(32,047
|
)
|
|
$
|
1,311,122
|
|
$
|
(71,993
|
)
|
$
|
(198,276
|
)
|
$
|
1,040,853
|
|
(1)
|
Reflects the retirement and reclassification of accumulated amortization of $49.4 million related to impaired assets and assets held for sale related to the Personal Care business in the Beauty segment.
|
(in thousands)
|
Weighted
Average
Life
(Years)
|
|
Balances at
February 28, 2018
|
|
Year Ended February 28, 2019
|
|
Balances at
February 28, 2019
|
||||||||||||||||||||||||
|
Gross
Carrying
Amount
|
Cumulative
Goodwill
Impairments
|
|
Additions
|
Impairments
|
Retirement Adjustments
|
|
Gross
Carrying
Amount
|
Cumulative
Goodwill
Impairments
|
Accumulated
Amortization
|
Net Book
Value
|
||||||||||||||||||||
Housewares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Goodwill
|
|
|
$
|
282,056
|
|
$
|
—
|
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
282,056
|
|
$
|
—
|
|
$
|
—
|
|
$
|
282,056
|
|
Trademarks - indefinite
|
|
|
134,200
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
134,200
|
|
—
|
|
—
|
|
134,200
|
|
|||||||||
Other intangibles - finite
|
14.7
|
|
40,828
|
|
—
|
|
|
684
|
|
—
|
|
(95
|
)
|
|
41,417
|
|
—
|
|
(19,398
|
)
|
22,019
|
|
|||||||||
Subtotal
|
|
|
457,084
|
|
—
|
|
|
684
|
|
—
|
|
(95
|
)
|
|
457,673
|
|
—
|
|
(19,398
|
)
|
438,275
|
|
|||||||||
Health & Home:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Goodwill
|
|
|
284,913
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
284,913
|
|
—
|
|
—
|
|
284,913
|
|
|||||||||
Trademarks - indefinite
|
|
|
54,000
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
54,000
|
|
—
|
|
—
|
|
54,000
|
|
|||||||||
Licenses - finite
|
4.7
|
|
15,300
|
|
—
|
|
|
1,750
|
|
—
|
|
—
|
|
|
17,050
|
|
—
|
|
(15,402
|
)
|
1,648
|
|
|||||||||
Licenses - indefinite
|
|
|
7,400
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
7,400
|
|
—
|
|
—
|
|
7,400
|
|
|||||||||
Other Intangibles - finite
|
5.5
|
|
117,586
|
|
—
|
|
|
381
|
|
—
|
|
—
|
|
|
117,967
|
|
—
|
|
(87,953
|
)
|
30,014
|
|
|||||||||
Subtotal
|
|
|
479,199
|
|
—
|
|
|
2,131
|
|
—
|
|
—
|
|
|
481,330
|
|
—
|
|
(103,355
|
)
|
377,975
|
|
|||||||||
Beauty:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Goodwill
|
|
|
81,841
|
|
(46,490
|
)
|
|
—
|
|
—
|
|
—
|
|
|
81,841
|
|
(46,490
|
)
|
—
|
|
35,351
|
|
|||||||||
Trademarks - indefinite
|
|
|
30,407
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
30,407
|
|
—
|
|
—
|
|
30,407
|
|
|||||||||
Trademarks - finite
|
9.6
|
|
150
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
150
|
|
—
|
|
(102
|
)
|
48
|
|
|||||||||
Licenses - indefinite
|
|
|
10,300
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
10,300
|
|
—
|
|
—
|
|
10,300
|
|
|||||||||
Licenses - finite
|
3.8
|
|
13,696
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
13,696
|
|
—
|
|
(12,482
|
)
|
1,214
|
|
|||||||||
Other intangibles - finite
|
4.6
|
|
46,402
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
|
46,402
|
|
—
|
|
(46,126
|
)
|
276
|
|
|||||||||
Subtotal
|
|
|
182,796
|
|
(46,490
|
)
|
|
—
|
|
—
|
|
—
|
|
|
182,796
|
|
(46,490
|
)
|
(58,710
|
)
|
77,596
|
|
|||||||||
Total
|
|
|
$
|
1,119,079
|
|
$
|
(46,490
|
)
|
|
$
|
2,815
|
|
$
|
—
|
|
$
|
(95
|
)
|
|
$
|
1,121,799
|
|
$
|
(46,490
|
)
|
$
|
(181,463
|
)
|
$
|
893,846
|
|
Aggregate Amortization Expense (in thousands)
|
|
||
Fiscal 2020
|
$
|
21,271
|
|
Fiscal 2019
|
14,204
|
|
|
Fiscal 2018
|
18,854
|
|
Shares originally authorized
|
2,000,000
|
|
Less share awards issued
|
(6,464
|
)
|
Plus forfeitures
|
32,126
|
|
Less share awards previously vested and settled
|
—
|
|
Subtotal
|
2,025,662
|
|
Less RSUs and RSAs issuable upon vesting (1)
|
(259,932
|
)
|
Less maximum PSUs and PSAs issuable upon vesting (1)
|
(122,402
|
)
|
Shares available for issuance
|
1,643,328
|
|
(1)
|
RSUs, PSUs, RSAs, and PSAs potentially issuable are estimated assuming the maximum payouts adjusted for actual forfeitures to date.
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands, except per share data)
|
2020
|
|
2019
|
|
2018
|
||||||
Stock options
|
$
|
189
|
|
|
$
|
829
|
|
|
$
|
1,634
|
|
Directors stock compensation
|
604
|
|
|
526
|
|
|
525
|
|
|||
Performance based and other stock awards
|
21,351
|
|
|
20,047
|
|
|
12,631
|
|
|||
Employee stock purchase plan
|
785
|
|
|
651
|
|
|
264
|
|
|||
Share-based compensation expense
|
22,929
|
|
|
22,053
|
|
|
15,054
|
|
|||
Less income tax benefits
|
(1,803
|
)
|
|
(1,395
|
)
|
|
(1,669
|
)
|
|||
Share-based compensation expense, net of income tax benefits
|
$
|
21,126
|
|
|
$
|
20,658
|
|
|
$
|
13,385
|
|
Continuing operations earnings per share impact of share-based compensation expense:
|
|
|
|
|
|
||||||
Basic
|
$
|
0.84
|
|
|
$
|
0.79
|
|
|
$
|
0.49
|
|
Diluted
|
$
|
0.83
|
|
|
$
|
0.79
|
|
|
$
|
0.49
|
|
(in thousands, except weighted average expense period data)
|
Unrecognized
Compensation
Expense
|
Weighted
Average
Period of
Recognition
(in years)
|
||
Stock options
|
$
|
19
|
|
0.6
|
Restricted stock (RSUs, PSUs, RSAs and PSAs)
|
18,515
|
|
2.0
|
(in thousands, except contractual term and per share data)
|
Options
|
|
Weighted
Average
Exercise
Price
(per share)
|
|
Weighted
Average
Grant Date
Fair Value
(per share)
|
|
Weighted
Average
Remaining
Contractual
Term
(in years)
|
|
Intrinsic
Value
|
|||||||
Outstanding at February 28, 2017
|
448
|
|
|
$
|
57.41
|
|
|
$
|
20.54
|
|
|
5.0
|
|
$
|
18,097
|
|
Grants
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|||
Exercises
|
(126
|
)
|
|
52.28
|
|
|
|
|
|
|
|
5,400
|
|
|||
Forfeitures / expirations
|
(22
|
)
|
|
72.37
|
|
|
|
|
|
|
|
|
|
|||
Outstanding at February 28, 2018
|
300
|
|
|
58.35
|
|
|
32.04
|
|
|
4.3
|
|
9,606
|
|
|||
Grants
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|||
Exercises
|
(126
|
)
|
|
49.82
|
|
|
|
|
|
|
|
6,414
|
|
|||
Forfeitures / expirations
|
(11
|
)
|
|
80.33
|
|
|
|
|
|
|
|
|
|
|||
Outstanding at February 28, 2019
|
163
|
|
|
63.47
|
|
|
48.64
|
|
|
3.6
|
|
7,925
|
|
|||
Grants
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|||
Exercises
|
(93
|
)
|
|
57.09
|
|
|
|
|
|
|
|
9,059
|
|
|||
Forfeitures / expirations
|
(1
|
)
|
|
87.61
|
|
|
|
|
|
|
|
|
|
|||
Outstanding at February 29, 2020
|
69
|
|
|
$
|
71.78
|
|
|
$
|
92.82
|
|
|
3.2
|
|
$
|
6,333
|
|
Exercisable at February 29, 2020
|
66
|
|
|
$
|
71.10
|
|
|
$
|
93.50
|
|
|
3.1
|
|
$
|
6,157
|
|
(in thousands, except per share data)
|
Non-
Vested
Options
|
|
Weighted
Average
Grant Date
Fair Value
(per share)
|
|||
Outstanding at February 28, 2017
|
280
|
|
|
22.48
|
|
|
Grants
|
—
|
|
|
—
|
|
|
Vested or forfeited
|
(155
|
)
|
|
25.02
|
|
|
Outstanding at February 28, 2018
|
125
|
|
|
19.31
|
|
|
Grants
|
—
|
|
|
—
|
|
|
Vested or forfeited
|
(88
|
)
|
|
14.67
|
|
|
Outstanding at February 28, 2019
|
37
|
|
|
$
|
30.44
|
|
Grants
|
—
|
|
|
—
|
|
|
Vested or forfeited
|
(35
|
)
|
|
27.36
|
|
|
Outstanding at February 29, 2020
|
2
|
|
|
$
|
74.09
|
|
|
Expired Equity Plan
|
|
Active Equity Plan
|
||||||||||||||
(in thousands, except per share data)
|
Restricted Stock Units
|
Weighted
Average
Grant Date
Fair Value
(per share)
|
Fair Value at Grant Date
|
|
Restricted Stock Units
|
Weighted
Average
Grant Date
Fair Value
(per share)
|
Fair Value at Grant Date
|
||||||||||
Outstanding at February 28, 2017
|
322
|
|
81.19
|
|
31,418
|
|
|
—
|
|
—
|
|
—
|
|
||||
Granted
|
262
|
|
96.44
|
|
—
|
|
|
—
|
|
—
|
|
|
|
||||
Vested or Forfeited (1) (2)
|
(274
|
)
|
78.71
|
|
—
|
|
|
—
|
|
—
|
|
|
|
||||
Outstanding at February 28, 2018
|
310
|
|
90.05
|
|
27,944
|
|
|
—
|
|
—
|
|
—
|
|
||||
Granted
|
197
|
|
84.02
|
|
—
|
|
|
79
|
|
125.40
|
|
|
|
||||
Vested or Forfeited (1) (2)
|
(155
|
)
|
82.19
|
|
—
|
|
|
(5
|
)
|
124.71
|
|
|
|
||||
Outstanding at February 28, 2019
|
352
|
|
$
|
92.45
|
|
$
|
32,519
|
|
|
74
|
|
$
|
125.45
|
|
$
|
9,202
|
|
Granted
|
49
|
|
164.60
|
|
—
|
|
|
254
|
|
110.92
|
|
|
|
||||
Vested or Forfeited (1) (2)
|
(192
|
)
|
95.48
|
|
—
|
|
|
(45
|
)
|
122.55
|
|
|
|
||||
Outstanding at February 29, 2020
|
209
|
|
$
|
90.73
|
|
$
|
19,010
|
|
|
283
|
|
$
|
112.85
|
|
$
|
31,907
|
|
(1)
|
The expired equity plan reflects the 2008 Stock Incentive Plan, which expired on August 19, 2018. The active equity plan reflects the 2018 Plan.
|
(2)
|
Under the expired equity plan, 175,022, 141,541, and 192,002 RSUs and PSUs vested and settled throughout the year at a weighted average fair values of $95.98, $81.23, and $62.88 per share in fiscal 2020, 2019 and 2018, respectively. Under the active equity plan, 20,240 and 900 RSUs vested and settled throughout the year at a weighted average fair value of $125.34 and $120.70 per share in fiscal 2020 and 2019, respectively.
|
|
Restricted Stock Awards
|
|
Performance Stock Awards (2)
|
||||||||||||||
(in thousands, except per share data)
|
Restricted Stock Awards
|
Weighted
Average
Grant Date
Fair Value
(per share)
|
Fair Value at Grant Date
|
|
Restricted Stock Awards
|
Weighted
Average
Grant Date
Fair Value
(per share)
|
Fair Value at Grant Date
|
||||||||||
Outstanding at February 28, 2019
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
—
|
|
$
|
—
|
|
$
|
—
|
|
Granted
|
49
|
|
118.51
|
|
—
|
|
|
122
|
|
110.85
|
|
—
|
|
||||
Vested or Forfeited (1)
|
(4
|
)
|
123.17
|
|
—
|
|
|
(4
|
)
|
110.85
|
|
—
|
|
||||
Outstanding at February 29, 2020
|
45
|
|
$
|
118.11
|
|
$
|
5,354
|
|
|
118
|
|
$
|
110.85
|
|
$
|
13,130
|
|
(1)
|
Under the 2018 Plan, 1,014 Restricted Stock Awards vested and settled throughout the year at a weighted average fair value of $150.86 per share in fiscal 2020. There were no RSAs issued during fiscal 2019.
|
(2)
|
Performance stock awards reflected in the table above assumes target (100%) achievement. These Performance stock awards can be paid out within some range of 0% to 200% depending upon the final outcome of the performance achievement.
|
|
Fiscal Years Ended
Last Day of February,
|
||||||||||
(in thousands, except share and per share data)
|
2020
|
|
2019
|
|
2018
|
||||||
Common stock repurchased on the open market:
|
|
|
|
|
|
||||||
Number of shares
|
—
|
|
|
1,875,469
|
|
|
717,300
|
|
|||
Aggregate value of shares
|
$
|
—
|
|
|
$
|
212,080
|
|
|
$
|
65,795
|
|
Average price per share
|
$
|
—
|
|
|
$
|
113.08
|
|
|
$
|
91.73
|
|
|
|
|
|
|
|
||||||
Common stock received in connection with share-based compensation:
|
|
|
|
|
|
|
|
|
|||
Number of shares
|
77,272
|
|
|
59,024
|
|
|
75,785
|
|
|||
Aggregate value of shares
|
$
|
10,169
|
|
|
$
|
5,413
|
|
|
$
|
7,258
|
|
Average price per share
|
$
|
131.61
|
|
|
$
|
91.70
|
|
|
$
|
95.77
|
|
|
Fiscal Years Ended the Last Day of February,
|
||||||||||||||||||||
|
|
2021
|
2022
|
2023
|
2024
|
2025
|
After
|
||||||||||||||
(in thousands)
|
Total
|
1 year
|
2 years
|
3 years
|
4 years
|
5 years
|
5 years
|
||||||||||||||
Floating rate debt
|
$
|
340,507
|
|
$
|
1,900
|
|
$
|
321,900
|
|
$
|
1,900
|
|
$
|
14,807
|
|
$
|
—
|
|
$
|
—
|
|
Interest on floating rate debt (1)
|
16,653
|
|
9,142
|
|
7,124
|
|
386
|
|
1
|
|
—
|
|
—
|
|
|||||||
Long-term incentive plan payouts
|
9,018
|
|
5,614
|
|
3,404
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Open purchase orders
|
239,841
|
|
239,841
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Operating Leases
|
62,876
|
|
6,082
|
|
5,959
|
|
5,601
|
|
5,102
|
|
5,762
|
|
34,370
|
|
|||||||
Minimum royalty payments
|
55,154
|
|
12,823
|
|
12,674
|
|
13,090
|
|
12,381
|
|
4,186
|
|
—
|
|
|||||||
Advertising and promotional
|
34,228
|
|
18,359
|
|
9,131
|
|
6,738
|
|
—
|
|
—
|
|
—
|
|
|||||||
Capital spending commitments
|
2,716
|
|
1,986
|
|
596
|
|
134
|
|
—
|
|
—
|
|
—
|
|
|||||||
Total contractual obligations
|
$
|
760,993
|
|
$
|
295,747
|
|
$
|
360,788
|
|
$
|
27,849
|
|
$
|
32,291
|
|
$
|
9,948
|
|
$
|
34,370
|
|
(1)
|
We estimate our future obligations for interest on our floating rate debt by assuming the weighted average interest rates in effect on each floating rate debt obligation at February 29, 2020 remain constant into the future. This is an estimate, as actual rates will vary over time. In addition, we assume the revolving credit debt balance outstanding as of February 29, 2020 remains the same for the remaining term of our revolving credit agreement. The actual balance outstanding may fluctuate significantly in future periods, depending on the availability of cash flow from operations and future investing and financing considerations.
|
(dollars in thousands)
|
February 29, 2020
|
February 28, 2019
|
||||
Mississippi Business Finance Corporation Loan (the "MBFC Loan") (1)
|
$
|
20,451
|
|
$
|
22,335
|
|
Credit Agreement (2)
|
318,854
|
|
298,449
|
|
||
Total long-term debt
|
339,305
|
|
320,784
|
|
||
Less current maturities of long-term debt
|
(1,884
|
)
|
(1,884
|
)
|
||
Long-term debt, excluding current maturities
|
$
|
337,421
|
|
$
|
318,900
|
|
(1)
|
The MBFC Loan is unsecured and bears floating interest based on either LIBOR plus a margin of up to 2.0%, or a Base Rate plus a margin of up to 1.0%, as determined by the interest rate elected and the leverage ratio defined in the loan agreement. Since March 2018, the loan may be called by the holder at anytime. The loan can be prepaid without penalty. The remaining principal balance is payable as follows: $1.9 million annually on March 1, 2020 through 2022; and $14.8 million on March 1, 2023. Any remaining outstanding principal and interest is due upon maturity on March 1, 2023.
|
(2)
|
The Credit Agreement's floating interest rates are hedged with interest rate swaps to effectively fix interest rates on $225 million of the outstanding principal balance under the Credit Agreement (see Notes 17 and 18 regarding interest rate swaps).
|
|
Fiscal Years Ended Last Day of February,
|
||||||||
(in thousands)
|
2020
|
2019
|
2018
|
||||||
Average borrowings outstanding (1)
|
$
|
286,640
|
|
$
|
290,860
|
|
$
|
382,960
|
|
Average interest rate during each year (2)
|
3.2
|
%
|
3.2
|
%
|
2.7
|
%
|
|||
Interest rate range during each year
|
2.6% - 5.5%
|
|
2.8% - 5.5%
|
|
2.3 - 4.8%
|
|
|||
Weighted average interest rates on borrowings outstanding at year end
|
2.7
|
%
|
3.6
|
%
|
2.9
|
%
|
(1)
|
Average borrowings outstanding is computed as the average of the current and four prior quarters ending balances of our credit facility.
|
(2)
|
The average interest rate during each year is computed by dividing the total interest expense associated with the Credit Agreement for a fiscal year by the average borrowings outstanding for the same fiscal year.
|
|
Fiscal Years Ended Last Day of February,
|
||||||||
(in thousands)
|
2020
|
2019
|
2018
|
||||||
Interest and commitment fees
|
$
|
10,970
|
|
$
|
11,366
|
|
$
|
13,084
|
|
Deferred finance costs
|
1,620
|
|
1,015
|
|
887
|
|
|||
Interest rate swap settlements, net
|
262
|
|
(515
|
)
|
54
|
|
|||
Cross-currency debt swap
|
(147
|
)
|
(147
|
)
|
(74
|
)
|
|||
Total interest expense
|
$
|
12,705
|
|
$
|
11,719
|
|
$
|
13,951
|
|
•
|
Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets;
|
•
|
Level 2: Observable inputs other than quoted prices that are directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable; and
|
•
|
Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.
|
|
Fair Values at
|
||
|
February 29, 2020
|
||
(in thousands)
|
(level 2) (1)
|
||
Assets:
|
|
|
|
Money market accounts
|
$
|
2,648
|
|
Interest rate swaps
|
—
|
|
|
Foreign currency contracts
|
2,083
|
|
|
Total assets
|
$
|
4,731
|
|
|
|
||
Liabilities:
|
|
|
|
Floating rate debt
|
$
|
339,305
|
|
Interest rate swaps
|
10,717
|
|
|
Foreign currency contracts
|
159
|
|
|
Total liabilities
|
$
|
350,181
|
|
|
Fair Values at
|
||
|
February 28, 2019
|
||
(in thousands)
|
(level 2) (1)
|
||
Assets:
|
|
|
|
Money market accounts
|
$
|
915
|
|
Interest rate swap
|
512
|
|
|
Foreign currency contracts
|
1,692
|
|
|
Total assets
|
$
|
3,119
|
|
|
|
||
Liabilities:
|
|
|
|
Floating rate debt
|
320,784
|
|
|
Interest rate swap
|
339
|
|
|
Foreign currency contracts
|
563
|
|
|
Total liabilities
|
$
|
321,686
|
|
(1)
|
Our financial assets and liabilities are classified as Level 2 assets because their valuation is dependent on observable inputs and other quoted prices for similar assets or liabilities, or model-derived valuations whose significant value drivers are observable.
|
|
Fiscal Years Ended
Last Day of February,
|
|||||
(in thousands)
|
2020
|
2019
|
||||
Beginning balances
|
$
|
893,846
|
|
$
|
905,235
|
|
Total income (expense):
|
|
|
|
|
||
Included in net income - realized
|
(62,287
|
)
|
(14,109
|
)
|
||
Acquired during the period
|
236,898
|
|
2,815
|
|
||
Retirement adjustments during the period
|
(31
|
)
|
(95
|
)
|
||
Reclassification to assets held for sale
|
(27,573
|
)
|
—
|
|
||
Ending balances
|
$
|
1,040,853
|
|
$
|
893,846
|
|
|
|
February 29, 2020
|
||||||||||||||||||||
(in thousands)
Derivatives designated as hedging instruments
|
|
Hedge
Type
|
|
Final
Settlement
Date
|
|
Notional Amount
|
|
Prepaid
Expenses
and Other
Current
Assets
|
|
Other
Assets
|
|
Accrued
Expenses
and Other
Current
Liabilities
|
|
Other
Liabilities
Non-current
|
||||||||
Zero-cost collar - Euro
|
|
Cash flow
|
|
2/2021
|
|
€8,000
|
|
$
|
74
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency contracts - sell Euro
|
|
Cash flow
|
|
5/2021
|
|
€25,875
|
|
837
|
|
|
—
|
|
|
—
|
|
|
15
|
|
||||
Foreign currency contracts - sell Canadian Dollars
|
|
Cash flow
|
|
2/2021
|
|
$14,000
|
|
202
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Zero-cost collar - Pounds
|
|
Cash flow
|
|
2/2021
|
|
£6,500
|
|
—
|
|
|
—
|
|
|
144
|
|
|
—
|
|
||||
Foreign currency contracts - sell Pounds
|
|
Cash flow
|
|
5/2021
|
|
£13,000
|
|
435
|
|
|
23
|
|
|
—
|
|
|
—
|
|
||||
Foreign currency contracts - sell Mexican Pesos
|
|
Cash flow
|
|
5/2020
|
|
$10,000
|
|
12
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Interest rate swaps
|
|
Cash flow
|
|
1/2024
|
|
$225,000
|
|
—
|
|
|
—
|
|
|
3,489
|
|
|
7,228
|
|
||||
Subtotal
|
|
|
|
|
|
|
|
1,560
|
|
|
23
|
|
|
3,633
|
|
|
7,243
|
|
||||
Derivatives not designated under hedge accounting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency contracts - cross-currency debt swaps - Euro
|
|
(1)
|
|
04/2020
|
|
€5,280
|
|
473
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Foreign currency contracts - cross-currency debt swaps - Pound
|
|
(1)
|
|
04/2020
|
|
£6,395
|
|
27
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Subtotal
|
|
|
|
|
|
|
|
500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total fair value
|
|
|
|
|
|
|
|
$
|
2,060
|
|
|
$
|
23
|
|
|
$
|
3,633
|
|
|
$
|
7,243
|
|
|
|
February 28, 2019
|
||||||||||||||||||||
(in thousands)
Derivatives designated as hedging instruments
|
|
Hedge
Type
|
|
Final
Settlement Date
|
|
Notional Amount
|
|
Prepaid
Expenses
and Other
Current
Assets
|
|
Other
Assets
|
|
Accrued
Expenses
and Other
Current
Liabilities
|
|
Other
Liabilities
Non-current
|
||||||||
Zero-cost collar - Euro
|
|
Cash flow
|
|
2/2020
|
|
€9,500
|
|
$
|
11
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency contracts - sell Euro
|
|
Cash flow
|
|
2/2020
|
|
€29,000
|
|
1,047
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Foreign currency contracts - sell Canadian Dollars
|
|
Cash flow
|
|
2/2020
|
|
$16,000
|
|
168
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Zero-cost collar - Pounds
|
|
Cash flow
|
|
5/2020
|
|
£4,500
|
|
—
|
|
|
—
|
|
|
200
|
|
|
—
|
|
||||
Foreign currency contracts - sell Pounds
|
|
Cash flow
|
|
5/2020
|
|
£19,500
|
|
248
|
|
|
—
|
|
|
—
|
|
|
13
|
|
||||
Foreign currency contracts - sell Mexican Pesos
|
|
Cash flow
|
|
9/2019
|
|
$30,000
|
|
—
|
|
|
—
|
|
|
58
|
|
|
—
|
|
||||
Interest rate swaps
|
|
Cash flow
|
|
1/2024
|
|
$225,000
|
|
512
|
|
|
—
|
|
|
—
|
|
|
339
|
|
||||
Subtotal
|
|
|
|
|
|
|
|
1,986
|
|
|
—
|
|
|
258
|
|
|
352
|
|
||||
Derivatives not designated under hedge accounting
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency contracts - cross-currency debt swap - Euro
|
|
(1)
|
|
04/2020
|
|
€5,280
|
|
—
|
|
|
218
|
|
|
—
|
|
|
—
|
|
||||
Foreign currency contracts - cross-currency debt swaps - Pound
|
|
(1)
|
|
04/2020
|
|
£6,395
|
|
—
|
|
|
—
|
|
|
—
|
|
|
292
|
|
||||
Subtotal
|
|
|
|
|
|
|
|
—
|
|
|
218
|
|
|
—
|
|
|
292
|
|
||||
Total fair value
|
|
|
|
|
|
|
|
$
|
1,986
|
|
|
$
|
218
|
|
|
$
|
258
|
|
|
$
|
644
|
|
(1)
|
These are foreign currency contracts for which we have not elected hedge accounting. We refer to them as “cross-currency debt swaps”. They, in effect, adjust the currency denomination of a portion of our outstanding debt to the Euro and British Pound, as applicable, for the notional amounts reported, creating an economic hedge against currency movements.
|
|
|
Years Ended Last Day of February,
|
||||||||||||||||||||||||||
|
|
Gain (Loss)
Recognized in OCI
(effective portion)
|
|
Gain (Loss) Reclassified from
Accumulated Other Comprehensive
Income (Loss) into Income
|
|
Gain (Loss) Recognized
As Income
|
||||||||||||||||||||||
(in thousands)
|
|
2020
|
|
2019
|
|
Location
|
|
2020
|
|
2019
|
|
Location
|
|
2020
|
|
2019
|
||||||||||||
Currency contracts - cash flow hedges
|
|
$
|
(2,756
|
)
|
|
$
|
(94
|
)
|
|
SG&A
|
|
$
|
(2,977
|
)
|
|
$
|
(2,488
|
)
|
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest rate swaps - cash flow hedges
|
|
(10,890
|
)
|
|
(2,308
|
)
|
|
Interest expense
|
|
—
|
|
|
—
|
|
|
Interest expense
|
|
(262
|
)
|
|
515
|
|
||||||
Cross-currency debt swaps - principal
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
SG&A
|
|
574
|
|
|
700
|
|
||||||
Cross-currency debt swaps - interest
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
Interest Expense
|
|
147
|
|
|
147
|
|
||||||
Total
|
|
$
|
(13,646
|
)
|
|
$
|
(2,402
|
)
|
|
|
|
$
|
(2,977
|
)
|
|
$
|
(2,488
|
)
|
|
|
|
$
|
459
|
|
|
$
|
1,362
|
|
|
Fiscal Years Ended Last Day of February
|
||||||||
|
2020
|
|
2019
|
||||||
(in thousands)
|
Carrying
Amount
|
Range of
Interest Rates
|
|
Carrying
Amount
|
Range of
Interest Rates
|
||||
Cash, interest and non-interest-bearing accounts
|
$
|
21,819
|
|
0.00 to 0.30%
|
|
$
|
10,956
|
|
0.00 to 0.30%
|
Money market funds
|
2,648
|
|
0.15% to 5.39%
|
|
915
|
|
0.00 to 1.25%
|
||
Total cash and cash equivalents
|
$
|
24,467
|
|
|
|
$
|
11,871
|
|
|
(in thousands)
|
|
Interest
Rate Swaps
|
|
Foreign
Currency
Contracts
|
|
Total
|
||||||
Balance at February 28, 2018
|
|
$
|
1,705
|
|
|
$
|
(1,074
|
)
|
|
$
|
631
|
|
Other comprehensive income (loss) before reclassification
|
|
(2,308
|
)
|
|
(94
|
)
|
|
(2,402
|
)
|
|||
Amounts reclassified out of accumulated other comprehensive income
|
|
—
|
|
|
2,488
|
|
|
2,488
|
|
|||
Tax effects
|
|
735
|
|
|
(261
|
)
|
|
474
|
|
|||
Other comprehensive income (loss)
|
|
(1,573
|
)
|
|
2,133
|
|
|
560
|
|
|||
Balance at February 28, 2019
|
|
$
|
132
|
|
|
$
|
1,059
|
|
|
$
|
1,191
|
|
Other comprehensive income (loss) before reclassification
|
|
(10,890
|
)
|
|
(2,756
|
)
|
|
(13,646
|
)
|
|||
Amounts reclassified out of accumulated other comprehensive income
|
|
—
|
|
|
2,977
|
|
|
2,977
|
|
|||
Tax effects
|
|
2,559
|
|
|
(86
|
)
|
|
2,473
|
|
|||
Other comprehensive income (loss)
|
|
(8,331
|
)
|
|
135
|
|
|
(8,196
|
)
|
|||
Balance at February 29, 2020
|
|
$
|
(8,199
|
)
|
|
$
|
1,194
|
|
|
$
|
(7,005
|
)
|
(in thousands)
|
|
|
|
|
||||||||
Fiscal 2020
|
Housewares
|
Health & Home
|
Beauty (1)
|
Total
|
||||||||
Sales revenue, net
|
$
|
640,965
|
|
$
|
685,397
|
|
$
|
381,070
|
|
$
|
1,707,432
|
|
Asset impairment charges
|
—
|
|
—
|
|
41,000
|
|
41,000
|
|
||||
Restructuring charges
|
1,351
|
|
93
|
|
1,869
|
|
3,313
|
|
||||
Operating income
|
123,135
|
|
68,166
|
|
(13,050
|
)
|
178,251
|
|
||||
Identifiable assets (2)
|
723,491
|
|
652,390
|
|
528,002
|
|
1,903,883
|
|
||||
Capital and intangible asset expenditures
|
10,602
|
|
5,853
|
|
1,304
|
|
17,759
|
|
||||
Depreciation and amortization
|
7,298
|
|
16,113
|
|
13,998
|
|
37,409
|
|
(in thousands)
|
|
|
|
|
||||||||
Fiscal 2019
|
Housewares
|
Health & Home
|
Beauty
|
Total
|
||||||||
Sales revenue, net
|
$
|
523,807
|
|
$
|
695,217
|
|
$
|
345,127
|
|
$
|
1,564,151
|
|
Asset impairment charges
|
—
|
|
—
|
|
—
|
|
—
|
|
||||
Restructuring charges
|
926
|
|
686
|
|
1,974
|
|
3,586
|
|
||||
Operating income
|
100,743
|
|
68,448
|
|
30,188
|
|
199,379
|
|
||||
Identifiable assets
|
698,519
|
|
686,335
|
|
264,481
|
|
1,649,335
|
|
||||
Capital and intangible asset expenditures
|
16,023
|
|
8,508
|
|
1,854
|
|
26,385
|
|
||||
Depreciation and amortization
|
6,048
|
|
17,058
|
|
6,821
|
|
29,927
|
|
(in thousands)
|
|
|
|
|
|||||||
Fiscal 2018
|
Housewares
|
Health & Home
|
Beauty
|
Total
|
|||||||
Sales revenue, net
|
$
|
459,004
|
|
$
|
674,062
|
|
$
|
345,779
|
|
1,478,845
|
|
Asset impairment charges
|
—
|
|
—
|
|
15,447
|
|
15,447
|
|
|||
Restructuring charges
|
220
|
|
—
|
|
1,637
|
|
1,857
|
|
|||
Operating income
|
89,319
|
|
62,099
|
|
17,644
|
|
169,062
|
|
|||
Identifiable assets
|
664,622
|
|
675,627
|
|
283,468
|
|
1,623,717
|
|
|||
Capital and intangible asset expenditures
|
8,537
|
|
3,716
|
|
1,352
|
|
13,605
|
|
|||
Depreciation and amortization
|
5,825
|
|
16,750
|
|
11,155
|
|
33,730
|
|
(1)
|
Includes approximately five weeks of operating results from the Drybar Products acquisition, which was completed on January 23, 2020.
|
(2)
|
Includes assets held for sale of $44,806 related to the Personal Care business in our Beauty segment (see Note 5)
|
|
Fiscal Years Ended
Last Day of February, |
||||||||||||||||
(in thousands)
|
2020
|
|
2019 (1)
|
|
2018 (1)
|
||||||||||||
Sales revenue, net by geographic region
|
|
|
|
|
|
|
|
|
|
|
|
||||||
United States
|
$
|
1,357,345
|
|
79.5
|
%
|
|
$
|
1,221,806
|
|
78.1
|
%
|
|
$
|
1,161,698
|
|
78.6
|
%
|
Canada
|
71,417
|
|
4.2
|
%
|
|
66,855
|
|
4.3
|
%
|
|
58,856
|
|
4.0
|
%
|
|||
EMEA
|
138,858
|
|
8.1
|
%
|
|
143,024
|
|
9.1
|
%
|
|
143,668
|
|
9.7
|
%
|
|||
Asia Pacific
|
99,378
|
|
5.8
|
%
|
|
90,073
|
|
5.8
|
%
|
|
75,376
|
|
5.1
|
%
|
|||
Latin America
|
40,434
|
|
2.4
|
%
|
|
42,393
|
|
2.7
|
%
|
|
39,247
|
|
2.7
|
%
|
|||
Total sales revenue, net
|
$
|
1,707,432
|
|
100
|
%
|
|
$
|
1,564,151
|
|
100
|
%
|
|
$
|
1,478,845
|
|
100
|
%
|
(1)
|
We adopted ASU 2014-09, Revenue of Contracts with Customers (Topic 606) in the first quarter of fiscal 2019 and have reclassified amounts in the prior year’s statements of income to conform to the current period’s presentation (see Note 3).
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands)
|
2020
|
|
2019
|
|
2018
|
||||||
United States
|
$
|
453,784
|
|
|
$
|
416,521
|
|
|
$
|
437,920
|
|
International:
|
|
|
|
|
|
|
|
|
|||
Barbados
|
606,261
|
|
|
499,589
|
|
|
496,258
|
|
|||
Other international
|
161,002
|
|
|
128,566
|
|
|
131,831
|
|
|||
Subtotal
|
767,263
|
|
|
628,155
|
|
|
628,089
|
|
|||
Total
|
$
|
1,221,047
|
|
|
$
|
1,044,676
|
|
|
$
|
1,066,009
|
|
Fiscal Year 2020:
|
May
|
August
|
November
|
February
|
Total
|
||||||||||
Sales revenue, net
|
$
|
376,335
|
|
$
|
413,995
|
|
$
|
474,737
|
|
$
|
442,365
|
|
$
|
1,707,432
|
|
Gross profit
|
153,727
|
|
178,151
|
|
209,973
|
|
192,615
|
|
734,466
|
|
|||||
Asset impairment charges
|
—
|
|
—
|
|
—
|
|
41,000
|
|
41,000
|
|
|||||
Restructuring charges
|
619
|
|
430
|
|
12
|
|
2,252
|
|
3,313
|
|
|||||
Income (loss) from continuing operations
|
40,694
|
|
46,095
|
|
68,699
|
|
(3,155
|
)
|
152,333
|
|
|||||
Loss from discontinued operations
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
|
|
|
|
|
|
||||||||||
Earnings (loss) per share (1)
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
1.63
|
|
$
|
1.84
|
|
$
|
2.73
|
|
$
|
(0.13
|
)
|
$
|
6.06
|
|
Discontinued operations
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Total earnings (loss) per share
|
$
|
1.63
|
|
$
|
1.84
|
|
$
|
2.73
|
|
$
|
(0.13
|
)
|
$
|
6.06
|
|
|
|
|
|
|
|
||||||||||
Diluted
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
1.61
|
|
$
|
1.83
|
|
$
|
2.71
|
|
$
|
(0.13
|
)
|
$
|
6.02
|
|
Discontinued operations
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Total earnings (loss) per share
|
$
|
1.61
|
|
$
|
1.83
|
|
$
|
2.71
|
|
$
|
(0.13
|
)
|
$
|
6.02
|
|
|
|
|
|
|
|
||||||||||
Fiscal Year 2019:
|
May
|
August
|
November
|
February
|
Total
|
||||||||||
Sales revenue, net
|
$
|
354,679
|
|
$
|
393,548
|
|
$
|
431,081
|
|
$
|
384,843
|
|
$
|
1,564,151
|
|
Gross profit
|
146,558
|
|
155,173
|
|
181,845
|
|
157,530
|
|
641,106
|
|
|||||
Asset impairment charges
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||
Restructuring charges
|
1,725
|
|
859
|
|
25
|
|
977
|
|
3,586
|
|
|||||
Income from continuing operations
|
38,173
|
|
44,017
|
|
54,320
|
|
37,714
|
|
174,224
|
|
|||||
Loss from discontinued operations
|
(381
|
)
|
—
|
|
(4,850
|
)
|
(448
|
)
|
(5,679
|
)
|
|||||
|
|
|
|
|
|
||||||||||
Earnings (loss) per share (1)
|
|
|
|
|
|
|
|
|
|
|
|||||
Basic
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
1.44
|
|
$
|
1.67
|
|
$
|
2.08
|
|
$
|
1.49
|
|
$
|
6.68
|
|
Discontinued operations
|
(0.01
|
)
|
—
|
|
(0.19
|
)
|
(0.02
|
)
|
(0.22
|
)
|
|||||
Total earnings per share
|
$
|
1.42
|
|
$
|
1.67
|
|
$
|
1.90
|
|
$
|
1.47
|
|
$
|
6.46
|
|
|
|
|
|
|
|
||||||||||
Diluted
|
|
|
|
|
|
||||||||||
Continuing operations
|
$
|
1.43
|
|
$
|
1.66
|
|
$
|
2.06
|
|
$
|
1.47
|
|
$
|
6.62
|
|
Discontinued operations
|
(0.01
|
)
|
—
|
|
(0.18
|
)
|
(0.02
|
)
|
(0.22
|
)
|
|||||
Total earnings per share
|
$
|
1.42
|
|
$
|
1.66
|
|
$
|
1.88
|
|
$
|
1.45
|
|
$
|
6.41
|
|
(1)
|
Earnings per share calculations for each quarter are based on the weighted average number of shares outstanding for each period, and the sum of the quarterly amounts may not necessarily equal the annual earnings per share amounts.
|
|
Fiscal Years Ended Last Day of February,
|
||||||||||
(in thousands)
|
2020
|
|
2019
|
|
2018
|
||||||
U.S.
|
$
|
40,146
|
|
|
$
|
32,135
|
|
|
$
|
23,824
|
|
Non-U.S.
|
125,794
|
|
|
155,865
|
|
|
131,614
|
|
|||
Total
|
$
|
165,940
|
|
|
$
|
188,000
|
|
|
$
|
155,438
|
|
|
Fiscal Years Ended Last Day of February,
|
|||||||
|
2020
|
|
2019
|
|
2018
|
|||
Effective income tax rate at the U.S. statutory rate
|
21.0
|
%
|
|
21.0
|
%
|
|
32.7
|
%
|
Impact of U.S. state income taxes
|
1.6
|
%
|
|
1.2
|
%
|
|
0.5
|
%
|
Effect of statutory tax rate in Macau
|
(13.6
|
)%
|
|
(10.3
|
)%
|
|
(19.5
|
)%
|
Effect of statutory tax rate in Barbados
|
(5.5
|
)%
|
|
(5.9
|
)%
|
|
(5.2
|
)%
|
Effect of statutory tax rate in Europe
|
(0.4
|
)%
|
|
(1.9
|
)%
|
|
(5.3
|
)%
|
Effect of income from other non-U.S. operations subject to varying rates
|
2.3
|
%
|
|
1.8
|
%
|
|
2.1
|
%
|
Effect of foreign exchange fluctuations
|
0.7
|
%
|
|
0.2
|
%
|
|
0.3
|
%
|
Effect of asset impairment charges
|
2.4
|
%
|
|
—
|
%
|
|
2.2
|
%
|
Effect of U.S. tax reform
|
—
|
%
|
|
(0.1
|
)%
|
|
11.5
|
%
|
Effect of uncertain tax positions
|
(1.7
|
)%
|
|
(0.6
|
)%
|
|
(1.3
|
)%
|
Effect of nondeductible executive compensation
|
1.4
|
%
|
|
0.9
|
%
|
|
0.6
|
%
|
Effect of base erosion and anti-abuse tax
|
—
|
%
|
|
1.0
|
%
|
|
—
|
%
|
Other items
|
—
|
%
|
|
—
|
%
|
|
(1.5
|
)%
|
Effective income tax rate
|
8.2
|
%
|
|
7.3
|
%
|
|
17.1
|
%
|
|
Fiscal Years Ended
Last Day of February,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Deferred tax assets, gross:
|
|
|
|
||||
Operating loss carryforwards
|
$
|
13,908
|
|
|
$
|
18,300
|
|
Accounts receivable
|
5,467
|
|
|
4,680
|
|
||
Inventories
|
8,751
|
|
|
7,806
|
|
||
Operating lease liabilities
|
10,451
|
|
|
—
|
|
||
Accrued expenses and other
|
7,692
|
|
|
8,293
|
|
||
Total gross deferred tax assets
|
46,269
|
|
|
39,079
|
|
||
Valuation allowance
|
(14,073
|
)
|
|
(17,086
|
)
|
||
Deferred tax liabilities:
|
|
|
|
|
|
||
Operating lease assets
|
(7,573
|
)
|
|
—
|
|
||
Depreciation and amortization
|
(14,212
|
)
|
|
(19,750
|
)
|
||
Total deferred tax assets, net
|
$
|
10,411
|
|
|
$
|
2,243
|
|
|
|
February 29, 2020
|
|||||
(in thousands)
|
Tax Year
Expiration
Date Range
|
Deferred
Tax
Assets
|
Operating
Loss
Carryforward
|
||||
U.S. state operating loss carryforward
|
2028-2038
|
245
|
|
4,149
|
|
||
Non-U.S. operating loss carryforwards with definite carryover periods
|
2021-2037
|
1,823
|
|
6,917
|
|
||
Non-U.S. operating loss carryforwards with indefinite carryover periods
|
Indefinite
|
11,840
|
|
43,369
|
|
||
Subtotals
|
|
13,908
|
|
$
|
54,435
|
|
|
Less portion of valuation allowance established for operating loss carryforwards
|
|
(13,406
|
)
|
|
|||
Total
|
|
$
|
502
|
|
|
|
|
Fiscal Years Ended
Last Day of February,
|
||||||
(in thousands)
|
2020
|
|
2019
|
||||
Total unrecognized tax benefits, beginning balance
|
$
|
3,205
|
|
|
$
|
4,428
|
|
Resolution of tax dispute
|
—
|
|
|
—
|
|
||
Changes in tax positions taken during a prior period
|
(2,819
|
)
|
|
15
|
|
||
Lapse in statute of limitations
|
—
|
|
|
(1,057
|
)
|
||
Impact of foreign currency re-measurement
|
—
|
|
|
(161
|
)
|
||
Settlements
|
(273
|
)
|
|
(20
|
)
|
||
Total unrecognized tax benefits, ending balance
|
113
|
|
|
3,205
|
|
||
Less current unrecognized tax benefits
|
—
|
|
|
(316
|
)
|
||
Noncurrent unrecognized tax benefits
|
$
|
113
|
|
|
$
|
2,889
|
|
Jurisdiction
|
Tax Years Under Examination
|
Open Tax Years
|
||
United Kingdom
|
- None -
|
2019
|
—
|
2020
|
United States
|
2017 - 2018
|
2017
|
—
|
2020
|
Switzerland
|
- None -
|
2016
|
—
|
2020
|
Hong Kong
|
- None -
|
2014
|
—
|
2020
|
|
|
Fiscal Years Ended Last Day of February,
|
|||||||
(in thousands)
|
|
2020
|
|
2019
|
|
2018
|
|||
Weighted average shares outstanding, basic
|
|
25,118
|
|
|
26,073
|
|
|
27,077
|
|
Incremental shares from share-based compensation arrangements
|
|
204
|
|
|
230
|
|
|
177
|
|
Weighted average shares outstanding, diluted
|
|
25,322
|
|
|
26,303
|
|
|
27,254
|
|
Antidilutive securities
|
|
197
|
|
|
262
|
|
|
319
|
|
(in thousands)
|
Beginning
Balance
|
Additions (1)
|
Deductions (2)
|
Ending
Balance
|
||||||||
Year Ended February 28, 2018
|
|
|
|
|
|
|
|
|
||||
Allowances for doubtful accounts
|
$
|
3,266
|
|
$
|
1,066
|
|
$
|
1,420
|
|
$
|
2,912
|
|
Year Ended February 28, 2019
|
|
|
|
|
|
|
|
|
||||
Allowances for doubtful accounts
|
$
|
2,912
|
|
$
|
1,097
|
|
$
|
1,977
|
|
$
|
2,032
|
|
Year Ended February 29, 2020
|
|
|
|
|
|
|
|
|
||||
Allowances for doubtful accounts
|
$
|
2,032
|
|
$
|
529
|
|
$
|
1,100
|
|
$
|
1,461
|
|
(1)
|
Represents periodic charges to the provision for doubtful accounts.
|
(2)
|
Represents write-offs of doubtful accounts, net of recoveries of previously reserved amounts.
|
•
|
Information about our Directors who are standing for re-election is set forth under “Election of Directors”;
|
•
|
Information about our executive officers is set forth under “Executive Officers”;
|
•
|
Information about our Audit Committee, including members of the committee, and our designated “audit committee financial experts” is set forth under “Corporate Governance” and “Board Committees and Meetings”;
|
•
|
Information about Section 16(a) beneficial ownership reporting compliance is set forth under “Section 16(a) Beneficial Ownership Reporting Compliance”; and
|
•
|
Information about any material changes to procedures for recommending nominees to the board of directors is set forth under “Board Committees and Meetings.”
|
(a)
|
|
1. Financial Statements: See “Index to Consolidated Financial Statements” under Item 8 in this Report on Form 10-K.
|
|
|
2. Financial Statement Schedule: See “Schedule II” in this Report on Form 10‑K.
|
|
|
3. Exhibits
|
2.1
|
|
3.1
|
Memorandum of Association (incorporated by reference to Exhibit 3.1 to the Company's Registration Statement on Form S-4, File No. 33-73594, filed with the Securities and Exchange Commission on December 30, 1993 (the “1993 S-4”)).
|
3.2
|
|
10.1†
|
|
10.2†
|
|
10.3†
|
|
10.4†
|
|
10.5
|
|
10.6
|
|
10.7
|
10.8
|
|
10.9
|
|
10.10
|
|
10.11
|
|
10.12
|
|
10.13
|
|
10.14
|
|
10.15
|
|
10.16
|
|
10.17
|
|
10.18
|
|
|
|
|
|
|
HELEN OF TROY LIMITED
|
|
|
|
By: /s/ Julien R. Mininberg
|
|
Julien R. Mininberg
Chief Executive Officer and Director
April 29, 2020
|
|
|
/s/ Julien R. Mininberg
|
/s/ Brian L. Grass
|
Julien R. Mininberg
Chief Executive Officer, Director and Principal Executive Officer
April 29, 2020
|
Brian L. Grass
Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer
April 29, 2020
|
|
|
/s/ Gary B. Abromovitz
|
/s/ Timothy F. Meeker
|
Gary B. Abromovitz
Director, Deputy Chairman of the Board
April 29, 2020
|
Timothy F. Meeker
Director, Chairman of the Board
April 29, 2020
|
|
|
/s/ Beryl B. Raff
|
/s/ Krista Berry
|
Beryl B. Raff
Director
April 29, 2020
|
Krista Berry
Director
April 29, 2020
|
|
|
/s/ Darren G. Woody
|
/s/ Thurman K. Case
|
Darren G. Woody
Director
April 29, 2020
|
Thurman K. Case
Director
April 29, 2020
|
|
|
/s/ William F. Susetka
|
/s/ Vincent D. Carson
|
William F. Susetka
Director
April 29, 2020
|
Vincent D. Carson
Director
April 29, 2020
|
•
|
the chairman of the meeting;
|
•
|
at least three shareholders present in person or represented by proxy;
|
•
|
any shareholder or shareholders present in person or represented by proxy and holding between them not less than one-tenth (10%) of the total voting rights of all the shareholders having the right to vote at such meeting; or
|
•
|
any shareholder or shareholders present in person or represented by proxy holding shares in the Company conferring the right to vote at such meeting, being shares on which an aggregate sum has been paid up equal to not less than one-tenth of the total amount paid up on all such shares conferring such right.
|
•
|
the company is, or would be, after the payment is made, unable to pay its liabilities as they become due; or
|
•
|
the realizable value of the company’s assets would be less than its liabilities.
|
•
|
restricting dividends on Common Stock;
|
•
|
diluting the voting power of Common Stock;
|
•
|
impairing the liquidation rights of Common Stock; or
|
•
|
delaying or preventing a change in control of the Company without further action by the shareholders.
|
•
|
our Memorandum;
|
•
|
any amendment to our Memorandum; and
|
•
|
the register of directors of the Company.
|
•
|
only upon the affirmative vote or the written consent of the holders of shares holding at the date of the resolution or consent as the case may be not less than sixty six and two thirds percent of the paid up share capital of the Company will the Board have the power to sell, lease or exchange all the property and assets of the Company;
|
•
|
our Board, subject to the Bye-Laws or to a resolution of the shareholders to the contrary, is permitted to issue preference shares, in one or more series, and determine by resolution any designations, preferences, qualifications, privileges, limitations, restrictions, or special or relative rights thereon. The rights of the preference shares may supersede the rights of Common Stock;
|
•
|
our Board is authorized to expand its size and fill vacancies; and
|
•
|
shareholders cannot act by written consent unless the consent is unanimous.
|
Name
|
|
Incorporation
|
|
Doing Business as
|
Helen of Troy Limited
|
|
Barbados
|
|
Same Name
|
Helen of Troy Commercial Offshore de Macau Limitada
|
|
Macau
|
|
Same Name
|
Helen of Troy L.P.
|
|
Texas Limited Partnership
|
|
Same Name, Helen of Troy and Belson Products
|
Idelle Labs, Ltd.
|
|
Texas Limited Partnership
|
|
Same Name
|
OXO International Ltd.
|
|
Texas Limited Partnership
|
|
Same Name
|
HOT (UK) Limited
|
|
United Kingdom
|
|
Same Name, HOT UK and OXO Goodgrips
|
Steel Technology, LLC
|
|
Oregon
|
|
Same Name and Hydro Flask
|
Kaz, Inc.
|
|
New York
|
|
Same Name
|
Kaz USA, Inc.
|
|
Massachusetts
|
|
Same Name
|
Pur Water Purification Products, Inc.
|
|
Nevada
|
|
Same Name
|
Kaz Europe Sarl
|
|
Switzerland
|
|
Same Name
|
Helen of Troy Texas Corporation
|
|
Texas
|
|
Same Name
|
Drybar Products LLC
|
|
Delaware
|
|
Same Name
|
1.
|
I have reviewed this annual report on Form 10-K of Helen of Troy Limited;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects, the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
1.
|
I have reviewed this annual report on Form 10-K of Helen of Troy Limited;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects, the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|