0001628280-24-027897 | 10-Q | XBRL Viewer

COMMITMENTS AND CONTINGENCIES	3 Months Ended
COMMITMENTS AND CONTINGENCIES	May 04, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES The Company is a defendant in Rael v. The Children’s Place, Inc., a purported class action, pending in the U.S. District Court, Southern District of California. In the initial complaint filed in February 2016, the plaintiff alleged that the Company falsely advertised discount prices in violation of California’s Unfair Competition Law, False Advertising Law, and Consumer Legal Remedies Act. The plaintiff filed an amended complaint in April 2016, adding allegations of violations of other state consumer protection laws. In August 2016, the plaintiff filed a second amended complaint, adding an additional plaintiff and removing the other state law claims. The plaintiffs’ second amended complaint sought to represent a class of California purchasers and sought, among other items, injunctive relief, damages, and attorneys’ fees and costs. The Company engaged in mediation proceedings with the plaintiffs in December 2016 and April 2017. The parties reached an agreement in principle in April 2017, and signed a definitive settlement agreement in November 2017, to settle the matter on a class basis with all individuals in the U.S. who made a qualifying purchase at The Children’s Place from February 11, 2012 through January 28, 2020, the date of preliminary approval by the court of the settlement. The Company submitted its memorandum in support of final approval of the class settlement on March 2, 2021. On March 29, 2021, the court granted final approval of the class settlement and denied plaintiff’s motion for attorney’s fees, with the amount of attorney’s fees to be decided after the class recovery amount has been determined. The settlement provides merchandise vouchers for qualified class members who submit valid claims, as well as payment of legal fees and expenses and claims administration expenses. Vouchers were distributed to class members on November 15, 2021 and they were eligible for redemption in multiple rounds through November 2023. On February 23, 2024, a hearing on motion for preliminary injunction and permanent injunction and to enforce judgement and settlement agreement was held. Pending receipt of the court’s ruling, upon the court’s order, the plaintiff filed a renewed motion for attorneys’ fees, costs and incentive awards on March 4, 2024, to which the Company filed a statement of non-opposition on April 1, 2024. Because the plaintiff was seeking less than the maximum amount agreed to in the settlement, the Company requested that such difference in amount be distributed as vouchers to authorized class members, pursuant to the settlement agreement. The hearing for the motion for attorneys’ fees, costs, and incentive awards resulted in the court granting the plaintiff’s counsel approximately $0.3 million in fees, costs and incentive awards. The balance of funds initially reserved for the plaintiff counsel’s fees and costs will now be issued as a single, final round of merchandise vouchers for qualified class members. In connection with the settlement, the Company recorded a reserve for $5.0 million in its consolidated financial statements in the first quarter of 2017. Following the court’s recent decision(s), the Company released $2.3 million from its previously established reserve. Similar to the Rael case above, the Company is also a defendant in Gabriela Gonzalez v. The Children’s Place, Inc., a purported class action, pending in the U.S. District Court, Central District of California. The plaintiff alleged that the Company had falsely advertised discounts that do not exist, in violation of California’s Unfair Competition Laws, False Advertising Law and the California Consumer Legal Remedies Act. The Company filed a motion to compel arbitration, which the plaintiff did not oppose, and the court granted the motion on August 17, 2022—staying the case pending the outcome of the arbitration. The demand for arbitration was filed on October 4, 2022, in connection with the individual claim of the plaintiff. A mass arbitration firm associated with plaintiff’s counsel then conducted an advertising campaign for claimants to conduct a mass arbitration. In part, to avoid the mass arbitration, the parties stipulated to return the original plaintiff’s claim to court to proceed as a class action. Accordingly, the arbitration would not be proceeding and the Company’s response to the original plaintiff’s complaint in court was filed on July 20, 2023. On August 16, 2023, however, the Company began to receive notices regarding an initial tranche of approximately 1,300 individual demands that were filed with Judicial Arbitration and Mediation Services, Inc. as part of a related mass arbitration claim. The parties participated in mediation proceedings on November 15, 2023 and February 9, 2024. The parties agreed to further discuss settlement options in May 2024, which occurred without resolution. In late May, due to the judge’s retirement, the Gonzalez action was transferred and reassigned to a different judge. Deadlines will therefore be reset, including the Company’s motion to dismiss. As of February 2024, the Company is also a defendant in Randeep Singh Khalsa v. The Children’s Place, Inc. et al., a purported class action, pending in the United States District Court of New Jersey. The complaint purports to assert claims under the federal securities laws, alleging that between March 16, 2023, and February 8, 2024, the Company made materially false and/or misleading statements, and failed to disclose material adverse facts to its investors, which the complaint alleges led to a drop in the price of the Company’s common stock. The Company intends to defend this case vigorously and it is currently too early to assess the possible outcome of this case. The Company is also involved in various legal proceedings arising in the normal course of business. In the opinion of management, any ultimate liability arising out of these proceedings is not expected to have a material adverse effect on the Company’s financial position, results of operations, or cash flows.

RESTRUCTURING - Narrative (Details) $ in Thousands	3 Months Ended
RESTRUCTURING - Narrative (Details) $ in Thousands	May 04, 2024 USD ($) segment	Apr. 29, 2023 USD ($)
Restructuring and Related Activities [Abstract]
Number of renewal options \| segment	2
Option to extend lease	5 years
Positions eliminated percentage	20.00%
Restructuring charges \| $	$ 2,308	$ 0

LOSS PER COMMON SHARE (Tables)

3 Months Ended

May 04, 2024

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Earnings Per Common Share

The following table reconciles net loss and share amounts utilized to calculate basic and diluted loss per common share:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023


	(in thousands)
Net loss	$	(37,795)	$	(28,834)

Basic weighted average common shares outstanding	12,643		12,374
Dilutive effect of stock awards	—		—
Diluted weighted average common shares outstanding	12,643		12,374

Anti-dilutive shares excluded from diluted loss per common share calculation	78		228

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	May 04, 2024	Apr. 29, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (37,795,000)	$ (28,834,000)
Reconciliation of net loss to net cash (used in) provided by operating activities:
Non-cash portion of operating lease expense	19,212,000	18,441,000
Depreciation and amortization	11,635,000	11,848,000
Non-cash stock-based compensation expense	12,610,000	3,083,000
Asset impairment charges	0	1,750,000
Deferred income tax provision	0	112,000
Other non-cash charges, net	361,000	149,000
Changes in operating assets and liabilities:
Inventories	(63,452,000)	(57,085,000)
Accounts receivable and other assets	5,565,000	25,239,000
Prepaid expenses and other current assets	(2,250,000)	641,000
Income taxes payable, net of prepayments	5,783,000	(9,697,000)
Accounts payable and other current liabilities	(45,987,000)	61,598,000
Lease liabilities	(16,117,000)	(20,874,000)
Other long-term liabilities	(321,000)	(1,237,000)
Net cash (used in) provided by operating activities	(110,756,000)	5,134,000
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures	(4,694,000)	(10,982,000)
Change in deferred compensation plan	0	(55,000)
Net cash used in investing activities	(4,694,000)	(11,037,000)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving credit facility	248,035,000	135,583,000
Repayments under revolving credit facility	(248,649,000)	(121,738,000)
Purchase and retirement of common stock, including shares surrendered for tax withholdings and transaction costs	(320,000)	(6,088,000)
Proceeds from issuance of term loans	168,600,000	0
Repayment of term loan	(50,000,000)	0
Payment of debt issuance costs	(2,777,000)	0
Net cash provided by financing activities	114,889,000	7,757,000
Effect of exchange rate changes on cash and cash equivalents	(118,000)	(301,000)
Net (decrease) increase in cash and cash equivalents	(679,000)	1,553,000
Cash and cash equivalents, beginning of period	13,639,000	16,689,000
Cash and cash equivalents, end of period	12,960,000	18,242,000
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Net cash (received) paid for income taxes	(3,715,000)	2,293,000
Cash paid for interest	7,591,000	5,784,000
SUPPLEMENTAL DISCLOSURE OF NON-CASH ACTIVITIES:
Purchases of property and equipment not yet paid	$ 5,849,000	$ 7,151,000

SEGMENT INFORMATION - Segment Reporting (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Segment Reporting Information [Line Items]
Net sales	$ 267,878	$ 321,640
Operating loss:	$ (27,988)	$ (30,067)
Operating loss as a percentage of net sales:	(10.40%)	(9.30%)
Depreciation and amortization	$ 11,635	$ 11,848
Capital expenditures:	4,694	10,982
Operating Segments \| The Children’s Place U.S. \| U.S.
Segment Reporting Information [Line Items]
Net sales	246,188	293,486
Operating loss:	$ (23,979)	$ (28,027)
Operating loss as a percentage of net sales:	(9.70%)	(9.50%)
Depreciation and amortization	$ 9,654	$ 10,905
Capital expenditures:	4,678	10,972
Operating Segments \| The Children’s Place International \| International
Segment Reporting Information [Line Items]
Net sales	21,690	28,154
Operating loss:	$ (4,009)	$ (2,040)
Operating loss as a percentage of net sales:	(18.50%)	(7.20%)
Depreciation and amortization	$ 1,981	$ 943
Capital expenditures:	$ 16	$ 10

DEBT

3 Months Ended

May 04, 2024

Debt Disclosure [Abstract]

DEBT

ABL Credit Facility and 2021 Term Loan

The Company and certain of its subsidiaries maintain the $433.0 million ABL Credit Facility and, before it was fully repaid, maintained a $50.0 million term loan (the “2021 Term Loan”) under its Credit Agreement with Wells Fargo Bank, National Association (“Wells Fargo”), Truist Bank, Bank of America, N.A., HSBC Business Credit (USA) Inc., JPMorgan Chase Bank, N.A., and PNC Bank, National Association, as the lenders party thereto (collectively, the “Credit Agreement Lenders”) and Wells Fargo, as Administrative Agent, Collateral Agent, Swing Line Lender and, before the 2021 Term Loan was fully repaid, Term Agent. The ABL Credit Facility will mature and, before it was fully repaid, the 2021 Term Loan would have matured, in November 2026.

As of the effective date of the seventh amendment to the Credit Agreement (the “Seventh Amendment”), the ABL Credit Facility includes a $25.0 million Canadian sublimit and a $25.0 million sublimit for standby and documentary letters of credit.

Under the ABL Credit Facility, borrowings outstanding bear interest, at the Company’s option, at:

(i)the prime rate per annum, plus a margin of 2.000%; or

(ii)the Secured Overnight Financing Rate (“SOFR”) per annum, plus 0.100%, plus a margin of 3.000%.

Prior to the effective date of the Seventh Amendment, the Company was charged a fee of 0.200% on the unused portion of the commitments. As of the effective date of the Seventh Amendment, based on the size of the unused portion of the commitments, the Company is charged a fee ranging from 0.250% to 0.375%. Letter of credit fees are at 1.125% for commercial letters of credit and 1.750% for standby letters of credit. The amount available for loans and letters of credit under the ABL Credit Facility is determined by a borrowing base consisting of certain credit card receivables, certain trade receivables, certain inventory, and the fair market value of certain real estate, subject to certain reserves and an availability block.

From and after February 4, 2025 and on the first day of each fiscal quarter thereafter, based on the amount of the Company’s average daily excess availability under the facility, borrowings outstanding under the ABL Credit Facility will bear interest, at the Company’s option, at:

(i)the prime rate per annum, plus a margin of 1.750% or 2.000%; or

(ii)the SOFR per annum, plus 0.100%, plus a margin of 2.750% or 3.000%.

Letter of credit fees will range from 1.000% to 1.125% for commercial letters of credit and will range from 1.500% to 1.750% for standby letters of credit. Letter of credit fees will be determined based on the amount of the Company’s average daily excess availability under the facility.

For the First Quarter 2024 and First Quarter 2023, the Company recognized $5.7 million and $4.7 million, respectively, in interest expense related to the ABL Credit Facility.

Prior to the effective date of the Seventh Amendment, when the 2021 Term Loan was fully repaid, credit extended under the ABL Credit Facility was secured by a first priority security interest in substantially all of the Company’s U.S. and Canadian assets other than intellectual property, certain furniture, fixtures, equipment, and pledges of subsidiary capital stock, and a second priority security interest in the Company’s intellectual property, certain furniture, fixtures, equipment, and pledges of subsidiary capital stock. As of the effective date of the Seventh Amendment, the ABL Credit Facility is secured on a first priority basis by all of the foregoing collateral.

The outstanding obligations under the ABL Credit Facility may be accelerated upon the occurrence of certain customary events, including, among others, non-payment, breach of covenants, the institution of insolvency proceedings, defaults under other material indebtedness, and a change of control, subject, in the case of certain defaults, to the expiration of applicable grace periods. The Company is not subject to any early termination fees.

The ABL Credit Facility contains covenants, which include conditions on stock buybacks and the payment of cash dividends or similar payments. These covenants also limit the ability of the Company and its subsidiaries to incur certain liens, to incur certain indebtedness, to make certain investments, acquisitions, or dispositions or to change the nature of its business. Pursuant to the Seventh Amendment, the requisite payment condition thresholds for some of these covenants have been heightened, resulting in certain actions such as the repurchase of shares and payment of cash dividends becoming more difficult to perform. Additionally, if the Company is unable to maintain a certain amount of excess availability for borrowings (the “excess availability threshold”), the Company may be subject to cash dominion.

The ABL Credit Facility contains customary events of default, which include (subject in certain cases to customary grace and cure periods) nonpayment of principal or interest, breach of covenants, failure to pay certain other indebtedness, and certain events of bankruptcy, insolvency or reorganization, such as a change of control.

In October 2023, the Company became aware of inadvertent calculation errors contained in the June, July and August 2023 borrowing base certificates provided to the Credit Agreement Lenders, all of which have since been remedied. As the Credit Agreement Lenders determined that the calculation errors resulted in certain technical defaults under the Credit Agreement (including the Company not being in compliance with certain debt covenants), the Company and the Credit Agreement Lenders entered into a Waiver and Amendment Agreement (the “Waiver Agreement”) on October 24, 2023, pursuant to which the Credit Agreement Lenders waived all of the defaults and the Company agreed to certain temporary enhanced reporting requirements and temporary restrictions on certain payments. These enhanced reporting requirements and restrictions will cease once the Company achieves certain excess availability thresholds. At no time prior to or following entering into the Waiver Agreement was the Company prevented from borrowing under the Credit Agreement in the ordinary course in accordance with its terms.

During the First Quarter 2024, Mithaq became the controlling shareholder of the Company and this change of control triggered an event of default under the Credit Agreement, thus subjecting the Company to cash dominion by the Credit Agreement Lenders. Subsequently, the Credit Agreement Lenders agreed to forbear from enforcing certain other rights and remedies during a limited forbearance period. On April 16, 2024, the Company and certain of its subsidiaries entered into the Seventh Amendment with the Credit Agreement Lenders that, among other things, provided a permanent waiver of the change of control event of default. As of the effective date of the Seventh Amendment, the ABL Credit Facility was reduced from $445.0 million to $433.0 million, and until the Company achieves certain excess availability thresholds, the Seventh Amendment preserves the temporary enhanced reporting requirements under the Waiver Agreement and continues to impose cash dominion.

The table below presents the components of the Company’s ABL Credit Facility:


	May 4, 2024		February 3, 2024		April 29, 2023
	(in millions)
Total borrowing base availability (1)	$	286.0	$	258.4	$	408.9
Credit facility availability (2)	433.0		400.5		315.0
Maximum borrowing availability (3)	286.0		258.4		315.0

Outstanding borrowings	226.1		226.7		300.8

Letters of credit outstanding—standby	12.2		7.4		7.4
Utilization of credit facility at end of period	238.3		234.1		308.2

Availability (4)	$	47.7	$	24.3	$	6.8

Interest rate at end of period	9.9%		8.1%		6.5%


	Year-To-Date 2024		Fiscal 2023		Year-To-Date 2023
	(in millions)
Average end of day loan balance during the period	$	228.2	$	315.5	$	297.1
Highest end of day loan balance during the period	$	251.6	$	379.4	$	305.9

Average interest rate	9.6%		7.5%		5.9%

____________________________________________

(1)In the First Quarter 2024, given that the Company was under cash dominion, the total borrowing base availability was only net of the availability block under the Credit Agreement as of the effective date of the Seventh Amendment, and the excess availability threshold was not applicable. For the second quarter of Fiscal 2024, if applicable, the total borrowing base availability will need to be net of the excess availability threshold for 60 consecutive days after June 30, 2024 in order to exit cash dominion. In Fiscal 2023, the total borrowing base availability was net of the excess availability threshold under the Credit Agreement prior to the effective date of the Seventh Amendment.

(2)In the First Quarter 2024, given that the Company was under cash dominion, the excess availability threshold under the Credit Agreement as of the effective date of the Seventh Amendment was not applicable to the determination of the credit facility availability. For the second quarter of Fiscal 2024, if applicable, the credit facility availability will need to be net of the excess availability threshold for 60 consecutive days after June 30, 2024 in order to exit cash dominion. In Fiscal 2023, the credit facility availability was net of the excess availability threshold under the Credit Agreement prior to the effective date of the Seventh Amendment.

(3)The lower of the credit facility availability and the total borrowing base availability.

(4)The sub-limit availability for letters of credit was $12.8 million at May 4, 2024, and $42.6 million at February 3, 2024 and April 29, 2023.

The 2021 Term Loan bore interest, payable monthly, at (a) the SOFR per annum plus 2.750% for any portion that was a SOFR loan, or (b) the base rate per annum plus 2.000% for any portion that was a base rate loan. The 2021 Term Loan was pre-payable at any time without penalty, and did not require amortization. For the First Quarter 2024 and First Quarter 2023, the Company recognized $1.1 million and $0.9 million, respectively, in interest expense related to the 2021 Term Loan.

As of the effective date of the Seventh Amendment, the 2021 Term Loan was fully repaid.

As of May 4, 2024, unamortized deferred financing costs amounted to $2.9 million related to the Company’s ABL Credit Facility.

Mithaq Term Loans

The Company and certain of its subsidiaries maintain an interest-free, unsecured and subordinated promissory note with Mithaq for a $78.6 million term loan (the “Initial Mithaq Term Loan”), consisting of (a) a first tranche in an aggregate principal amount of $30.0 million (the “First Tranche”) and (b) a second tranche in an aggregate principal amount of $48.6 million (the “Second Tranche”). The Company received the First Tranche on February 29, 2024 and the Second Tranche on March 8, 2024.

The Initial Mithaq Term Loan matures on February 15, 2027. The Initial Mithaq Term Loan is guaranteed by each of the Company’s subsidiaries that guarantee the Company’s ABL Credit Facility.

The Company and certain of its subsidiaries also maintain a Shariah-compliant unsecured and subordinated $90.0 million term loan with Mithaq (the “New Mithaq Term Loan”; and together with the Initial Mithaq Term Loan, collectively, the “Mithaq Term Loans”).

The New Mithaq Term Loan matures on April 16, 2027, and requires monthly payments equivalent to interest charged at the SOFR plus 4.000% per annum, with such monthly payments to Mithaq deferred until April 30, 2025. The New Mithaq Term Loan is guaranteed by each of the Company’s subsidiaries that guarantee the Company’s ABL Credit Facility. For the First Quarter 2024, the Company recognized $0.4 million in deferred interest-equivalent expense related to the New Mithaq Term Loan.

The Mithaq Term Loans are subject to an amended and restated subordination agreement (as amended from time to time, the “Subordination Agreement”), dated as of April 16, 2024, by and among the Company and certain of its subsidiaries, Wells Fargo and Mithaq, pursuant to which the Mithaq Term Loans are subordinated in payment priority to the obligations of the Company and its subsidiaries under the Credit Agreement. Subject to such subordination terms, the Mithaq Term Loans are prepayable at any time and from time to time without penalty and do not require any mandatory prepayments.

The Mithaq Term Loans contain customary affirmative and negative covenants substantially similar to a subset of the covenants set forth in the Credit Agreement, including limits on the ability of the Company and its subsidiaries to incur certain liens, to incur certain indebtedness, to make certain investments, acquisitions, dispositions or restricted payments, or to change the nature of its business. The Mithaq Term Loans, however, do not provide for any closing, prepayment or exit fees, or other fees typical for transactions of this nature, do not impose additional reserves on borrowings under the Credit Agreement, and do not contain certain other restrictive covenants.

The Mithaq Term Loans contain certain customary events of default, which include (subject in certain cases to customary grace periods), nonpayment of principal, breach of other covenants of the Mithaq Term Loans, inaccuracy in representations or warranties, acceleration of certain other indebtedness (including under the Credit Agreement), certain events of bankruptcy, insolvency or reorganization, such as a change of control, and invalidity of any part of the Mithaq Term Loans.

As of May 4, 2024 unamortized deferred financing costs amounted to $2.0 million related to the Mithaq Term Loans.

Maturities of the Company’s principal debt payments as of May 4, 2024 are as follows:


	May 4, 2024
	(in thousands)
Remainder of 2024	$	—
2025	—
2026	—
2027	168,600
Thereafter	—
Total debt	$	168,600

Mithaq Commitment Letter

On May 2, 2024, the Company entered into a commitment letter with Mithaq for a Shariah-compliant $40.0 million Mithaq Credit Facility. Under the Mithaq Credit Facility, the Company may request for advances at any time prior to July 1, 2025.

If any debt is incurred under the Mithaq Credit Facility, it shall require monthly payments equivalent to interest charged at the SOFR plus 5.000% per annum. Such debt shall be unsecured and shall be guaranteed by each of the Company’s subsidiaries that guarantee the Company’s ABL Credit Facility. Similar to the Mithaq Term Loans, such debt shall also be subject to the Subordination Agreement, contain customary affirmative and negative covenants substantially similar to a subset of the covenants set forth in the Credit Agreement, and contain certain customary events of default. Additionally, such debt shall require no mandatory prepayments and shall mature no earlier than July 1, 2025. As of May 4, 2024, no debt had been incurred under the Mithaq Credit Facility.

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

INTANGIBLE ASSETS (Tables)

3 Months Ended

May 04, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets and Goodwill

The Company’s intangible assets were as follows:


		May 4, 2024
	Useful Life	Gross Amount		Accumulated Amortization		Net Amount
		(in thousands)
Gymboree tradename (1)	Indefinite	$	41,000	$	—	$	41,000
Crazy 8 tradename (1)	5 years	4,000		(4,000)		—

Total intangible assets		$	45,000	$	(4,000)	$	41,000


		February 3, 2024
	Useful Life	Gross Amount		Accumulated Amortization		Net Amount
		(in thousands)
Gymboree tradename (1)	Indefinite	$	41,000	$	—	$	41,000
Crazy 8 tradename (1)	5 years	4,000		(3,877)		123
Total intangible assets		$	45,000	$	(3,877)	$	41,123


		April 29, 2023
	Useful Life	Gross Amount		Accumulated Amortization		Net Amount
		(in thousands)
Gymboree tradename (1)	Indefinite	$	69,953	$	—	$	69,953
Crazy 8 tradename (1)	5 years	4,000		(3,262)		738
Total intangible assets		$	73,953	$	(3,262)	$	70,691

____________________________________________

(1)Included within Tradenames, net on the Consolidated Balance Sheets.

CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023
Current assets:
Cash and cash equivalents	$ 12,960	$ 13,639	$ 18,242
Accounts receivable	28,286	33,219	25,659
Inventories	425,156	362,099	504,194
Prepaid expenses and other current assets	43,210	43,169	58,504
Total current assets	509,612	452,126	606,599
Long-term assets:
Property and equipment, net	116,779	124,750	146,315
Right-of-use assets	173,987	175,351	144,781
Tradenames, net	41,000	41,123	70,691
Deferred income taxes	0	0	36,432
Other assets	6,957	6,958	10,052
Total assets	848,335	800,308	1,014,870
Current liabilities:
Revolving loan	226,100	226,715	300,835
Accounts payable	193,100	225,549	223,244
Current portion of operating lease liabilities	70,668	69,235	74,741
Income taxes payable	3,476	5,297	3,534
Accrued expenses and other current liabilities	79,872	89,608	116,933
Total current liabilities	573,216	616,404	719,287
Long-term liabilities:
Long-term debt	166,635	49,818	49,768
Long-term portion of operating lease liabilities	118,363	118,073	87,905
Income taxes payable	9,486	9,486	17,199
Other tax liabilities	4,928	4,664	2,885
Other long-term liabilities	10,557	10,882	12,005
Total liabilities	883,185	809,327	889,049
Commitments and contingencies (see Note 8)
Stockholders’ (deficit) equity:
Preferred stock, $1.00 par value, 1,000 shares authorized, 0 shares issued and outstanding	0	0	0
Common stock, $0.10 par value, 100,000 shares authorized; 12,739, 12,585, and 12,473 issued; 12,679, 12,529, and 12,405 outstanding	1,274	1,259	1,247
Additional paid-in capital	153,358	141,083	150,846
Treasury stock, at cost (60, 56, and 68 shares)	(2,957)	(2,909)	(3,810)
Deferred compensation	2,957	2,909	3,810
Accumulated other comprehensive loss	(16,822)	(16,496)	(17,065)
Accumulated deficit	(172,660)	(134,865)	(9,207)
Total stockholders’ (deficit) equity	(34,850)	(9,019)	125,821
Total liabilities and stockholders’ (deficit) equity	$ 848,335	$ 800,308	$ 1,014,870

FAIR VALUE MEASUREMENT	3 Months Ended
FAIR VALUE MEASUREMENT	May 04, 2024
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENT	FAIR VALUE MEASUREMENT The Company’s cash and cash equivalents, accounts receivable, investments in the rabbi trust, accounts payable, and revolving loan are all short-term in nature. As such, their carrying amounts approximate fair value. The Company's deferred compensation plan assets and liabilities fall within Level 1 of the fair value hierarchy. The Company stock included in the deferred compensation plan is not subject to fair value measurement. The fair value of the Company’s Initial Mithaq Term Loan with a carrying value (gross of debt issuance costs) of $78.6 million at May 4, 2024, was approximately $53.2 million. The fair value of the Company’s New Mithaq Term Loan with a carrying value (gross of debt issuance costs) of $90.0 million at May 4, 2024, was approximately $77.8 million. The fair value of debt was estimated using a market approach, which considers the Company’s credit risk and market related conditions, and is therefore within Level 2 of the fair value hierarchy. The Company’s non-financial assets measured at fair value on a nonrecurring basis include long-lived assets, such as intangible assets, fixed assets, and ROU assets. The Company reviews the carrying amounts of such assets when events indicate that their carrying amounts may not be recoverable. Any resulting asset impairment would require that the asset be recorded at its fair value. The resulting fair value measurements of the assets are considered to fall within Level 3 of the fair value hierarchy. Impairment of Long-Lived Assets The fair value of the Company’s long-lived assets is primarily calculated using a discounted cash-flow model directly associated with those assets, which consist principally of property and equipment and ROU assets. These assets are tested for impairment when events indicate that their carrying value may not be recoverable. The Company performed periodic quantitative impairment assessments of its long-lived assets and recorded impairment charges in the First Quarter 2023 of $1.8 million, inclusive of ROU assets. The Company did not record asset impairment charges in the First Quarter 2024. Impairment of Indefinite-Lived Intangible Assets The Company estimates the fair value of its indefinite-lived Gymboree tradename based on an income approach using the relief-from-royalty method. Estimating fair value using this method requires management to estimate future revenues, royalty rates, discount rates, long-term growth rates, and other factors in order to project future cash flows. The Company performs a periodic quantitative impairment assessment of the Gymboree tradename, in accordance with FASB ASC 350—Intangibles – Goodwill and Other. Based on this assessment, the Company recorded an impairment charge on the Gymboree tradename of $29.0 million in Fiscal 2023, which reduced the carrying value to its fair value of $41.0 million. There were no impairment charges recorded in the First Quarter 2024. Unfavorable changes in certain of the Company’s key assumptions may affect future testing results. For example, keeping all other assumptions constant, a 100-basis point increase in the discount rate would result in further impairment charges of approximately $3.0 million or a 10% decrease in forecasted revenue would result in further impairment charges of approximately $4.0 million.

- Definition

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

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+ Details

REVENUES - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
REVENUES - Narrative (Details) - USD ($) $ in Millions	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023
Disaggregation of Revenue [Line Items]
Accounts receivable reserve	$ 7.0	$ 9.0	$ 5.5
Allowance for credit loss	1.3	1.7	1.8
Contract liability	2.3	1.7	3.8
Gift Cards
Disaggregation of Revenue [Line Items]
Gift card liability	6.4	6.8	10.5
Net sales	1.7
Accrued Expenses and Other Current Liabilities
Disaggregation of Revenue [Line Items]
Contract with customer, liability, current	$ 5.3	$ 3.1	$ 5.9

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

STOCKHOLDERS’ (DEFICIT) EQUITY - (Share Repurchases) (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Stockholders' Equity Note [Abstract]
Share repurchase program (in shares)	43	155
Share repurchase program	$ 320	$ 6,088
Shares acquired and held in treasury (in shares)	4	1
Shares acquired and held in treasury	$ 48	$ 74

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Net loss	$ (37,795)	$ (28,834)
Other comprehensive loss:
Foreign currency translation adjustment	(326)	(818)
Total comprehensive loss	$ (38,121)	$ (29,652)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

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

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-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 1B
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1B

Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 942
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478524/942-220-S99-1

+ Details

LEASES - Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended
LEASES - Lease Cost (Details) - USD ($) $ in Thousands	May 04, 2024	Apr. 29, 2023
Leases [Abstract]
Fixed operating lease cost	$ 22,502	$ 20,906
Variable operating lease cost	7,846	14,697
Total operating lease cost	$ 30,348	$ 35,603

BASIS OF PRESENTATION (Details)	3 Months Ended
BASIS OF PRESENTATION (Details)	May 04, 2024 USD ($) digital_storefront store country partner segment	May 02, 2024 USD ($)	Feb. 03, 2024 USD ($)	Apr. 29, 2023 USD ($)
Accounting Policies [Abstract]
Number of digital storefronts \| digital_storefront	2
Number of stores (more than) \| store	500
Number of countries for distribution \| country	16
Number of international franchise partners \| partner	6
Number of reportable segments \| segment	2
Basis Of Presentation [Line Items]
Accumulated deficit	$ (172,660,000)		$ (134,865,000)	$ (9,207,000)
Working capital deficit	(63,600,000)
ABL Credit Facility and Previous ABL Credit Facility
Basis Of Presentation [Line Items]
Outstanding borrowings	226,100,000		226,700,000	300,800,000
Availability	47,700,000		$ 24,300,000	$ 6,800,000
Mithaq Credit Facility
Basis Of Presentation [Line Items]
Outstanding borrowings	$ 0
Maximum borrowing capacity		$ 40,000,000

STOCK-BASED COMPENSATION

3 Months Ended

May 04, 2024

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

The Company generally grants time-vesting stock awards (“Deferred Awards”) and performance-based stock awards (“Performance Awards”) to employees at management levels. The Company also grants Deferred Awards to its non-employee directors.

The following table summarizes the Company’s stock-based compensation expense:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)
Deferred Awards	$	2,418	$	2,500
Performance Awards	10,192		583
Total stock-based compensation expense (1)	$	12,610	$	3,083

___________________________________________

(1)Stock-based compensation expense recorded within Cost of sales (exclusive of depreciation and amortization) amounted to $1.0 million and $0.4 million in the First Quarter 2024 and First Quarter 2023, respectively. All other stock-based compensation expense is included in Selling, general, and administrative expenses.

During the First Quarter 2024, there was a change of control of the Company, which triggered a conversion of all Performance Awards into service-based Performance Awards in accordance with their terms. As a result, the Fiscal 2023, Fiscal 2022, and fiscal year 2021 Performance Awards will all vest at their target shares on their respective vesting dates without regard to the achievement of any of the performance metrics associated with those awards. The incremental expense recorded for Performance Awards in the First Quarter 2024 due to the change of control was $9.9 million.

LEASES (Tables)

3 Months Ended

May 04, 2024

Leases [Abstract]

Schedule of Lease, Cost

The following components of operating lease expense were recognized in the Company’s Consolidated Statements of Operations:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)
Fixed operating lease cost	$	22,502	$	20,906
Variable operating lease cost (1)	7,846		14,697
Total operating lease cost	$	30,348	$	35,603

____________________________________________

(1)Includes short term leases with lease periods of less than 12 months.

Schedule of Lessee, Operating Lease, Liability, Maturity

As of May 4, 2024, the maturities of operating lease liabilities were as follows:


	May 4, 2024
	(in thousands)
Remainder of 2024	$	66,253
2025	59,954
2026	31,507
2027	16,113
2028	13,931
Thereafter	40,603
Total operating lease payments	228,361
Less: imputed interest	(39,330)
Present value of operating lease liabilities	$	189,031

SEGMENT INFORMATION (Tables)

3 Months Ended

May 04, 2024

Segment Reporting [Abstract]

Schedule of Segment Reporting

The following table provides segment level financial information:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)
Net sales:
The Children’s Place U.S.	$	246,188	$	293,486
The Children’s Place International (1)	21,690		28,154
Total net sales	$	267,878	$	321,640








Operating loss:
The Children’s Place U.S.	$	(23,979)	$	(28,027)
The Children’s Place International	(4,009)		(2,040)
Total operating loss	$	(27,988)	$	(30,067)
Operating loss as a percentage of net sales:
The Children’s Place U.S.	(9.7%)		(9.5%)
The Children’s Place International	(18.5%)		(7.2%)
Total operating loss as a percentage of net sales	(10.4%)		(9.3%)
Depreciation and amortization:
The Children’s Place U.S.	$	9,654	$	10,905
The Children’s Place International	1,981		943
Total depreciation and amortization	$	11,635	$	11,848
Capital expenditures:
The Children’s Place U.S.	$	4,678	$	10,972
The Children’s Place International	16		10
Total capital expenditures	$	4,694	$	10,982

____________________________________________

(1)Net sales from The Children’s Place International are primarily derived from Canadian operations. The Company’s foreign subsidiaries, primarily in Canada, have operating results based in foreign currencies and are thus subject to the fluctuations of the corresponding translation rates into U.S. dollars.

PROPERTY AND EQUIPMENT, NET - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 797,288	$ 804,131	$ 858,260
Less accumulated depreciation and amortization	(680,509)	(679,381)	(711,945)
Property and equipment, net	116,779	124,750	146,315
Land and land improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	3,403	3,403	3,403
Building and improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	36,187	36,187	36,187
Material handling equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	89,427	90,637	71,404
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	161,922	162,898	179,949
Store fixtures and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	165,887	173,667	200,040
Capitalized software
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	335,523	333,953	343,132
Construction in progress
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 4,939	$ 3,386	$ 24,145

PROPERTY AND EQUIPMENT, NET

3 Months Ended

May 04, 2024

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

Property and equipment consisted of the following:


	May 4, 2024		February 3, 2024		April 29, 2023
	(in thousands)
Property and equipment:
Land and land improvements	$	3,403	$	3,403	$	3,403
Building and improvements	36,187		36,187		36,187
Material handling equipment	89,427		90,637		71,404
Leasehold improvements	161,922		162,898		179,949
Store fixtures and equipment	165,887		173,667		200,040
Capitalized software	335,523		333,953		343,132
Construction in progress	4,939		3,386		24,145
	797,288		804,131		858,260
Less accumulated depreciation and amortization	(680,509)		(679,381)		(711,945)
Property and equipment, net	$	116,779	$	124,750	$	146,315

At May 4, 2024 and April 29, 2023, the Company reviewed its store related long-lived assets for indicators of impairment, and performed a recoverability test if indicators were identified. Based on the results of the analyses performed, the Company recorded asset impairment charges in the First Quarter 2023 of $1.8 million, inclusive of right-of-use (“ROU”) assets. The Company did not record asset impairment charges in the First Quarter 2024.

STOCK-BASED COMPENSATION (Tables)

3 Months Ended

May 04, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Company’s Stock-Based Compensation Expense

The following table summarizes the Company’s stock-based compensation expense:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)
Deferred Awards	$	2,418	$	2,500
Performance Awards	10,192		583
Total stock-based compensation expense (1)	$	12,610	$	3,083

___________________________________________

COMMITMENTS AND CONTINGENCIES (Details) $ in Millions		3 Months Ended
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	Mar. 04, 2024 USD ($)	May 04, 2024 USD ($)	Aug. 16, 2023 demand	Jul. 29, 2017 USD ($)
Rael v. The Children’s Place, Inc.
Loss Contingencies [Line Items]
Litigation settlement awarded to plaintiff	$ 0.3
Loss contingency, estimate of possible loss				$ 5.0
Loss contingency accrual decrease		$ 2.3
Gabriela Gonzalez v. The Children’s Place, Inc.
Loss Contingencies [Line Items]
Individual demands filed received \| demand			1,300

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

LOSS PER COMMON SHARE (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Earnings Per Share [Abstract]
Net loss	$ (37,795)	$ (28,834)
Basic weighted average common shares outstanding (in shares)	12,643	12,374
Dilutive effect of stock awards (in shares)	0	0
Diluted weighted average common shares outstanding (in shares)	12,643	12,374
Anti-dilutive shares excluded from diluted loss per common share calculation (in shares)	78	228

- Definition

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

+ References

+ Details

STOCKHOLDERS’ (DEFICIT) EQUITY - Narrative (Details) - USD ($)	3 Months Ended
	May 04, 2024	Apr. 29, 2023	Nov. 30, 2021
Equity, Class of Treasury Stock [Line Items]
Stock repurchased and retired during period, value	$ 320,000	$ 6,088,000
Retained Earnings
Equity, Class of Treasury Stock [Line Items]
Stock repurchased and retired during period, value		$ 2,913,000
2018 Share Repurchase Program
Equity, Class of Treasury Stock [Line Items]
Stock repurchase program, authorized amount			$ 250,000,000
Stock repurchase program, remaining authorized repurchase amount	$ 156,900,000

LEASES - Lease Liability Maturity (Details) $ in Thousands	May 04, 2024 USD ($)
Leases [Abstract]
Remainder of 2024	$ 66,253
2025	59,954
2026	31,507
2027	16,113
2028	13,931
Thereafter	40,603
Total operating lease payments	228,361
Less: imputed interest	(39,330)
Present value of operating lease liabilities	$ 189,031

INCOME TAXES (Details) - USD ($) $ in Thousands		3 Months Ended		12 Months Ended
INCOME TAXES (Details) - USD ($) $ in Thousands	Mar. 27, 2020	May 04, 2024	Apr. 29, 2023	Jan. 30, 2021	Feb. 03, 2024
Income Tax Disclosure [Abstract]
Effective tax rate (provision) benefit		(5.80%)	19.80%
Income tax provision (benefit)		$ 2,086	$ (7,136)
Carryovers and carrybacks to offset	100.00%
Estimated tax loss				$ 150,000
Income taxes receivable		19,100
Unrecognized tax benefits		$ 7,400	$ 3,800		$ 7,000

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.7)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Subparagraph (a)
-SubTopic 20
-Topic 740
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482659/740-20-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h))
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Income Statement [Abstract]
Net sales	$ 267,878,000	$ 321,640,000
Cost of sales (exclusive of depreciation and amortization)	175,137,000	225,178,000
Gross profit	92,741,000	96,462,000
Selling, general, and administrative expenses	109,094,000	112,931,000
Depreciation and amortization	11,635,000	11,848,000
Asset impairment charges	0	1,750,000
Operating loss	(27,988,000)	(30,067,000)
Interest expense	(7,731,000)	(5,937,000)
Interest income	10,000	34,000
Loss before provision (benefit) for income taxes	(35,709,000)	(35,970,000)
Provision (benefit) for income taxes	2,086,000	(7,136,000)
Net loss	$ (37,795,000)	$ (28,834,000)
Loss per common share
Basic (in usd per share)	$ (2.99)	$ (2.33)
Diluted (in usd per share)	$ (2.99)	$ (2.33)
Weighted average common shares outstanding
Basic (in shares)	12,643	12,374
Diluted (in shares)	12,643	12,374

CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in usd per share)	$ 1.00	$ 1.00	$ 1.00
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0	0
Preferred stock, shares outstanding (in shares)	0	0	0
Common stock, par value (in usd per share)	$ 0.10	$ 0.10	$ 0.10
Common stock, shares authorized (in shares)	100,000,000	100,000,000	100,000,000
Common stock, shares issued (in shares)	12,739,000	12,585,000	12,473,000
Common stock, shares outstanding (in shares)	12,679,000	12,529,000	12,405,000
Treasury stock (in shares)	60,000	56,000	68,000

REVENUES (Tables)

3 Months Ended

May 04, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue

The following table presents the Company’s revenues disaggregated by geography:


	Thirteen Weeks Ended
		May 4, 2024		April 29, 2023
		(in thousands)
Net sales:
South		$	103,257	$	119,918
Northeast		54,228		64,532
West		33,917		42,603
Midwest		32,538		38,809
International and other (1)		43,938		55,778
Total net sales		$	267,878	$	321,640

____________________________________________

(1)Includes retail and e-commerce sales in Canada and Puerto Rico, wholesale and franchisee sales, and certain amounts earned under the Company’s private label credit card program.

STOCKHOLDERS’ (DEFICIT) EQUITY (Tables)

3 Months Ended

May 04, 2024

Stockholders' Equity Note [Abstract]

Schedule of Shares Repurchases

The following table summarizes the Company’s share repurchases:


	Thirteen Weeks Ended
	May 4, 2024			April 29, 2023
	Shares	Amount		Shares	Amount
	(in thousands)
Share repurchases related to:
Share repurchase program	43	$	320	155	$	6,088
Shares acquired and held in treasury	4	$	48	1	$	74

RESTRUCTURING - Restructuring Reserves (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Feb. 03, 2024	Oct. 28, 2023	Jul. 29, 2023
Restructuring Reserve [Roll Forward]
Beginning balance	$ 1,666	$ 853	$ 3,017	$ 0
Provision	751	1,275	756	9,659
Cash payments	(1,361)	(462)	(2,920)	(6,642)
Ending balance	1,056	1,666	853	3,017
Employee-related costs
Restructuring Reserve [Roll Forward]
Beginning balance	1,666	853	2,831	0
Provision	0	1,275	674	5,433
Cash payments	(1,114)	(462)	(2,652)	(2,602)
Ending balance	552	1,666	853	2,831
TODC costs
Restructuring Reserve [Roll Forward]
Beginning balance	0
Provision	751
Cash payments	(247)
Ending balance	504	0
Lease Termination Costs
Restructuring Reserve [Roll Forward]
Beginning balance	0	0	0	0
Provision		0	0	4,040
Cash payments		0	0	(4,040)
Ending balance		0	0	0
Professional fees
Restructuring Reserve [Roll Forward]
Beginning balance	$ 0	0	186	0
Provision		0	82	186
Cash payments		0	(268)	0
Ending balance		$ 0	$ 0	$ 186

DEBT (Tables)

3 Months Ended

May 04, 2024

Debt Disclosure [Abstract]

Schedule of Line of Credit Facilities

The table below presents the components of the Company’s ABL Credit Facility:


	May 4, 2024		February 3, 2024		April 29, 2023
	(in millions)
Total borrowing base availability (1)	$	286.0	$	258.4	$	408.9
Credit facility availability (2)	433.0		400.5		315.0
Maximum borrowing availability (3)	286.0		258.4		315.0

Outstanding borrowings	226.1		226.7		300.8

Letters of credit outstanding—standby	12.2		7.4		7.4
Utilization of credit facility at end of period	238.3		234.1		308.2

Availability (4)	$	47.7	$	24.3	$	6.8

Interest rate at end of period	9.9%		8.1%		6.5%


	Year-To-Date 2024		Fiscal 2023		Year-To-Date 2023
	(in millions)
Average end of day loan balance during the period	$	228.2	$	315.5	$	297.1
Highest end of day loan balance during the period	$	251.6	$	379.4	$	305.9

Average interest rate	9.6%		7.5%		5.9%

____________________________________________

(3)The lower of the credit facility availability and the total borrowing base availability.

(4)The sub-limit availability for letters of credit was $12.8 million at May 4, 2024, and $42.6 million at February 3, 2024 and April 29, 2023.

Contractual Obligation, Fiscal Year Maturity

Maturities of the Company’s principal debt payments as of May 4, 2024 are as follows:


	May 4, 2024
	(in thousands)
Remainder of 2024	$	—
2025	—
2026	—
2027	168,600
Thereafter	—
Total debt	$	168,600

RESTRUCTURING

3 Months Ended

May 04, 2024

Restructuring and Related Activities [Abstract]

RESTRUCTURING

In support of the Company’s ongoing structural transformation from a legacy store operating model to a digital-first retailer, during the second quarter of Fiscal 2023, the Company voluntarily entered into an early termination of its corporate office lease and implemented a workforce reduction.

The Company proactively accelerated the termination of its corporate office lease to capitalize on the prevailing tenant-favorable market conditions and subsequently executed an amendment to its corporate office lease in January 2024 with its current landlord on more favorable terms. The amended lease will expire in May 2037, with a termination right after the seventh year, and two five-year renewal options at fair market value.

The Company also implemented a plan that encompassed multiple headcount reductions, which accounted for approximately 20% of its salaried workforce, the substantial majority of whom were located at the Company’s corporate offices in Secaucus, New Jersey, with the balance at other domestic and international locations. The associated workforce reduction was substantially completed as of the end of the First Quarter 2024.

In addition, the lease for the Company’s distribution center in Toronto, Canada (“TODC”) expired in April 2024. The Company has moved these operations to the United States to its current distribution center in Alabama as of the end of the First Quarter 2024.

As a result of these strategic actions associated with the voluntary early termination of its corporate office lease, the move from the TODC, and workforce reductions, the Company incurred non-operating charges of $2.3 million in restructuring costs during the First Quarter 2024 on a pretax basis, summarized in the following table:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)

Lease termination costs (1)	$	460	$	—
TODC costs (2)	1,848		—

Total restructuring costs (3)	$	2,308	$	—

___________________________________________

(1)Includes non-cash charges related to accelerated depreciation on certain assets in the corporate office over the reduced term, amounting to $0.5 million for the First Quarter 2024.

(2)Includes non-cash charges related to accelerated depreciation on TODC assets, amounting to $1.1 million for the First Quarter 2024.

(3)Restructuring costs are recorded within Selling, general and administrative expenses, except accelerated depreciation charges noted above, which are recorded within Depreciation and amortization. TODC costs are recorded within The Children's Place International segment and lease termination costs are recorded within The Children’s Place U.S. segment.

The following table summarizes the restructuring costs that have been partially settled with cash payments and the remaining related liability as of May 4, 2024. The remaining related liability is expected to be settled with cash payments in the future and these costs are included in Accrued expenses and other current liabilities on the Consolidated Balance Sheets:



	Employee-Related Costs		TODC Costs		Total
	(in thousands)
Balance at February 3, 2024	$	1,666	$	—	$	1,666
Provision	—		751		751
Cash payments	(1,114)		(247)		(1,361)
Balance at May 4, 2024	$	552	$	504	$	1,056



	Employee-Related Costs		Lease Termination Costs		Professional Fees		Total
	(in thousands)
Balance at April 29, 2023	$	—	$	—	$	—	$	—
Provision	5,433		4,040		186		9,659
Cash Payments	(2,602)		(4,040)		—		(6,642)
Balance at July 29, 2023	2,831		—		186		3,017
Provision	674		—		82		756
Cash Payments	(2,652)		—		(268)		(2,920)
Balance at October 28, 2023	853		—		—		853
Provision	1,275		—		—		1,275
Cash Payments	(462)		—		—		(462)
Balance at February 3, 2024	$	1,666	$	—	$	—	$	1,666

STOCKHOLDERS’ (DEFICIT) EQUITY

3 Months Ended

May 04, 2024

Stockholders' Equity Note [Abstract]

STOCKHOLDERS’ (DEFICIT) EQUITY

Share Repurchase Program

In November 2021, the Company’s Board of Directors authorized a $250.0 million share repurchase program (the “Share Repurchase Program”). Under this program, the Company may repurchase shares on the open market at current market prices at the time of purchase or in privately negotiated transactions. The timing and actual number of shares repurchased under the program will depend on a variety of factors, including price, corporate and regulatory requirements, and other market and business conditions. The Company may suspend or discontinue the program at any time and may thereafter reinstitute purchases, all without prior announcement. Currently, given the terms of the Company’s Credit Agreement as amended by its Seventh Amendment described above, the Company is not expecting to repurchase any shares in Fiscal 2024, except as described below, pursuant to our practice as a result of our insider trading policy. As of May 4, 2024, there was $156.9 million remaining availability under the Share Repurchase Program.

Pursuant to the Company’s practice, including due to restrictions imposed by the Company’s insider trading policy during black-out periods, the Company withholds and repurchases shares of vesting stock awards and makes payments to taxing authorities as required by law to satisfy the withholding tax requirements of all equity award recipients. The Company’s payment of the withholding taxes in exchange for the surrendered shares constitutes a repurchase of its common stock. The Company also acquires shares of its common stock in conjunction with liabilities owed under the Company’s deferred compensation plan, which are held in treasury.

The following table summarizes the Company’s share repurchases:


	Thirteen Weeks Ended
	May 4, 2024			April 29, 2023
	Shares	Amount		Shares	Amount
	(in thousands)
Share repurchases related to:
Share repurchase program	43	$	320	155	$	6,088
Shares acquired and held in treasury	4	$	48	1	$	74

In accordance with the FASB ASC 505—Equity, the par value of the shares retired is charged against Common stock and the remaining purchase price is allocated between Additional paid-in capital and Accumulated deficit. The portion charged against Additional paid-in capital is determined using a pro-rata allocation based on total shares outstanding. For all shares retired in the First Quarter 2023, $2.9 million was charged to Accumulated deficit. There were no amounts charged to Accumulated deficit in the First Quarter 2024.

Dividends

Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by the Company’s Board of Directors based on a number of factors, including business and market conditions, the Company’s financial performance, and other investment priorities. Currently, given the terms of the Credit Agreement as amended by the Seventh Amendment as described above, the Company is not expecting to pay any cash dividends in Fiscal 2024.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

INCOME TAXES	3 Months Ended
INCOME TAXES	May 04, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The Company computes income taxes using the liability method. This method requires recognition of deferred tax assets and liabilities, measured by enacted rates, attributable to temporary differences between the financial statement and income tax basis of assets and liabilities. The Company’s deferred tax assets and liabilities are comprised largely of differences relating to depreciation and amortization, rent expense, inventory, stock-based compensation, net operating loss carryforwards, tax credits, and various accruals and reserves. The Company’s effective income tax rate for the First Quarter 2024 was a provision of (5.8)%, or $2.1 million, compared to a benefit of 19.8%, or $(7.1) million, during the First Quarter 2023. The change in the effective income tax rate and income tax provision (benefit) for the First Quarter 2024 compared to the First Quarter 2023 was primarily driven by the establishment of a valuation allowance against the Company’s net deferred tax assets in Fiscal 2023. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act allows net operating losses (“NOLs”) incurred in taxable years 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to offset 100% of taxable income and to generate a refund of previously paid income taxes. Pursuant to the CARES Act, the Company carried back the taxable year 2020 tax loss of $150.0 million to prior years. As of May 4, 2024, the remaining income tax receivable of $19.1 million is included within Prepaid expenses and other current assets on the Consolidated Balance Sheets. The Company accrues interest and penalties related to unrecognized tax benefits as part of the provision for income taxes. The total amount of unrecognized tax benefits was $7.4 million, $7.0 million, and $3.8 million as of May 4, 2024, February 3, 2024, and April 29, 2023, respectively, and is included within long-term liabilities. Additional interest expense recognized in the First Quarter 2024 and First Quarter 2023 related to unrecognized tax benefits was not significant. The Company is subject to tax in the United States and foreign jurisdictions, including Canada and Hong Kong. The Company files a consolidated U.S. income tax return for federal income tax purposes. The Company is no longer subject to income tax examinations by U.S. federal, state and local or foreign tax authorities for tax years 2015 and prior. The Internal Revenue Service is currently conducting an examination of the Company’s tax return for fiscal year 2020 in conjunction with its review of the CARES Act NOL carryback to earlier fiscal years. The Company believes that its reserves for uncertain tax positions are adequate to cover existing risks or exposures. Management believes that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues arise as a result of a tax audit, and are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. During the First Quarter 2024, Mithaq became the controlling shareholder of the Company. This change of control constituted an “ownership change” under the Internal Revenue Code Section 382, subjecting the Company to an annual limitation on its ability to utilize its existing NOLs and tax credits as of the ownership change date to offset future taxable income. The application of such limitation may cause U.S. federal income taxes to be paid by the Company earlier than they otherwise would be paid if such limitation was not in effect, which would adversely affect the Company’s operating results and cash flows if it has taxable income in the future. In addition to the aforementioned federal income tax implications pursuant to Section 382 of the Code, most U.S. states follow the general provision of Section 382 of the Code, either explicitly or implicitly resulting in separate state NOL limitations. This could cause state income taxes to be paid earlier than otherwise would be paid if such limitation was not in effect and could cause such NOLs to expire unused.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Section S99
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/740/tableOfContent

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

INTANGIBLE ASSETS - Narrative (Details) - USD ($)	3 Months Ended	12 Months Ended
INTANGIBLE ASSETS - Narrative (Details) - USD ($)	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023
Indefinite-lived Intangible Assets [Line Items]
Impairment, Intangible Asset, Indefinite-Lived (Excluding Goodwill), Statement of Income or Comprehensive Income [Extensible Enumeration]		Asset impairment charges
Crazy 8 tradename
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets	$ 0	$ 29,000,000
Indefinite-lived intangible assets	$ 41,000,000	$ 41,000,000	$ 69,953,000

FAIR VALUE MEASUREMENT - Narrative (Details) - USD ($)	3 Months Ended		12 Months Ended
FAIR VALUE MEASUREMENT - Narrative (Details) - USD ($)	May 04, 2024	Apr. 29, 2023	Feb. 03, 2024	Feb. 29, 2024
Indefinite-lived Intangible Assets [Line Items]
Asset impairment charges	$ 0	$ 1,750,000
Impairment charges, 100-basis point increase in the discount rate	3,000,000
Impairment charges, 10% decrease in forecasted revenue	4,000,000
Initial Mithaq Term Loan
Indefinite-lived Intangible Assets [Line Items]
Maximum borrowing capacity				$ 78,600,000
Debt fair value	53,200,000
New Mithaq Term Loan
Indefinite-lived Intangible Assets [Line Items]
Maximum borrowing capacity				$ 90,000,000
Debt fair value	77,800,000
Gymboree tradename
Indefinite-lived Intangible Assets [Line Items]
Impairment of intangible assets	0		$ 29,000,000
Indefinite-lived intangible assets	$ 41,000,000	$ 69,953,000	$ 41,000,000

SUBSEQUENT EVENTS	3 Months Ended
SUBSEQUENT EVENTS	May 04, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ (DEFICIT) EQUITY (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Deferred Compensation	Accumulated Deficit	Accumulated Other Comprehensive Loss	Treasury Stock
Beginning balance (in shares) at Jan. 28, 2023		12,292
Beginning balance at Jan. 28, 2023	$ 158,478	$ 1,229	$ 150,956	$ 3,736	$ 22,540	$ (16,247)	$ (3,736)
Beginning balance, treasury stock (in shares) at Jan. 28, 2023							(67)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of stock awards (in shares)		336
Vesting of stock awards	0	$ 34	(34)
Stock-based compensation expense	3,083		3,083
Purchase and retirement of common stock (in shares)		(155)
Purchase and retirement of common stock	(6,088)	$ (16)	(3,159)		(2,913)
Other comprehensive loss	(818)					(818)
Deferral of common stock into deferred compensation plan	0			74			$ (74)
Deferral of common stock into deferred compensation plan (in shares)							(1)
Net loss	$ (28,834)				(28,834)
Ending balance (in shares) at Apr. 29, 2023	12,405	12,473
Ending balance at Apr. 29, 2023	$ 125,821	$ 1,247	150,846	3,810	(9,207)	(17,065)	$ (3,810)
Ending balance, treasury stock (in shares) at Apr. 29, 2023	(68)						(68)
Beginning balance (in shares) at Feb. 03, 2024	12,529	12,585
Beginning balance at Feb. 03, 2024	$ (9,019)	$ 1,259	141,083	2,909	(134,865)	(16,496)	$ (2,909)
Beginning balance, treasury stock (in shares) at Feb. 03, 2024	(56)						(56)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Vesting of stock awards (in shares)		204
Vesting of stock awards	$ 0	$ 20	(20)
Stock-based compensation expense	12,610		12,610
Purchase and retirement of common stock (in shares)		(50)
Purchase and retirement of common stock	(320)	$ (5)	(315)
Other comprehensive loss	(326)					(326)
Deferral of common stock into deferred compensation plan	0			48			$ (48)
Deferral of common stock into deferred compensation plan (in shares)							(4)
Net loss	$ (37,795)				(37,795)
Ending balance (in shares) at May. 04, 2024	12,679	12,739
Ending balance at May. 04, 2024	$ (34,850)	$ 1,274	$ 153,358	$ 2,957	$ (172,660)	$ (16,822)	$ (2,957)
Ending balance, treasury stock (in shares) at May. 04, 2024	(60)						(60)

DEBT - Narrative (Details) - USD ($)					3 Months Ended
DEBT - Narrative (Details) - USD ($)	May 02, 2024	Apr. 16, 2024	Jun. 05, 2023	Nov. 16, 2021	May 04, 2024	Apr. 29, 2023	Apr. 15, 2024	Mar. 08, 2024	Feb. 29, 2024	Feb. 03, 2024
Line of Credit Facility [Line Items]
Interest expense					$ 7,731,000	$ 5,937,000
ABL Credit Facility and Previous ABL Credit Facility
Line of Credit Facility [Line Items]
Outstanding borrowings					226,100,000	300,800,000				$ 226,700,000
Credit Agreement
Line of Credit Facility [Line Items]
Maximum borrowing capacity					50,000,000
ABL Credit Facility
Line of Credit Facility [Line Items]
Interest expense					5,700,000	4,700,000
Initial Mithaq Term Loan
Line of Credit Facility [Line Items]
Maximum borrowing capacity									$ 78,600,000
New Mithaq Term Loan
Line of Credit Facility [Line Items]
Maximum borrowing capacity									90,000,000
Mithaq Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 40,000,000
Basis spread on variable rate	5.00%
Outstanding borrowings					0
Term Loan \| Mithaq Term Loan 1
Line of Credit Facility [Line Items]
Maximum borrowing capacity									$ 30,000,000
Term Loan \| Mithaq Term Loan 2
Line of Credit Facility [Line Items]
Maximum borrowing capacity								$ 48,600,000
Term Loan \| New Mithaq Term Loan
Line of Credit Facility [Line Items]
Basis spread on variable rate		4.00%
Interest expense					400,000
Unamortized balance of deferred financing costs					2,000,000
Secured Debt \| 2021 Term Loan
Line of Credit Facility [Line Items]
Interest expense					1,100,000	900,000
Secured Debt \| 2021 Term Loan \| Secured Overnight Financing Rate (SOFR)
Line of Credit Facility [Line Items]
Basis spread on variable rate				2.75%
Secured Debt \| 2021 Term Loan \| Base Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate				2.00%
Revolving credit facility \| ABL Credit Facility and Previous ABL Credit Facility
Line of Credit Facility [Line Items]
Credit facility availability					433,000,000	315,000,000.0	$ 445,000,000			400,500,000
Maximum borrowing capacity					286,000,000.0	$ 315,000,000.0				$ 258,400,000
Revolving credit facility \| ABL Credit Facility
Line of Credit Facility [Line Items]
Unamortized balance of deferred financing costs					$ 2,900,000
Revolving credit facility \| ABL Credit Facility \| Minimum
Line of Credit Facility [Line Items]
Unused line fee percentage		0.25%
Revolving credit facility \| ABL Credit Facility \| Maximum
Line of Credit Facility [Line Items]
Unused line fee percentage		0.375%
Revolving credit facility \| Line of Credit \| ABL Credit Facility
Line of Credit Facility [Line Items]
Unused line fee percentage			0.20%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Secured Overnight Financing Rate (SOFR) \| Debt Condition One
Line of Credit Facility [Line Items]
Basis spread on variable rate		0.10%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Minimum
Line of Credit Facility [Line Items]
Basis spread on variable rate		3.00%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Minimum \| Prime Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.00%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Minimum \| Prime Rate \| Debt Condition One
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.75%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Minimum \| Secured Overnight Financing Rate (SOFR)
Line of Credit Facility [Line Items]
Basis spread on variable rate		0.10%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Minimum \| Secured Overnight Financing Rate (SOFR) \| Debt Condition One
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.75%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Maximum \| Prime Rate \| Debt Condition One
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.00%
Revolving credit facility \| Line of Credit \| ABL Credit Facility \| Maximum \| Secured Overnight Financing Rate (SOFR) \| Debt Condition One
Line of Credit Facility [Line Items]
Basis spread on variable rate		3.00%
Canadian Credit Facility \| Line of Credit \| ABL Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 25,000,000
Standby and Documentary Letters of Credit \| Line of Credit \| ABL Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 25,000,000
Commercial Letter Of Credit \| Line of Credit \| ABL Credit Facility \| Minimum
Line of Credit Facility [Line Items]
Unused line fee percentage		1.00%
Commercial Letter Of Credit \| Line of Credit \| ABL Credit Facility \| Maximum
Line of Credit Facility [Line Items]
Unused line fee percentage		1.125%
Standby \| Line of Credit \| ABL Credit Facility \| Minimum
Line of Credit Facility [Line Items]
Unused line fee percentage		1.50%
Standby \| Line of Credit \| ABL Credit Facility \| Maximum
Line of Credit Facility [Line Items]
Unused line fee percentage		1.75%

RESTRUCTURING (Tables)

3 Months Ended

May 04, 2024

Restructuring and Related Activities [Abstract]

Restructuring and Related Costs


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)

Lease termination costs (1)	$	460	$	—
TODC costs (2)	1,848		—

Total restructuring costs (3)	$	2,308	$	—

___________________________________________

(1)Includes non-cash charges related to accelerated depreciation on certain assets in the corporate office over the reduced term, amounting to $0.5 million for the First Quarter 2024.

(2)Includes non-cash charges related to accelerated depreciation on TODC assets, amounting to $1.1 million for the First Quarter 2024.

Schedule of Restructuring Reserve by Type of Cost



	Employee-Related Costs		TODC Costs		Total
	(in thousands)
Balance at February 3, 2024	$	1,666	$	—	$	1,666
Provision	—		751		751
Cash payments	(1,114)		(247)		(1,361)
Balance at May 4, 2024	$	552	$	504	$	1,056



	Employee-Related Costs		Lease Termination Costs		Professional Fees		Total
	(in thousands)
Balance at April 29, 2023	$	—	$	—	$	—	$	—
Provision	5,433		4,040		186		9,659
Cash Payments	(2,602)		(4,040)		—		(6,642)
Balance at July 29, 2023	2,831		—		186		3,017
Provision	674		—		82		756
Cash Payments	(2,652)		—		(268)		(2,920)
Balance at October 28, 2023	853		—		—		853
Provision	1,275		—		—		1,275
Cash Payments	(462)		—		—		(462)
Balance at February 3, 2024	$	1,666	$	—	$	—	$	1,666

BASIS OF PRESENTATION	3 Months Ended
BASIS OF PRESENTATION	May 04, 2024
Accounting Policies [Abstract]
BASIS OF PRESENTATION	BASIS OF PRESENTATION Description of Business The Children’s Place, Inc. and its subsidiaries (collectively, the “Company”) operate an omni-channel children’s specialty portfolio of brands with an industry-leading digital-first operating model. Its global retail and wholesale network includes two digital storefronts, more than 500 stores in North America, wholesale marketplaces and distribution in 16 countries through six international franchise partners. The Company designs, contracts to manufacture, and sells fashionable, high-quality apparel, accessories and footwear predominantly at value prices, primarily under the Company’s proprietary brands: “The Children’s Place”, “Gymboree”, “Sugar & Jade”, and “PJ Place”. The Company classifies its business into two segments: The Children’s Place U.S. and The Children’s Place International. Included in The Children’s Place U.S. segment are the Company’s U.S. and Puerto Rico-based stores and revenue from its U.S.-based wholesale business. Included in The Children’s Place International segment are its Canadian-based stores, revenue from the Company’s Canadian-based wholesale business, as well as revenue from international franchisees. Each segment includes an e-commerce business located at www.childrensplace.com and www.gymboree.com. The Company also has social media channels on Instagram, Facebook, X, formerly known as Twitter, YouTube and Pinterest. Terms that are commonly used in the notes to the Company’s consolidated financial statements are defined as follows: •First Quarter 2024 — The thirteen weeks ended May 4, 2024 •First Quarter 2023 — The thirteen weeks ended April 29, 2023 •Fiscal 2024 — The fifty-two weeks ending February 1, 2025 •Fiscal 2023 — The fifty-three weeks ended February 3, 2024 •Fiscal 2022 — The fifty-two weeks ended January 28, 2023 •SEC — U.S. Securities and Exchange Commission •U.S. GAAP — Generally Accepted Accounting Principles in the United States •FASB — Financial Accounting Standards Board •FASB ASC — FASB Accounting Standards Codification, which serves as the source for authoritative U.S. GAAP, except that rules and interpretive releases by the SEC are also sources of authoritative U.S. GAAP for SEC registrants Basis of Presentation The unaudited consolidated financial statements and accompanying notes to consolidated financial statements are prepared in accordance with U.S. GAAP for interim financial information and the rules and regulations of the SEC. Accordingly, certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated. As of May 4, 2024, February 3, 2024 and April 29, 2023, the Company did not have any investments in unconsolidated affiliates. FASB ASC 810—Consolidation is considered when determining whether an entity is subject to consolidation. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal recurring adjustments necessary for a fair statement of the consolidated financial position of the Company as of May 4, 2024 and April 29, 2023, the results of its consolidated operations, consolidated comprehensive loss, consolidated changes in stockholders’ (deficit) equity, and consolidated cash flows for the thirteen weeks ended May 4, 2024 and April 29, 2023. The consolidated balance sheet as of February 3, 2024 was derived from audited financial statements. Due to the seasonal nature of the Company’s business, the results of operations for the thirteen weeks ended May 4, 2024 and April 29, 2023 are not necessarily indicative of operating results for a full fiscal year. These consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024. Certain prior period financial statement disclosures have been conformed to the current period presentation. Liquidity The Company incurred net losses in the First Quarter 2024, Fiscal 2023 and Fiscal 2022. As of May 4, 2024, the Company had an Accumulated deficit of $172.7 million and a working capital deficit of $63.6 million, which included borrowings of $226.1 million under its asset-based revolving credit facility (the “ABL Credit Facility”) that do not mature until November 2026, pursuant to its credit agreement, dated as of May 9, 2019, (as amended from time to time, the “Credit Agreement”), by and among the Company, certain of its subsidiaries and the lenders party thereto. The Company had availability under its ABL Credit Facility of $47.7 million. These conditions resulted in the Company seeking additional liquidity to fund its ongoing operations. On May 2, 2024, the Company and its majority shareholder, Mithaq Capital SPC, a Cayman segregated portfolio company (“Mithaq”), entered into a commitment letter pursuant to which Mithaq agreed to provide the Company with a Shariah-compliant senior unsecured credit facility of up to $40.0 million (the “Mithaq Credit Facility”) in accordance with the terms described in “Note 7. Debt” of the consolidated financial statements. The Mithaq Credit Facility will be available to draw on at any time prior to July 1, 2025 to augment the Company’s liquidity position, if needed. The Company plans to address its ongoing liquidity needs with additional financing as necessary. The Company has determined that its existing cash on hand, expected cash generated from operations, and availability under its ABL Credit Facility and the Mithaq Credit Facility, will be sufficient to fund its capital and other cash requirements for at least the next twelve months from the date that the Company’s consolidated financial statements for the First Quarter 2024 were issued. Fiscal Year The Company’s fiscal year is a fifty-two week or fifty-three week period ending on the Saturday on or nearest to January 31. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and amounts of revenues and expenses reported during the period. Actual results could differ from the assumptions used and estimates made by management, which could have a material impact on the Company’s financial position or results of operations. Critical accounting estimates inherent in the preparation of the consolidated financial statements include impairment of long-lived assets, impairment of indefinite-lived intangible assets, income taxes, stock-based compensation, and inventory valuation. Recent Accounting Standards Updates In November 2023, the FASB issued Accounting Standards Update No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” (“ASU 2023-07”). The amendments in ASU 2023-07 are designed to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses during interim and annuals periods. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. In December 2023, the FASB issued Accounting Standards Update No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” (“ASU 2023-09”). The amendments in ASU 2023-09 are designed to enhance the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements.

REVENUES

3 Months Ended

May 04, 2024

Revenue from Contract with Customer [Abstract]

REVENUES

Revenues are recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services.

The following table presents the Company’s revenues disaggregated by geography:


	Thirteen Weeks Ended
		May 4, 2024		April 29, 2023
		(in thousands)
Net sales:
South		$	103,257	$	119,918
Northeast		54,228		64,532
West		33,917		42,603
Midwest		32,538		38,809
International and other (1)		43,938		55,778
Total net sales		$	267,878	$	321,640

____________________________________________

(1)Includes retail and e-commerce sales in Canada and Puerto Rico, wholesale and franchisee sales, and certain amounts earned under the Company’s private label credit card program.

The Company recognizes revenue, including shipping and handling fees billed to customers, upon purchase at the Company’s retail stores or when received by the customer if the product was purchased via e-commerce, net of coupon redemptions and anticipated sales returns. The Company deferred sales of $5.3 million, $3.1 million, and $5.9 million within Accrued expenses and other current liabilities as of May 4, 2024, February 3, 2024, and April 29, 2023, respectively, based upon estimated time of delivery, at which point control passes to the customer. Sales tax collected from customers is excluded from revenue.

For its wholesale business, the Company recognizes revenue, including shipping and handling fees billed to customers, when title of the goods passes to the customer, net of commissions, discounts, operational chargebacks, and cooperative advertising. The allowance for wholesale revenue included within Accounts receivable was $7.0 million, $9.0 million, and $5.5 million as of May 4, 2024, February 3, 2024, and April 29, 2023, respectively.

For the sale of goods to retail customers with a right of return, the Company recognizes revenue for the consideration it expects to be entitled to and calculates an allowance for estimated sales returns based upon the Company’s sales return experience. Adjustments to the allowance for estimated sales returns in subsequent periods have not been material based on historical data, thereby reducing the uncertainty inherent in such estimates. The allowance for estimated sales returns, which is recorded in Accrued expenses and other current liabilities, was $1.3 million, $1.7 million, and $1.8 million as of May 4, 2024, February 3, 2024, and April 29, 2023, respectively.

The Company’s private label credit card is issued to customers for use exclusively at The Children’s Place stores and online at www.childrensplace.com and www.gymboree.com, and credit is extended to such customers by a third-party financial institution on a non-recourse basis to the Company. The private label credit card includes multiple performance obligations for the Company, including marketing and promoting the program on behalf of the bank and the operation of the loyalty rewards program. Included in the agreement with the third-party financial institution was an upfront bonus paid to the Company and an additional bonus to extend the term of the agreement. These bonuses are recognized as revenue and allocated between brand and reward obligations. As the license of the Company’s brand is the predominant item in the performance obligation, the amount allocated to the brand obligation is recognized on a straight-line basis over the term of the agreement. The amount allocated to the reward obligation is recognized on a point-in-time basis as redemptions under the loyalty program occur.

In measuring revenue and determining the consideration the Company is entitled to as part of a contract with a customer, the Company takes into account the related elements of variable consideration, such as additional bonuses, including profit-sharing, over the life of the private label credit card program. Similar to the upfront bonus, the usage-based royalties and bonuses are recognized as revenue and allocated between the brand and reward obligations. The amount allocated to the brand obligation is recognized on a straight-line basis over the initial term. The amount allocated to the reward obligation is recognized on a point-in-time basis as redemptions under the loyalty program occur. In addition, the annual profit-sharing amount is recognized quarterly within an annual period when it can be estimated reliably. The additional bonuses are amortized over the contract term based on anticipated progress against future targets and level of risk associated with achieving the targets.

The Company has a points-based customer loyalty program in which customers earn points based on purchases and other promotional activities. These points can be redeemed for coupons to discount future purchases. A contract liability is estimated based on the standalone selling price of benefits earned by customers through the program and the related redemption experience under the program. The value of each point earned is recorded as deferred revenue and is included within Accrued expenses and other current liabilities. The total contract liabilities related to this program were $2.3 million, $1.7 million, and $3.8 million as of May 4, 2024, February 3, 2024, and April 29, 2023, respectively.

The Company’s policy with respect to gift cards is to record revenue as and when the gift cards are redeemed for merchandise. The Company recognizes gift card breakage income in proportion to the pattern of rights exercised by the customer when the Company expects to be entitled to breakage and the Company determines that it does not have a legal obligation to remit the value of the unredeemed gift card to the relevant jurisdiction as unclaimed or abandoned property. Gift card breakage is recorded within Net sales. Prior to their redemption, gift cards are recorded as a liability within Accrued expenses and other current liabilities. The liability is estimated based on expected breakage that considers historical patterns of redemption. The gift card liability balance as of May 4, 2024, February 3, 2024, and April 29, 2023 was $6.4 million, $6.8 million, and $10.5 million, respectively. During the First Quarter 2024, the Company recognized Net sales of $1.7 million related to the gift card liability balance that existed at February 3, 2024.

The Company has an international program of territorial agreements with franchisees. The Company generates revenues from the franchisees from the sale of product and, in certain cases, sales royalties. The Company recognizes revenue on the sale of product to franchisees when the franchisee takes ownership of the product. The Company records net sales for royalties when the applicable franchisee sells the product to its customers. Under certain agreements, the Company receives a fee from each franchisee for exclusive territorial rights and based on the opening of new stores. The Company records these territorial fees as deferred revenue and amortizes the fee into Net sales over the life of the territorial agreement.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

INTANGIBLE ASSETS - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023
Finite-Lived Intangible Assets [Line Items]
Accumulated Amortization	$ (4,000)	$ (3,877)	$ (3,262)
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Total intangibles, net, Gross amount	45,000	45,000	73,953
Total intangibles, net, Accumulated amortization	(4,000)	(3,877)	(3,262)
Total intangible assets	41,000	41,123	70,691
Crazy 8 tradename
Indefinite-lived Intangible Assets [Line Items]
Indefinite-lived intangible assets	$ 41,000	$ 41,000	$ 69,953
Crazy 8 tradename
Finite-Lived Intangible Assets [Line Items]
Useful Life	5 years	5 years	5 years
Gross Amount	$ 4,000	$ 4,000	$ 4,000
Accumulated Amortization	(4,000)	(3,877)	(3,262)
Net Amount	0	123	738
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Total intangibles, net, Accumulated amortization	$ (4,000)	$ (3,877)	$ (3,262)

PROPERTY AND EQUIPMENT, NET (Tables)

3 Months Ended

May 04, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property and equipment consisted of the following:


	May 4, 2024		February 3, 2024		April 29, 2023
	(in thousands)
Property and equipment:
Land and land improvements	$	3,403	$	3,403	$	3,403
Building and improvements	36,187		36,187		36,187
Material handling equipment	89,427		90,637		71,404
Leasehold improvements	161,922		162,898		179,949
Store fixtures and equipment	165,887		173,667		200,040
Capitalized software	335,523		333,953		343,132
Construction in progress	4,939		3,386		24,145
	797,288		804,131		858,260
Less accumulated depreciation and amortization	(680,509)		(679,381)		(711,945)
Property and equipment, net	$	116,779	$	124,750	$	146,315

LEASES - Narrative (Details) $ in Millions	3 Months Ended
LEASES - Narrative (Details) $ in Millions	May 04, 2024 USD ($)
Lessee, Lease, Description [Line Items]
Option to extend lease	5 years
Operating lease, weighted average remaining lease term	4 years 4 months 24 days
Operating lease, weighted average discount rate	7.60%
Operating lease, payments	$ 19.7
Right-of-use asset obtained in exchange for operating lease liability	$ 22.1
Minimum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, remaining lease term	1 year
Maximum
Lessee, Lease, Description [Line Items]
Lessee, operating lease, remaining lease term	13 years

STOCK-BASED COMPENSATION - Narrative (Details) $ in Millions	3 Months Ended
	May 04, 2024 USD ($)
Performance Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Incremental cost	$ 9.9

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

Cover Page - shares	3 Months Ended
Cover Page - shares	May 04, 2024	Jun. 05, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	May 04, 2024
Document Transition Report	false
Entity File Number	0-23071
Entity Registrant Name	THE CHILDREN’S PLACE, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	31-1241495
Entity Address, Address Line One	500 Plaza Drive
Entity Address, City or Town	Secaucus
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07094
City Area Code	201
Local Phone Number	558-2400
Title of 12(b) Security	Common Stock, $0.10 par value
Trading Symbol	PLCE
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		12,708,181
Entity Central Index Key	0001041859
Current Fiscal Year End Date	--02-01
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false

STOCK-BASED COMPENSATION - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 12,610	$ 3,083
Cost of Sales
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,000	400
Deferred Awards
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	2,418	2,500
Performance Awards
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 10,192	$ 583

RESTRUCTURING - Restructuring Charges (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 2,308	$ 0
Lease Termination Costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	460	0
Non-cash charges to accelerate depreciation	500
TODC costs
Restructuring Cost and Reserve [Line Items]
Restructuring charges	1,848	$ 0
Non-cash charges to accelerate depreciation	$ 1,100

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

LOSS PER COMMON SHARE

3 Months Ended

May 04, 2024

Earnings Per Share [Abstract]

LOSS PER COMMON SHARE

The following table reconciles net loss and share amounts utilized to calculate basic and diluted loss per common share:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023


	(in thousands)
Net loss	$	(37,795)	$	(28,834)

Basic weighted average common shares outstanding	12,643		12,374
Dilutive effect of stock awards	—		—
Diluted weighted average common shares outstanding	12,643		12,374

Anti-dilutive shares excluded from diluted loss per common share calculation	78		228

DEBT - Maturity (Details) - Initial and New Mithaq Term Loan $ in Thousands	May 04, 2024 USD ($)
Debt Instrument [Line Items]
Remainder of 2024	$ 0
2025	0
2026	0
2027	168,600
Thereafter	0
Total debt	$ 168,600

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

BASIS OF PRESENTATION (Policies)	3 Months Ended
BASIS OF PRESENTATION (Policies)	May 04, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The unaudited consolidated financial statements and accompanying notes to consolidated financial statements are prepared in accordance with U.S. GAAP for interim financial information and the rules and regulations of the SEC. Accordingly, certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated. As of May 4, 2024, February 3, 2024 and April 29, 2023, the Company did not have any investments in unconsolidated affiliates. FASB ASC 810—Consolidation is considered when determining whether an entity is subject to consolidation. In the opinion of management, the accompanying unaudited consolidated financial statements contain all normal recurring adjustments necessary for a fair statement of the consolidated financial position of the Company as of May 4, 2024 and April 29, 2023, the results of its consolidated operations, consolidated comprehensive loss, consolidated changes in stockholders’ (deficit) equity, and consolidated cash flows for the thirteen weeks ended May 4, 2024 and April 29, 2023. The consolidated balance sheet as of February 3, 2024 was derived from audited financial statements. Due to the seasonal nature of the Company’s business, the results of operations for the thirteen weeks ended May 4, 2024 and April 29, 2023 are not necessarily indicative of operating results for a full fiscal year. These consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 3, 2024. Certain prior period financial statement disclosures have been conformed to the current period presentation.
Fiscal Year	Fiscal Year The Company’s fiscal year is a fifty-two week or fifty-three week period ending on the Saturday on or nearest to January 31.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and amounts of revenues and expenses reported during the period. Actual results could differ from the assumptions used and estimates made by management, which could have a material impact on the Company’s financial position or results of operations. Critical accounting estimates inherent in the preparation of the consolidated financial statements include impairment of long-lived assets, impairment of indefinite-lived intangible assets, income taxes, stock-based compensation, and inventory valuation.
Recent Accounting Standards Updates	Recent Accounting Standards Updates In November 2023, the FASB issued Accounting Standards Update No. 2023-07 “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” (“ASU 2023-07”). The amendments in ASU 2023-07 are designed to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses during interim and annuals periods. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements. In December 2023, the FASB issued Accounting Standards Update No. 2023-09 “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” (“ASU 2023-09”). The amendments in ASU 2023-09 are designed to enhance the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, and income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this update on its consolidated financial statements.

INTANGIBLE ASSETS

3 Months Ended

May 04, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS

On April 4, 2019, the Company acquired certain intellectual property and related assets of Gymboree Group, Inc. and related entities, which included the worldwide rights to the names “Gymboree” and “Crazy 8” and other intellectual property, including trademarks, domain names, copyrights, and customer databases. These intangible assets, inclusive of acquisition costs, are recorded in the long-term assets section of the Consolidated Balance Sheets.

The Company recorded an impairment charge on the Gymboree tradename of $29.0 million in Fiscal 2023, which reduced the carrying value to its fair value of $41.0 million. There were no impairment charges recorded in the First Quarter 2024.

The Company’s intangible assets were as follows:


		May 4, 2024
	Useful Life	Gross Amount		Accumulated Amortization		Net Amount
		(in thousands)
Gymboree tradename (1)	Indefinite	$	41,000	$	—	$	41,000
Crazy 8 tradename (1)	5 years	4,000		(4,000)		—

Total intangible assets		$	45,000	$	(4,000)	$	41,000


		February 3, 2024
	Useful Life	Gross Amount		Accumulated Amortization		Net Amount
		(in thousands)
Gymboree tradename (1)	Indefinite	$	41,000	$	—	$	41,000
Crazy 8 tradename (1)	5 years	4,000		(3,877)		123
Total intangible assets		$	45,000	$	(3,877)	$	41,123


		April 29, 2023
	Useful Life	Gross Amount		Accumulated Amortization		Net Amount
		(in thousands)
Gymboree tradename (1)	Indefinite	$	69,953	$	—	$	69,953
Crazy 8 tradename (1)	5 years	4,000		(3,262)		738
Total intangible assets		$	73,953	$	(3,262)	$	70,691

____________________________________________

(1)Included within Tradenames, net on the Consolidated Balance Sheets.

SEGMENT INFORMATION

3 Months Ended

May 04, 2024

Segment Reporting [Abstract]

SEGMENT INFORMATION

In accordance with FASB ASC 280—Segment Reporting, the Company reports segment data based on geography: The Children’s Place U.S. and The Children’s Place International. Each segment includes an e-commerce business located at www.childrensplace.com and www.gymboree.com. Included in The Children’s Place U.S. segment are the Company’s U.S. and Puerto Rico-based stores and revenue from the Company’s U.S.-based wholesale business. Included in The Children’s Place International segment are the Company’s Canadian-based stores, revenue from the Company’s Canadian-based wholesale business, and revenue from international franchisees. The Company measures its segment profitability based on operating income, defined as income before interest and taxes. Net sales and direct costs are recorded by each segment. Certain inventory procurement functions, such as production and design, as well as corporate overhead, including executive management, finance, real estate, human resources, legal, and information technology services, are managed by The Children’s Place U.S. segment. Expenses related to these functions, including depreciation and amortization, are allocated to The Children’s Place International segment based primarily on net sales. The assets related to these functions are not allocated. The Company periodically reviews these allocations and adjusts them based upon changes in business circumstances. Net sales to external customers are derived from merchandise sales, and the Company has no customer that individually accounted for more than 10% of its net sales. As of May 4, 2024, The Children’s Place U.S. had 455 stores and The Children’s Place International had 63 stores. As of April 29, 2023, The Children’s Place U.S. had 528 stores and The Children’s Place International had 71 stores.

The following table provides segment level financial information:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)
Net sales:
The Children’s Place U.S.	$	246,188	$	293,486
The Children’s Place International (1)	21,690		28,154
Total net sales	$	267,878	$	321,640








Operating loss:
The Children’s Place U.S.	$	(23,979)	$	(28,027)
The Children’s Place International	(4,009)		(2,040)
Total operating loss	$	(27,988)	$	(30,067)
Operating loss as a percentage of net sales:
The Children’s Place U.S.	(9.7%)		(9.5%)
The Children’s Place International	(18.5%)		(7.2%)
Total operating loss as a percentage of net sales	(10.4%)		(9.3%)
Depreciation and amortization:
The Children’s Place U.S.	$	9,654	$	10,905
The Children’s Place International	1,981		943
Total depreciation and amortization	$	11,635	$	11,848
Capital expenditures:
The Children’s Place U.S.	$	4,678	$	10,972
The Children’s Place International	16		10
Total capital expenditures	$	4,694	$	10,982

____________________________________________

- Definition

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

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+ Details

LEASES

3 Months Ended

May 04, 2024

Leases [Abstract]

LEASES

The Company has operating leases for retail stores, corporate offices, distribution facilities, and certain equipment. The Company’s leases have remaining lease terms ranging from less than one year up to 13 years, some of which include options to extend the leases for up to five years, and some of which include options to terminate the lease early. The Company records all occupancy costs in Cost of sales, except costs for administrative office buildings, which are recorded in Selling, general, and administrative expenses. As of the periods presented, the Company’s finance leases were not material to the Consolidated Balance Sheets, Consolidated Statements of Operations, or Consolidated Statements of Cash Flows.

The following components of operating lease expense were recognized in the Company’s Consolidated Statements of Operations:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
	(in thousands)
Fixed operating lease cost	$	22,502	$	20,906
Variable operating lease cost (1)	7,846		14,697
Total operating lease cost	$	30,348	$	35,603

____________________________________________

(1)Includes short term leases with lease periods of less than 12 months.

As of May 4, 2024, the weighted-average remaining operating lease term was 4.4 years, and the weighted-average discount rate for operating leases was 7.6%. Cash paid for amounts included in the measurement of operating lease liabilities during the First Quarter 2024 was $19.7 million. ROU assets obtained in exchange for new operating lease liabilities were $22.1 million during the First Quarter 2024.

As of May 4, 2024, the maturities of operating lease liabilities were as follows:


	May 4, 2024
	(in thousands)
Remainder of 2024	$	66,253
2025	59,954
2026	31,507
2027	16,113
2028	13,931
Thereafter	40,603
Total operating lease payments	228,361
Less: imputed interest	(39,330)
Present value of operating lease liabilities	$	189,031

REVENUES - Disaggregation by Geography (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Disaggregation of Revenue [Line Items]
Total net sales	$ 267,878	$ 321,640
South
Disaggregation of Revenue [Line Items]
Total net sales	103,257	119,918
Northeast
Disaggregation of Revenue [Line Items]
Total net sales	54,228	64,532
West
Disaggregation of Revenue [Line Items]
Total net sales	33,917	42,603
Midwest
Disaggregation of Revenue [Line Items]
Total net sales	32,538	38,809
International and other
Disaggregation of Revenue [Line Items]
Total net sales	$ 43,938	$ 55,778

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

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

+ References

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+ Details

SEGMENT INFORMATION - Narrative (Details) - store	May 04, 2024	Apr. 29, 2023
Segment Reporting Information [Line Items]
Number of Stores	500
The Children’s Place U.S.
Segment Reporting Information [Line Items]
Number of Stores	455	528
The Children’s Place International
Segment Reporting Information [Line Items]
Number of Stores	63	71

PROPERTY AND EQUIPMENT, NET - Narrative (Details) - USD ($)	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Property, Plant and Equipment [Abstract]
Asset impairment charges	$ 0	$ 1,750,000

DEBT - Components (Details) - USD ($) $ in Millions	3 Months Ended		12 Months Ended
DEBT - Components (Details) - USD ($) $ in Millions	May 04, 2024	Apr. 29, 2023	Feb. 03, 2024	Apr. 15, 2024
Line of Credit Facility [Line Items]
Average end of day loan balance during the period	$ 228.2	$ 297.1	$ 315.5
Highest end of day loan balance during the period	$ 251.6	$ 305.9	$ 379.4
Average interest rate	9.60%	5.90%	7.50%
ABL Credit Facility and Previous ABL Credit Facility
Line of Credit Facility [Line Items]
Outstanding borrowings	$ 226.1	$ 300.8	$ 226.7
Utilization of credit facility at end of period	238.3	308.2	234.1
Availability	$ 47.7	$ 6.8	$ 24.3
Interest rate at end of period	9.90%	6.50%	8.10%
Revolving credit facility \| ABL Credit Facility and Previous ABL Credit Facility
Line of Credit Facility [Line Items]
Total borrowing base availability	$ 286.0	$ 408.9	$ 258.4
Credit facility availability	433.0	315.0	400.5	$ 445.0
Maximum borrowing capacity	286.0	315.0	258.4
Standby \| ABL Credit Facility and Previous ABL Credit Facility
Line of Credit Facility [Line Items]
Letters of credit outstanding—standby	12.2	7.4	7.4
Sublimit Letter Of Credit \| ABL Credit Facility
Line of Credit Facility [Line Items]
Availability	$ 12.8	$ 42.6	$ 42.6