Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended May 4, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-12107

Abercrombie & Fitch Co.

(Exact name of Registrant as specified in its charter)

Delaware

31-1469076

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

6301 Fitch Path,

New Albany,

Ohio

43054

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:

(614)

283-6500


Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, $0.01 Par Value

ANF

New York Stock Exchange

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). x Yes ¨ No

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes x No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.


Class A Common Stock						Shares outstanding as of June 5, 2024
$0.01 Par Value						51,105,328

Table of Contents


PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Condensed Consolidated Statements of Operations and Comprehensive Income	3
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Stockholders’ Equity	5
	Condensed Consolidated Statements of Cash Flows	6
	Index for Notes to Condensed Consolidated Financial Statements	7
	Notes to Condensed Consolidated Financial Statements	8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	34
Item 4.	Controls and Procedures	35
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36
Item 5.	Other Information	36
Item 6.	Exhibits	37
	Signatures	38


Abercrombie & Fitch Co.			2			2024 1Q Form 10-Q

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

Abercrombie & Fitch Co.

Condensed Consolidated Statements of Operations and Comprehensive Income

(Thousands, except per share amounts)

(Unaudited)




	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
Net sales	$	1,020,730	$	835,994
Cost of sales, exclusive of depreciation and amortization	343,273		326,200
Gross profit	677,457		509,794
Stores and distribution expense	371,686		336,049
Marketing, general and administrative expense	177,880		142,631


Other operating income, net	(1,958)		(2,894)
Operating income	129,849		34,008
Interest expense	5,780		7,458
Interest income	(10,803)		(4,015)
Interest (income) expense, net	(5,023)		3,443
Income before income taxes	134,872		30,565
Income tax expense	19,794		12,718
Net income	115,078		17,847
Less: Net income attributable to noncontrolling interests	1,228		1,276
Net income attributable to A&F	$	113,850	$	16,571

Net income per share attributable to A&F
Basic	$	2.24	$	0.33
Diluted	$	2.14	$	0.32

Weighted-average shares outstanding
Basic	50,893		49,574
Diluted	53,276		51,467

Other comprehensive (loss) income
Foreign currency translation adjustments, net of tax	$	(1,837)	$	311
Derivative financial instruments, net of tax	523		405
Other comprehensive (loss) income	(1,314)		716
Comprehensive income	113,764		18,563
Less: Comprehensive income attributable to noncontrolling interests	1,228		1,276
Comprehensive income attributable to A&F	$	112,536	$	17,287

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


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Abercrombie & Fitch Co.

Condensed Consolidated Balance Sheets

(Thousands, except par value amounts)

(Unaudited)


	May 4, 2024		February 3, 2024
Assets
Current assets:
Cash and equivalents	$	864,195	$	900,884
Receivables	93,605		78,346
Inventories	449,267		469,466
Other current assets	102,516		88,569
Total current assets	1,509,583		1,537,265
Property and equipment, net	540,697		538,033
Operating lease right-of-use assets	699,471		678,256
Other assets	220,334		220,679
Total assets	$	2,970,085	$	2,974,233
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	266,925	$	296,976
Accrued expenses	402,786		436,655
Short-term portion of operating lease liabilities	188,851		179,625
Income taxes payable	61,137		53,564
Total current liabilities	919,699		966,820
Long-term liabilities:
Long-term portion of operating lease liabilities	656,862		646,624
Long-term borrowings, net	213,102		222,119
Other liabilities	89,252		88,683
Total long-term liabilities	959,216		957,426
Stockholders’ equity
Class A Common Stock: $0.01 par value: 150,000 shares authorized and 103,300 shares issued for all periods presented	1,033		1,033
Paid-in capital	400,807		421,609
Retained earnings	2,745,382		2,643,629
Accumulated other comprehensive loss, net of tax (“AOCL”)	(137,282)		(135,968)
Treasury stock, at average cost: 52,198 and 52,800 shares as of May 4, 2024 and February 3, 2024, respectively	(1,931,054)		(1,895,143)
Total Abercrombie & Fitch Co. stockholders’ equity	1,078,886		1,035,160
Noncontrolling interests	12,284		14,827
Total stockholders’ equity	1,091,170		1,049,987
Total liabilities and stockholders’ equity	$	2,970,085	$	2,974,233

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


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Abercrombie & Fitch Co.

Condensed Consolidated Statements of Stockholders’ Equity

(Thousands, except per share amounts)

(Unaudited)


	Thirteen Weeks Ended May 4, 2024
	Common Stock			Paid-in capital		Non-controlling interests		Retained earnings		AOCL		Treasury stock			Total stockholders’ equity
	Shares outstanding	Par value										Shares	At average cost
Balance, February 3, 2024	50,500	$	1,033	$	421,609	$	14,827	$	2,643,629	$	(135,968)	52,800	$	(1,895,143)	$	1,049,987
Net income	—	—		—		1,228		113,850		—		—	—		115,078
Purchase of Common Stock	(119)	—		—		—		—		—		119	(15,000)		(15,000)

Share-based compensation issuances and exercises	721	—		(32,165)		—		(12,097)		—		(721)	(20,911)		(65,173)
Share-based compensation expense	—	—		11,363		—		—		—		—	—		11,363
Derivative financial instruments, net of tax	—	—		—		—		—		523		—	—		523
Foreign currency translation adjustments, net of tax	—	—		—		—		—		(1,837)		—	—		(1,837)
Distributions to noncontrolling interests, net	—	—		—		(3,771)		—		—		—	—		(3,771)
Ending balance at May 4, 2024	51,102	$	1,033	$	400,807	$	12,284	$	2,745,382	$	(137,282)	52,198	$	(1,931,054)	$	1,091,170

	Thirteen Weeks Ended April 29, 2023
	Common Stock			Paid-in capital		Non-controlling interests		Retained earnings		AOCL		Treasury stock			Total stockholders’ equity
	Shares outstanding	Par value										Shares	At average cost
Balance, January 28, 2023	49,002	$	1,033	$	416,255	$	11,728	$	2,368,815	$	(137,527)	54,298	$	(1,953,735)	$	706,569
Net income	—	—		—		1,276		16,571		—		—	—		17,847


Share-based compensation issuances and exercises	1,060	—		(23,644)		—		(40,864)		—		(1,060)	46,149		(18,359)
Share-based compensation expense	—	—		8,088		—		—		—		—	—		8,088
Derivative financial instruments, net of tax	—	—		—		—		—		405		—	—		405
Foreign currency translation adjustments, net of tax	—	—		—		—		—		311		—	—		311
Distributions to noncontrolling interests, net	—	—		—		(3,888)		—		—		—	—		(3,888)
Ending balance at April 29, 2023	50,062	$	1,033	$	400,699	$	9,116	$	2,344,522	$	(136,811)	53,238	$	(1,907,586)	$	710,973


Abercrombie & Fitch Co.			5			2024 1Q Form 10-Q

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Abercrombie & Fitch Co.

Condensed Consolidated Statements of Cash Flows

(Thousands)

(Unaudited)


	Thirteen Weeks Ended

	May 4, 2024		April 29, 2023
Operating activities
Net income	$	115,078	$	17,847
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization	37,689		36,028
Asset impairment	866		4,436
Loss on disposal	811		489
Provision for deferred income taxes	3,064		9,689
Share-based compensation	11,363		8,088
Loss on extinguishment of debt	168		—
Changes in assets and liabilities:
Inventories	19,854		57,662
Accounts payable and accrued expenses	(65,715)		(100,802)
Operating lease right-of-use assets and liabilities	(1,660)		(26,152)
Income taxes	7,573		3,000
Other assets	(34,634)		(10,957)
Other liabilities	553		112
Net cash provided by (used for) operating activities	95,010		(560)
Investing activities
Purchases of property and equipment	(38,886)		(46,391)



Net cash used for investing activities	(38,886)		(46,391)
Financing activities

Purchase of senior secured notes	(9,425)		—




Purchases of Common Stock	(15,000)		—

Acquisition of Common stock for tax withholding obligations	(65,173)		(18,359)
Other financing activities	(3,353)		(3,597)
Net cash used for financing activities	(92,951)		(21,956)
Effect of foreign currency exchange rates on cash	(857)		(1,998)
Net decrease in cash and equivalents, and restricted cash and equivalents	(37,684)		(70,905)
Cash and equivalents, and restricted cash and equivalents, beginning of period	909,685		527,569
Cash and equivalents, and restricted cash and equivalents, end of period	$	872,001	$	456,664
Supplemental information related to non-cash activities
Purchases of property and equipment not yet paid at end of period	$	40,998	$	48,006
Operating lease right-of-use assets additions, net of terminations, impairments and other reductions	73,686		17,857
Supplemental information related to cash activities
Cash paid for interest	174		—
Cash paid for income taxes	8,454		3,007
Cash received from income tax refunds	7		411
Cash paid for amounts included in measurement of operating lease liabilities, net of abatements	64,052		85,156

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.


Abercrombie & Fitch Co.			6			2024 1Q Form 10-Q

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Abercrombie & Fitch Co.

Index for Notes to Condensed Consolidated Financial Statements (Unaudited)


		Page No.
Note 1.	NATURE OF BUSINESS	8
Note 2.	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	8
Note 3.	REVENUE RECOGNITION	10
Note 4.	NET INCOME (LOSS) PER SHARE	11
Note 5.	FAIR VALUE	11
Note 6.	PROPERTY AND EQUIPMENT, NET	12
Note 7.	LEASES	12
Note 8.	ASSET IMPAIRMENT	13
Note 9.	INCOME TAXES	13
Note 10.	BORROWINGS	13
Note 11.	SHARE-BASED COMPENSATION	15
Note 12.	DERIVATIVE INSTRUMENTS	17
Note 13.	ACCUMULATED OTHER COMPREHENSIVE LOSS	18
Note 14.	SEGMENT REPORTING	18


Abercrombie & Fitch Co.			7			2024 1Q Form 10-Q

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Abercrombie & Fitch Co.

Notes to Condensed Consolidated Financial Statements (Unaudited)

1. NATURE OF BUSINESS

Abercrombie & Fitch Co. (“A&F”), a company incorporated in Delaware in 1996, through its subsidiaries (collectively, A&F and its subsidiaries are referred to as the “Company”), is a global, digitally-led omnichannel retailer. The Company offers a broad assortment of apparel, personal care products and accessories for men, women and kids, which are sold primarily through its Company-owned stores and digital channels, as well as through various third-party arrangements.

The Company’s brands include Abercrombie brands, which includes Abercrombie & Fitch and abercrombie kids, and Hollister brands, which includes Hollister and Gilly Hicks. These brands share a commitment to offering unique products of enduring quality and exceptional comfort that allow customers around the world to express their own individuality and style.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation

The accompanying Condensed Consolidated Financial Statements include historical financial statements of, and transactions applicable to, the Company and reflect its financial position, results of operations and cash flows.

The Company has interests in Emirati and Kuwaiti business ventures with Majid al Futtaim Fashion L.L.C. (“MAF”) and in a United States of America (the “U.S.”) business venture with Dixar L.L.C. (“Dixar”), each of which meets the definition of a variable interest entity (“VIE”). The purpose of the business ventures with MAF is to operate stores in the United Arab Emirates and Kuwait and the purpose of the business venture with Dixar is to hold the intellectual property related to the Social Tourist brand. The Company is deemed to be the primary beneficiary of these VIEs; therefore, the Company has consolidated the operating results, assets and liabilities of these VIEs, with the noncontrolling interests’ (“NCI”) portions of net income presented as net income attributable to NCI on the Condensed Consolidated Statements of Operations and Comprehensive Income and the NCI portion of stockholders’ equity presented as NCI on the Condensed Consolidated Balance Sheets.

Fiscal year

The Company’s fiscal year ends on the Saturday closest to January 31. This typically results in a fifty-two week year, but occasionally gives rise to an additional week, resulting in a fifty-three week year. Fiscal years are designated in the Condensed Consolidated Financial Statements and notes, as well as the remainder of this Quarterly Report on Form 10-Q, by the calendar year in which the fiscal year commences. All references herein to the Company’s fiscal years are as follows:

Fiscal year

Year ended/ending

Number of weeks

Fiscal 2023

February 3, 2024

Fiscal 2024

February 1, 2025

Fiscal 2025

January 31, 2026

Interim financial statements

The Condensed Consolidated Financial Statements as of May 4, 2024, and for the thirteen week periods ended May 4, 2024 and April 29, 2023, are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim consolidated financial statements. Accordingly, the Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto contained in A&F’s Annual Report on Form 10-K for Fiscal 2023 filed with the SEC on April 1, 2024 (the “Fiscal 2023 Form 10-K”). The February 3, 2024 consolidated balance sheet data, included herein, were derived from audited consolidated financial statements, but do not include all disclosures required by accounting principles generally accepted in the U.S. (“GAAP”).

In the opinion of management, the accompanying Condensed Consolidated Financial Statements reflect all adjustments (which are of a normal recurring nature) necessary to state fairly, in all material respects, the financial position, results of operations and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for Fiscal 2024.


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Use of estimates

The preparation of financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses during the reporting period. Due to the inherent uncertainty involved with estimates, actual results may differ. Additionally, these estimates and assumptions may change as a result of the impact of global economic conditions such as the uncertainty regarding a slowing economy, rising interest rates, continued inflation, fluctuation in foreign exchange rates, the ongoing conflicts between Russia and Ukraine or Israel and Hamas which could result in material impacts to the Company’s consolidated financial statements in future reporting periods.

Recent accounting pronouncements

The Company reviews recent accounting pronouncements on a quarterly basis and has excluded discussion of those not applicable to the Company and those that did not have, or are not expected to have, a material impact on the Company’s consolidated financial statements. The following table provides a brief description of certain accounting pronouncements that the company has adopted.

Accounting Standards Update (ASU)

Description

Effect on the financial statements or other significant matters

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

The update modifies the disclosure/presentation requirements of reportable segments. The amendments in the update require the disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit and loss, The amendments also require disclosure of all other segment items by reportable segment and a description of its composition. Additionally, the amendments require disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.This update is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted.

The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements and accompanying notes

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

The standard requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as information on income taxes paid. For public business entities (PBEs), the requirement will be effective for annual periods beginning after December 15, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted.

Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company's consolidated financial statements.

Condensed Consolidated Statements of Cash Flows reconciliation

The following table provides a reconciliation of cash and equivalents and restricted cash and equivalents to the amounts shown on the Condensed Consolidated Statements of Cash Flows:


(in thousands)	Location	May 4, 2024		February 3, 2024		April 29, 2023		January 28, 2023
Cash and equivalents	Cash and equivalents	$	864,195	$	900,884	$	446,952	$	517,602
Long-term restricted cash and equivalents	Other assets	7,807		8,801		9,712		9,967

Cash and equivalents and restricted cash and equivalents		$	872,001	$	909,685	$	456,664	$	527,569


Abercrombie & Fitch Co.			9			2024 1Q Form 10-Q

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Supply Chain Finance Program

Under the supply chain finance (“SCF”) program, which is administered by a third party, the Company’s vendors, at their sole discretion, are given the opportunity to sell receivables from the Company to a participating financial institution at a discount that leverages the Company’s credit profile. The commercial terms negotiated by the Company with its vendors are consistent, irrespective of whether a vendor participates in the SCF program. A participating vendor has the option to be paid by the financial institution earlier than the original invoice due date. The Company’s responsibility is limited to making payment on the terms originally negotiated by the Company with each vendor, regardless of whether the vendor sells its receivable to a financial institution. If a vendor chooses to participate in the SCF program, the Company pays the financial institution the stated amount of confirmed merchandise invoices on the stated maturity date, which is typically 75 days from the invoice date. The agreement with the financial institution does not require the Company to provide assets pledged as security or other forms of guarantees for the SCF program.

As of May 4, 2024 and February 3, 2024, $58.0 million and $72.4 million of SCF program liabilities were recorded in accounts payable in the Condensed Consolidated Balance Sheets, respectively, and reflected as a cash flow from operating activities in the Condensed Consolidated Statements of Cash Flows when settled.

The following table provides activity in the SCF program for the thirteen weeks ended May 4, 2024


	Thirteen Weeks Ended
(in thousands)	May 4, 2024
Confirmed obligations outstanding at the beginning of the period	$	72,376
Invoices confirmed during the period	75,468
Confirmed invoices paid during the period	(89,816)
Confirmed obligations outstanding at the end of the period	$	58,028

3. REVENUE RECOGNITION

Disaggregation of revenue

All revenues are recognized in net sales in the Condensed Consolidated Statements of Operations and Comprehensive Income. For information regarding the disaggregation of revenue, refer to Note 14, “SEGMENT REPORTING.”

Contract liabilities

The following table details certain contract liabilities representing unearned revenue as of May 4, 2024, February 3, 2024, April 29, 2023 and January 28, 2023:


(in thousands)	May 4, 2024		February 3, 2024		April 29, 2023		January 28, 2023
Gift card liability (1)	$	40,291	$	41,144	$	37,630	$	39,235
Loyalty programs liability	27,546		27,937		23,552		25,640

(1)Includes $9.9 million and $13.4 million of revenue recognized during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively, that was included in the gift card liability at the beginning of February 3, 2024 and January 28, 2023, respectively.

The following table details recognized revenue associated with the Company’s gift card program and loyalty programs for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Revenue associated with gift card redemptions and gift card breakage	$	30,661	$	24,224
Revenue associated with reward redemptions and breakage related to the Company’s loyalty programs	13,958		12,282


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4. NET INCOME PER SHARE

Net income per basic and diluted share attributable to A&F is computed based on the weighted-average number of outstanding shares of A&F’s Class A Common Stock, $0.01 par value (“Common Stock”). The following table provides additional information pertaining to net income per share attributable to A&F for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024	April 29, 2023
Shares of Common Stock issued	103,300	103,300
Weighted-average treasury shares	(52,407)	(53,726)
Weighted-average — basic shares	50,893	49,574
Dilutive effect of share-based compensation awards	2,383	1,893
Weighted-average — diluted shares	53,276	51,467
Anti-dilutive shares (1)	436	2,834

(1)Reflects the total number of shares related to outstanding share-based compensation awards that have been excluded from the computation of net income per diluted share because the impact would have been anti-dilutive. Unvested shares related to restricted stock units with performance-based and market-based vesting conditions can achieved from zero up to 200% of their target vesting amount and are reflected at the maximum vesting amount less any dilutive portion.

5. FAIR VALUE

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The inputs used to measure fair value are prioritized based on a three-level hierarchy. The three levels of inputs to measure fair value are as follows:

•Level 1—inputs are unadjusted quoted prices for identical assets or liabilities that are available in active markets that the Company can access at the measurement date.

•Level 2—inputs are other than quoted market prices included within Level 1 that are observable for assets or liabilities, directly or indirectly.

•Level 3—inputs to the valuation methodology are unobservable.

The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy. The following table provides the three levels of the hierarchy and the distribution of the Company’s assets measured at fair value on a recurring basis, as of May 4, 2024 and February 3, 2024:


	Assets and Liabilities at Fair Value as of May 4, 2024
(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents (1)	$	302,285	$	17,912	$	—	$	320,197
Derivative instruments (2)	—		1,613		—		1,613
Rabbi Trust assets (3)	1,164		52,863		—		54,027
Restricted cash equivalents (1)	3,285		1,441		—		4,726
Total assets	$	306,734	$	73,829	$	—	$	380,563

Liabilities:
Derivative instruments (2)	$	—	$	117	$	—	$	117
Total liabilities	$	—	$	117	$	—	$	117


	Assets and Liabilities at Fair Value as of February 3, 2024
(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents (1)	$	349,174	$	26,975	$	—	$	376,149
Derivative instruments (2)	—		1,092		—		1,092
Rabbi Trust assets (3)	1,164		52,521		—		53,685
Restricted cash equivalents (1)	4,282		1,420		—		5,702
Total assets	$	354,620	$	82,008	$	—	$	436,628

Liabilities:
Derivative instruments (2)	$	—	$	539	$	—	$	539
Total liabilities	$	—	$	539	$	—	$	539

(1) Level 1 assets consisted of investments in money market funds and U.S. treasury bills. Level 2 assets consisted of time deposits.

(2) Level 2 assets and liabilities consisted primarily of foreign currency exchange forward contracts.

(3) Level 1 assets consisted of investments in money market funds. Level 2 assets consisted of trust-owned life insurance policies.


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The Company’s Level 2 assets and liabilities consisted of:

•Trust-owned life insurance policies, which were valued using the cash surrender value of the life insurance policies;

•Time deposits, which were valued at cost, approximating fair value, due to the short-term nature of these investments; and

•Derivative instruments, primarily foreign currency exchange forward contracts, which were valued using quoted market prices of the same or similar instruments, adjusted for counterparty risk.

Fair value of long-term borrowings

The Company’s borrowings under its senior secured notes, which have a fixed 8.75% interest rate and mature on July 15, 2025 (the “Senior Secured Notes”), are carried at historical cost in the accompanying Condensed Consolidated Balance Sheets. The following table provides the carrying amount and fair value of the Company’s long-term gross borrowings as of May 4, 2024 and February 3, 2024:


(in thousands)	May 4, 2024		February 3, 2024
Gross borrowings outstanding, carrying amount	$	213,906	$	223,214
Gross borrowings outstanding, fair value (1)	215,510		226,004

(1) Classified as Level 2 measurements within the fair value hierarchy.

6. PROPERTY AND EQUIPMENT, NET

The following table provides property and equipment, net as of May 4, 2024 and February 3, 2024:


(in thousands)	May 4, 2024		February 3, 2024
Property and equipment, at cost	$	2,529,429	$	2,509,184
Less: Accumulated depreciation and amortization	(1,988,732)		(1,971,151)
Property and equipment, net	$	540,697	$	538,033

Refer to Note 8, “ASSET IMPAIRMENT,” for details related to property and equipment impairment charges incurred during the thirteen weeks ended May 4, 2024 and thirteen weeks ended April 29, 2023.

7. LEASES

The Company is a party to leases related to its Company-operated retail stores as well as for certain of its distribution centers, office space, information technology and equipment.

The following table provides a summary of the Company’s operating lease costs for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Single lease cost (1)	$	59,980	$	58,340
Variable lease cost (2)	46,169		35,695
Operating lease right-of-use asset impairment (3)	339		1,414
Sublease income	(984)		(984)
Total operating lease cost	$	105,504	$	94,465

(1)Includes amortization and interest expense associated with operating lease right-of-use assets and the impact from remeasurement of operating lease liabilities.

(2)Includes variable payments related to both lease and nonlease components, such as contingent rent payments made by the Company based on performance, and payments related to taxes, insurance, and maintenance costs.

(3)Refer to Note 8, “ASSET IMPAIRMENT,” for details related to operating lease right-of-use asset impairment charges.

The Company had minimum commitments related to operating lease contracts that have not yet commenced, primarily for certain Company-operated retail stores, of approximately $72.1 million as of May 4, 2024.


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8. ASSET IMPAIRMENT

The following table provides asset impairment charges for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Operating lease right-of-use asset impairment	$	339	$	1,414
Property and equipment asset impairment	527		3,022
Total asset impairment	$	866	$	4,436

Asset impairment charges for the thirteen weeks ended May 4, 2024 and April 29, 2023 related to certain of the Company’s store assets. The store impairment charges for the thirteen weeks ended May 4, 2024 reduced the then carrying amount of the impaired stores’ assets to their fair value of approximately $8.3 million, including $6.7 million related to operating lease right-of-use assets.

9. INCOME TAXES

The quarterly provision for income taxes is based on the current estimate of the annual effective income tax rate and the tax effect of discrete items occurring during the quarter. The Company’s quarterly provision and the estimate of the annual effective tax rate are subject to significant variation due to several factors. These factors include variability in the pre-tax jurisdictional mix of earnings, changes in how the Company does business including entering into new businesses or geographies, changes in foreign currency exchange rates, changes in laws, regulations, interpretations and administrative practices, relative changes in expenses or losses for which tax benefits are not recognized and the impact of discrete items. In addition, jurisdictions where the Company anticipates an ordinary loss for the fiscal year for which the Company does not anticipate future tax benefits are excluded from the overall computation of estimated annual effective tax rate and no tax benefits are recognized in the period related to losses in such jurisdictions. The impact of these items on the effective tax rate will be greater at lower levels of pre-tax earnings.

Impact of valuation allowances

During the thirteen weeks ended May 4, 2024, the Company did not recognize income tax benefits on $7.6 million of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $1.1 million.

As of May 4, 2024, the Company had foreign net deferred tax assets of approximately $38.3 million, including $8.1 million, $7.4 million, and $12.7 million in China, Japan and the United Kingdom, respectively. While the Company believes that these net deferred tax assets are more-likely-than-not to be realized, it is not a certainty, as the Company continues to evaluate and respond to emerging situations. Should circumstances change, the net deferred tax assets may become subject to additional valuation allowances in the future. Additional valuation allowances would result in additional tax expense.

During the thirteen weeks ended April 29, 2023, the Company did not recognize income tax benefits on $20.3 million of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $3.1 million.

As of February 3, 2024, there were approximately $7.6 million, $7.5 million, and $12.6 million of net deferred tax assets in China, Japan, and the United Kingdom, respectively.

Share-based compensation

Refer to Note 11, “SHARE-BASED COMPENSATION,” for details on income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 4, 2024 and April 29, 2023.


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10. BORROWINGS

The following table provides details on the Company’s long-term borrowings, net, as of May 4, 2024 and February 3, 2024 :


(in thousands)	May 4, 2024		February 3, 2024
Long-term portion of borrowings, gross at carrying amount	$	213,906	$	223,214
Unamortized fees	(804)		(1,095)
Long-term borrowings, net	$	213,102	$	222,119

Senior Secured Notes

During the thirteen weeks ended May 4, 2024, A&F Management purchased $9.3 million of outstanding Senior Secured Notes in the open market and incurred a $0.2 million loss on extinguishment of debt, recognized in interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income. The terms of the Senior Secured Notes have remained unchanged from those disclosed in Note 12, “BORROWINGS,” of the Notes to Consolidated Financial Statements contained in “Item 8. Financial Statements and Supplementary Data” of the Fiscal 2023 Form 10-K.

ABL Facility

The terms of the Company’s senior secured revolving credit facility of up to $400.0 million (the “ABL Facility”) have remained unchanged from those disclosed in Note 12, “BORROWINGS,” of the Notes to Consolidated Financial Statements contained in “Item 8. Financial Statements and Supplementary Data” of the Fiscal 2023 Form 10-K.

The Company did not have any borrowings outstanding under the ABL Facility as of May 4, 2024 or as of February 3, 2024.

As of May 4, 2024, availability under the ABL Facility was $325.2 million, net of $0.4 million in outstanding stand-by letters of credit. As the Company must maintain excess availability equal to the greater of 10% of the loan cap or $30 million under the ABL Facility, borrowing capacity available to the Company under the ABL Facility was $292.7 million as of May 4, 2024.

Representations, warranties and covenants

The agreements related to the Senior Secured Notes and the ABL Facility contain various representations, warranties and restrictive covenants that, among other things and subject to specified exceptions, restrict the ability of the Company and its subsidiaries to: grant or incur liens; incur, assume or guarantee additional indebtedness; sell or otherwise dispose of assets, including capital stock of subsidiaries; make investments in certain subsidiaries; pay dividends, make distributions or redeem or repurchase capital stock; change the nature of their business; and consolidate or merge with or into, or sell substantially all of the assets of the Company or Abercrombie & Fitch Management Co. (“A&F Management”) to another entity.

The Senior Secured Notes are guaranteed on a senior secured basis, jointly and severally, by A&F and each of the existing and future wholly-owned domestic restricted subsidiaries of A&F that guarantee or will guarantee A&F Management’s Amended and Restated Credit Agreement (the “Amended and Restated Credit Agreement”) or certain future capital markets indebtedness.

Certain of the agreements related to the Senior Secured Notes and the ABL Facility also contain certain affirmative covenants, including reporting requirements such as delivery of financial statements, certificates and notices of certain events, maintaining insurance and providing additional guarantees and collateral in certain circumstances.

The Company was in compliance with all debt covenants under these agreements as of May 4, 2024.


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11. SHARE-BASED COMPENSATION

Financial statement impact

The following table provides share-based compensation expense and the related income tax impacts for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Share-based compensation expense	$	11,363	$	8,088
Income tax benefits associated with share-based compensation expense recognized	1,278		1,005

The following table provides discrete income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 4, 2024 and April 29, 2023:



	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Income tax discrete benefits realized for tax deductions related to the issuance of shares	$	14,554	$	1,117
Income tax discrete charges realized upon cancellation of stock appreciation rights	—		(101)
Total income tax discrete benefits related to share-based compensation awards	$	14,554	$	1,016

The following table provides the amount of employee tax withheld by the Company upon the issuance of shares associated with restricted stock units vesting and the exercise of stock appreciation rights for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Employee tax withheld upon issuance of shares (1)	$	65,173	$	18,359

(1) Classified within financing activities on the Condensed Consolidated Statements of Cash Flows.

Restricted stock units

The following table provides the summarized activity for restricted stock units for the thirteen weeks ended May 4, 2024:


	Service-based Restricted Stock Units			Performance-based Restricted Stock Units			Market-based Restricted Stock Units
	Number of Underlying Shares	Weighted- Average Grant Date Fair Value		Number of Underlying Shares	Weighted- Average Grant Date Fair Value		Number of Underlying Shares	Weighted- Average Grant Date Fair Value
Unvested at February 3, 2024	1,886,085	$	27.12	521,212	$	30.03	260,619	$	43.90
Granted	226,209	120.49		53,775	120.56		26,895	180.71
Adjustments for performance achievement	—	—		150,446	32.10		75,227	50.34
Vested	(757,301)	24.37		(300,892)	32.10		(150,454)	50.34
Forfeited	(40,864)	30.95		—	—		—	—
Unvested at May 4, 2024 (1)	1,314,129	$	44.71	424,541	$	40.76	212,287	$	58.95

(1) Unvested shares related to restricted stock units with performance-based and market-based vesting conditions are reflected at 100% of their target vesting amount in the table above. Unvested shares related to restricted stock units with performance-based and market-based vesting conditions can be achieved from zero up to 200% of their target vesting amount.

The following table provides the unrecognized compensation cost and the remaining weighted-average period over which these costs are expected to be recognized for restricted stock units as of May 4, 2024:


	Service-based Restricted Stock Units		Performance-based Restricted Stock Units		Market-based Restricted Stock Units
Unrecognized compensation cost (in thousands)	$	53,083	$	20,866	$	8,037
Remaining weighted-average period cost is expected to be recognized (years)	1.5		1.6		1.6


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The following table provides additional information pertaining to restricted stock units for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Service-based restricted stock units:
Total grant date fair value of awards granted	$	27,256	$	23,842
Total grant date fair value of awards vested	18,455		15,560

Performance-based restricted stock units:
Total grant date fair value of awards granted	6,483		6,300
Total grant date fair value of awards vested	9,659		—

Market-based restricted stock units:
Total grant date fair value of awards granted	4,860		4,576
Total grant date fair value of awards vested	7,574		16,040

The following table provides the weighted-average assumptions used for market-based restricted stock units in the Monte Carlo simulation during the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
	May 4, 2024			April 29, 2023
Grant date market price	$	120.56		$	28.36
Fair value	180.71			41.20

Price volatility	59		%	63		%
Expected term (years)	2.9			2.9
Risk-free interest rate	4.3		%	4.6		%
Dividend yield	—			—
Average volatility of peer companies	51.8			66.0
Average correlation coefficient of peer companies	0.4866			0.5295

Stock appreciation rights

The following table provides the summarized stock appreciation rights activity for the thirteen weeks ended May 4, 2024:


	Number of Underlying Shares	Weighted-Average Exercise Price		Aggregate Intrinsic Value (in thousands)		Weighted-Average Remaining Contractual Life (years)
Outstanding at February 3, 2024	25,600	$	29.29

Exercised	(25,600)	29.29
Forfeited or expired	—	—
Outstanding at May 4, 2024	—	$	—	$	—	0.0
Stock appreciation rights exercisable at May 4, 2024	—	$	—	$	—	0.0

The following table provides additional information pertaining to stock appreciation rights exercised during the thirteen weeks ended May 4, 2024 and April 29, 2023:


(in thousands)	May 4, 2024		April 29, 2023
Total grant date fair value of awards exercised	$	267	$	64


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12. DERIVATIVE INSTRUMENTS

The Company is exposed to risks associated with changes in foreign currency exchange rates and uses derivative instruments, primarily forward contracts, to manage the financial impacts of these exposures. The Company does not use forward contracts to engage in currency speculation and does not enter into derivative financial instruments for trading purposes.

The Company uses derivative instruments, primarily foreign currency exchange forward contracts designated as cash flow hedges, to hedge the foreign currency exchange rate exposure associated with forecasted foreign-currency-denominated intercompany inventory sales to foreign subsidiaries and the related settlement of the foreign-currency-denominated intercompany receivables. Fluctuations in foreign currency exchange rates will either increase or decrease the Company’s intercompany equivalent cash flows and affect the Company’s U.S. dollar earnings. Gains or losses on the foreign currency exchange forward contracts that are used to hedge these exposures are expected to partially offset this variability. Foreign currency exchange forward contracts represent agreements to exchange the currency of one country for the currency of another country at an agreed upon settlement date. These foreign currency exchange forward contracts typically have a maximum term of twelve months. The sale of the inventory to the Company’s customers will result in the reclassification of related derivative gains and losses that are reported in AOCL into earnings.

The Company also uses foreign currency exchange forward contracts to hedge certain foreign-currency-denominated net monetary assets/liabilities. Examples of monetary assets/liabilities include cash balances, receivables and payables. Fluctuations in foreign currency exchange rates result in transaction gains or losses being recorded in earnings, as GAAP requires that monetary assets/liabilities be remeasured at the spot exchange rate at quarter-end and upon settlement. The Company has chosen not to apply hedge accounting to these instruments because there are no anticipated differences in the timing of gain or loss recognition on the hedging instruments and the hedged items.

As of May 4, 2024, the Company had outstanding the following foreign currency exchange forward contracts that were entered into to hedge either a portion, or all, of forecasted foreign-currency-denominated intercompany transactions:


(in thousands)	Notional Amount (1)
Euro	$	46,741
British pound	43,758
Canadian dollar	16,150

(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.

As of May 4, 2024, foreign currency exchange forward contracts that were entered into to hedge foreign-currency-denominated net monetary assets and liabilities were as follows:


(in thousands)	Notional Amount (1)
British pound	$	12,325


Euro	21,307

(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.

The fair value of derivative instruments is determined using quoted market prices of the same or similar instruments, adjusted for counterparty risk. The following table provides the location and amounts of derivative fair values of foreign currency exchange forward contracts on the Condensed Consolidated Balance Sheets as of May 4, 2024 and February 3, 2024:


(in thousands)	Location	May 4, 2024		February 3, 2024		Location	May 4, 2024		February 3, 2024
Derivatives designated as cash flow hedging instruments	Other current assets	$	1,163	$	1,090	Accrued expenses	$	117	$	539
Derivatives not designated as hedging instruments	Other current assets	450		2		Accrued expenses	—		—
Total		$	1,613	$	1,092		$	117	$	539

The following table provides information pertaining to derivative gains or losses from foreign currency exchange forward contracts designated as cash flow hedging instruments for the thirteen weeks ended May 4, 2024 and April 29, 2023:




	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Gain (loss) recognized in AOCL (1)	$	1,029	$	(507)
Gain (loss) reclassified from AOCL to cost of sales, exclusive of depreciation and amortization (2)	483		(906)

(1)Amount represents the change in fair value of derivative instruments.

(2)Amount represents gain (loss) reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) when the hedged item affects earnings, which is when merchandise is converted to cost of sales, exclusive of depreciation and amortization.

Substantially all of the unrealized gain will be recognized in costs of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income over the next twelve months.


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The following table provides additional information pertaining to derivative gains or losses from foreign currency exchange forward contracts not designated as hedging instruments for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Gain (loss) recognized in other operating income, net	$	1,868	$	(547)

13. ACCUMULATED OTHER COMPREHENSIVE LOSS

The following tables provide activity in AOCL for the thirteen weeks ended May 4, 2024:


	Thirteen Weeks Ended May 4, 2024
(in thousands)	Foreign Currency Translation Adjustment		Unrealized Gain (Loss) on Derivative Financial Instruments		Total
Beginning balance at February 3, 2024	$	(136,532)	$	564	$	(135,968)
Other comprehensive (loss) income before reclassifications	(1,837)		1,029		(808)
Reclassified gain from AOCL (1)	—		(483)		(483)
Tax effect	—		(23)		(23)
Other comprehensive (loss) income after reclassifications	(1,837)		523		(1,314)
Ending balance at May 4, 2024	$	(138,369)	$	1,087	$	(137,282)

(1) Amount represents gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following tables provide activity in AOCL for the thirteen weeks ended April 29, 2023:


	Thirteen Weeks Ended April 29, 2023
(in thousands)	Foreign Currency Translation Adjustment		Unrealized Gain (Loss) on Derivative Financial Instruments		Total
Beginning balance at January 28, 2023	$	(132,653)	$	(4,874)	$	(137,527)
Other comprehensive income (loss) before reclassifications	311		(507)		(196)
Reclassified loss from AOCL (1)	—		906		906
Tax effect	—		6		6
Other comprehensive income after reclassifications	311		405		716
Ending balance at April 29, 2023	$	(132,342)	$	(4,469)	$	(136,811)

(1) Amount represents loss reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

14. SEGMENT REPORTING

The Company’s reportable segments are based on the financial information the chief operating decision maker (“CODM”) uses to allocate resources and assess performance of its business.

The Company manages its business on a geographic basis, consisting of three reportable segments: Americas; Europe, the Middle East and Africa (EMEA); and Asia-Pacific (APAC). Corporate functions and other income and expenses are evaluated on a consolidated basis and are not allocated to the Company’s segments, and therefore are included as a reconciling item between segment and total operating income. The Americas reportable segment includes the results of operations in North America and South America. The EMEA reportable segment includes the results of operations in Europe, the Middle East and Africa. The APAC reportable segment includes the results of operations in the Asia-Pacific region, including Asia and Oceania. Intersegment sales and transfers are recorded at cost and are treated as a transfer of inventory. All intercompany revenues are eliminated in consolidation and are not reviewed when evaluating segment performance. All prior periods presented are recast to conform to the new segment presentation.

The group comprised of the Company’s (i) Chief Executive Officer and (ii) Chief Financial Officer and Chief Operating Officer functions as the Company’s CODM. The Company’s CODM manages business operations and evaluates the performance of each segment based on the net sales and operating income (loss) of the segment.

Net sales by segment are presented by attributing revenues on the basis of the segment that fulfills the order. Operating income (loss) for each segment includes net sales to third parties, related cost of sales and operating expenses directly attributed to the segment. Corporate/other expenses include expenses incurred that are not directly attributed to a reportable segment and primarily relate to corporate or global functions such as design, sourcing, brand management, corporate strategy, information


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technology, finance, treasury, legal, human resources, and other corporate support services, as well as certain globally managed components of the planning, merchandising, and marketing functions.

The Company reports inventories by segment as that information is used by the CODM in determining allocation of resources to the segments. The Company does not report its other assets by segment as that information is not used by the CODM in assessing segment performance or allocating resources.

The following tables provide the Company’s segment information as of May 4, 2024 and February 3, 2024, and for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Net Sales
	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Americas	$	820,121	$	665,423
EMEA	164,778		138,106
APAC	35,831		32,465
Segment total	$	1,020,730	$	835,994


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

Americas	$	252,347	$	156,445
EMEA	24,501		(1,485)
APAC	(322)		(2,547)
Segment total	$	276,526	$	152,413
Operating (loss) income not attributed to segments:
Stores and distribution expense	(3,371)		(1,889)
Marketing, general and administrative expense	(145,264)		(119,405)

Other operating income,net	1,958		2,889

Total operating income	$	129,849	$	34,008


	Assets
(in thousands)	May 4, 2024		February 3, 2024
Inventories
Americas	$	361,061	$	372,371
EMEA	70,829		77,125
APAC	17,377		19,970
Total inventories	$	449,267	$	469,466
Assets not attributed to segments	2,520,818		2,504,767
Total assets	$	2,970,085	$	2,974,233

Brand Information

The following table provides additional disaggregated revenue information, which is categorized by brand, for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Abercrombie (1)	$	571,513	$	436,044
Hollister (2)	449,217		399,950
Total	$	1,020,730	$	835,994

(1)Abercrombie brands includes Abercrombie & Fitch and abercrombie kids.

(2)Hollister brands includes Hollister and Gilly Hicks


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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read together with the Company’s Condensed Consolidated Financial Statements and Notes to Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q in “Item 1. Financial Statements (Unaudited),” to which all references to Notes in MD&A are made.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

The Company cautions that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this Quarterly Report on Form 10-Q or made by the Company or, its management and spokespeople involve risks and uncertainties and are subject to change based on various important factors, many of which may be beyond the Company’s control. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “should,” “are confident,” “will,” “could,” “outlook,” or the negative versions of these words or other comparable words, and similar expressions may identify forward-looking statements. Future economic and industry trends that could potentially impact revenue and profitability are difficult to predict. Therefore, there can be no assurance that the forward-looking statements included in this Quarterly Report on Form 10-Q will prove to be accurate. Factors that could cause results to differ from those expressed in the Company’s forward-looking statements include, but are not limited to, the risks described or referenced in Part I, Item 1A. “Risk Factors,” in the Company’s Fiscal 2023 Form 10-K and otherwise in our reports and filings with the SEC, as well as the following:

•risks related to changes in global economic and financial conditions, including inflation, and the resulting impact on consumer spending generally and on our operating results, financial condition, and expense management, and our ability to adequately mitigate the impact;

•risks related to geopolitical conflict, armed conflict, such as the conflicts between Russia and Ukraine or Israel and Hamas and the possible expansion of conflict in the surrounding areas, including the impact of such conflicts on international trade, supplier delivery or increased freight costs, acts of terrorism, mass casualty events, social unrest, civil disturbance or disobedience;

•risks related to natural disasters and other unforeseen catastrophic events;

•risks related to our failure to engage our customers, anticipate customer demand and changing fashion trends, and manage our inventory;

•risks related to our ability to successfully invest in and execute on our customer, digital and omnichannel initiatives;

•risks related to the effects of seasonal fluctuations on our sales and our performance during the back-to-school and holiday selling seasons;

•risks related to fluctuations in foreign currency exchange rates;

•risks related to fluctuations in our tax obligations and effective tax rate, including as a result of earnings and losses generated from our international operations;

•risks related to our ability to execute on, and maintain the success of, our strategic and growth initiatives, including those outlined in our 2025 Always Forward Plan;

•risks related to global operations, including changes in the economic or political conditions where we sell or source our products or changes in import tariffs or trade restrictions;

•risks and uncertainty related to adverse public health developments;

•risks related to cybersecurity threats and privacy or data security breaches;

•risks related to the potential loss or disruption of our information systems;

•risks related to the continued validity of our trademarks and our ability to protect our intellectual property;

•risks associated with climate change and other corporate responsibility issues;

•risks related to reputational harm to the Company, its officers, and directors;

•risks related to actual or threatened litigation; and

•uncertainties related to future legislation, regulatory reform, policy changes, or interpretive guidance on existing legislation.

In light of the significant uncertainties in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company, or any other person, that the objectives of the Company will be achieved. The forward-looking statements included herein are based on information presently available to the management of the Company. Except as may be required by applicable law, the Company assumes no obligation to publicly update or revise its forward-looking statements, including any financial targets and estimates, whether as a result of new information, future events, or otherwise. As used herein, “Abercrombie & Fitch Co.,” “the Company,” “we,” “us,” “our,” and similar terms include Abercrombie & Fitch Co. and its subsidiaries, unless the context indicates otherwise.


Abercrombie & Fitch Co.			20			2024 1Q Form 10-Q

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INTRODUCTION

MD&A is provided as a supplement to the accompanying Condensed Consolidated Financial Statements and notes thereto to help provide an understanding of the Company’s results of operations, financial condition, and liquidity. MD&A is organized as follows:

•Overview. A general description of the Company’s business and certain segment information.

•Current Trends and Outlook. A discussion related to certain of the Company’s focus areas for the current fiscal year and discussion of certain risks and challenges, as well as a summary of the Company’s performance for the thirteen weeks ended May 4, 2024 and April 29, 2023.

•Results of Operations. An analysis of certain components of the Company’s Condensed Consolidated Statements of Operations and Comprehensive Income for the thirteen weeks ended May 4, 2024 and April 29, 2023.

•Liquidity and Capital Resources. A discussion of the Company’s financial condition, changes in financial condition and liquidity as of May 4, 2024, which includes (i) an analysis of financial condition as compared to February 3, 2024; (ii) an analysis of changes in cash flows for the thirteen weeks ended May 4, 2024, as compared to the thirteen weeks ended April 29, 2023; and (iii) an analysis of liquidity, including availability under the Company’s ABL Facility, the Company’s share repurchase program, and outstanding debt and covenant compliance.

•Recent Accounting Pronouncements. A discussion, as applicable, of the recent accounting pronouncements the Company has adopted or is currently evaluating, including the dates of adoption and/or expected dates of adoption, and anticipated effects on the Company’s Condensed Consolidated Financial Statements.

•Critical Accounting Estimates. A discussion of the accounting estimates considered to be important to the Company’s results of operations and financial condition, which typically require significant judgment and estimation on the part of management in their application.

•Non-GAAP Financial Measures. MD&A provides a discussion of certain financial measures that have been determined to not be presented in accordance with GAAP. This section includes certain reconciliations between GAAP and non-GAAP financial measures and additional details on non-GAAP financial measures, including information as to why the Company believes the non-GAAP financial measures provided within MD&A are useful to investors.


Abercrombie & Fitch Co.			21			2024 1Q Form 10-Q

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OVERVIEW

Business summary

The Company is a global, digitally-led omnichannel retailer. The Company offers a broad assortment of apparel, personal care products and accessories for men, women and kids, which are sold primarily through its Company-owned stores and digital channels, as well as through various third-party arrangements.

The Company’s fiscal year ends on the Saturday closest to January 31. All references herein to the Company’s fiscal years are as follows:

Fiscal year

Year ended/ending

Number of weeks

Fiscal 2023

February 3, 2024

Fiscal 2024

February 1, 2025

Fiscal 2025

January 31, 2026

Seasonality

Historically, the Company’s operations have been seasonal in nature and consist of two principal selling seasons: the spring season, which includes the first and second fiscal quarters (“Spring”) and the fall season, which includes the third and fourth fiscal quarters (“Fall”). Due to the seasonal nature of the retail apparel industry, the results of operations for any current period are not necessarily indicative of the results expected for the full fiscal year and the Company could have significant fluctuations in certain asset and liability accounts. The Company historically experiences its greatest sales activity during the Fall season due to back-to-school and holiday sales periods, respectively.

CURRENT TRENDS AND OUTLOOK

Focus areas for fiscal 2024

In June of Fiscal 2022, we announced our 2025 Always Forward Plan, which outlines our long-term strategy and goals, including growing shareholder value. The 2025 Always Forward Plan is anchored on our strategic growth principles, which are to:

•Execute focused growth plans;

•Accelerate an enterprise-wide digital revolution; and

•Operate with financial discipline

The 2025 Always Forward Plan growth principles serve as a framework for the Company achieving sustainable and profitable growth and profitability in Fiscal 2024. Below are some additional details specific to Fiscal 2024 objectives within the 2025 Always Forward Plan:

Execute focused growth plans by:

•driving sales growth across regions and brands primarily through marketing and store investment.

•using our playbooks globally to align the brands’ products, voices, and experiences with customers, both digitally and in-store; and

•using testing and chase strategies to deliver compelling assortments and product collections across genders.

Accelerate an enterprise-wide digital revolution to improve the customer and associate experience by:

•continuing to progress on our multi-year enterprise resource planning (“ERP”) transformation and cloud migration journey; and

•investing in digital and technology to improve experiences across key parts of the customer journey while delivering a consistent omnichannel experience.

Operate with financial discipline by:

•actively managing inventory levels and positioning Abercrombie brands and Hollister brands to chase inventory as appropriate throughout the year; and

•funding our growth strategies while properly balancing investments, impacts of inflation and efficiency efforts.


Abercrombie & Fitch Co.			22			2024 1Q Form 10-Q

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Current macroeconomic conditions and impact of inflation

Macroeconomic conditions, including inflation, higher interest rates, the geopolitical landscape, political uncertainty including elections in several countries, foreign exchange rate fluctuations, and declines in consumer discretionary spending continue to negatively impact the global economy. In periods of perceived or actual unfavorable economic conditions, consumers may reallocate available discretionary spending, which may adversely impact demand for our products. The Company continues to experience pricing volatility with respect to cotton, raw materials and freight costs. While cotton and raw material costs have decreased from prior year-end levels, freight costs have recently been increasing. Continued inflationary pressures and pricing volatility could further impact expenses and have a long-term impact on the Company because increasing costs may impact its ability to maintain satisfactory margins.

Global events and supply chain disruptions

As a global multi-brand omnichannel specialty retailer, with operations in North America, Europe, the Middle East, and Asia, among other regions, management is mindful of macroeconomic risks, global challenges and the changing global geopolitical environment, including the ongoing armed conflicts between Russia and Ukraine or Israel and Hamas, and conflict in the surrounding areas, which could adversely impact certain areas of the business. Starting in late Fiscal 2023, disruptions to ocean vessels in the Red Sea resulted in delayed deliveries to the EMEA region. Such disruptions have also increased freight costs, which may impact the Company through the remainder of Fiscal 2024. The Company has taken certain mitigating actions in response to these events, including increasing air freight usage where appropriate and prioritizing critical orders earlier to allow for longer lead times. Further mitigating actions may be needed, particularly if there is prolonged or escalating conflict in the Red Sea.

Management continues to monitor global events and assess the potential impacts that these events and similar events may have on the business in future periods. Although management also develops and updates contingency plans to assist in mitigating potential impacts, it is possible that the Company’s preparations for such events are not adequate to mitigate their impact, and that these events could further adversely affect its business and results of operations.

Global store network optimization

The Company has a goal of finding the right size, right location and right economics for omni-enabled stores that cater to local customers. The Company continues to use data to inform its focus on aligning store square footage with digital penetration, and during the year-to-date period of Fiscal 2024, the Company opened 1 new store, while closing 13 stores. As part of this focus, the Company has updated and increased its store investment plan to include approximately 60 new stores, while closing approximately 40 stores, during Fiscal 2024, pending negotiations with our landlord partners.

Future closures could be completed through natural lease expirations, while certain other leases include early termination options that can be exercised under specific conditions. The Company may also elect to exit or modify other leases, and could incur charges related to these actions.

Pillar Two Model Rules

In 2021, the Organization for Economic Cooperation and Development (“OECD”) released Pillar Two Global Anti-Base Erosion model rules (“Pillar Two Rules”), designed to ensure large corporations are taxed at a minimum rate of 15% in all countries of operation. Although the U.S. has not yet enacted legislation implementing Pillar Two Rules, other countries where the Company does business, including the U.K. and Germany, have enacted legislation implementing Pillar Two Rules which are effective from January 1, 2024. The implementation of the Pillar Two Rules in each jurisdiction in which it operates did not have a material impact on the Company’s effective tax rate. The Company will continue to evaluate the impact as additional jurisdictions implement legislation and provide further guidance.

For a discussion of material risks that have the potential to cause our actual results to differ materially from our expectations, refer to Part I, “Item 1A. Risk Factors” on the Fiscal 2023 Form 10-K.


Abercrombie & Fitch Co.			23			2024 1Q Form 10-Q

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Summary of results

A summary of results for the thirteen weeks ended May 4, 2024 and April 29, 2023 was as follows:


	GAAP						Non-GAAP (1)
Thirteen Weeks Ended	May 4, 2024			April 29, 2023			May 4, 2024			April 29, 2023

Net sales (in thousands)	$	1,020,730		$	835,994
Change in net sales	22.1		%	2.9		%
Comparable sales (2)							21		%	3		%
Gross profit rate	66.4		%	61.0		%
Operating income (in thousands)	$	129,849		$	34,008		$	129,849		$	38,444
Operating income margin	12.7		%	4.1		%	12.7		%	4.6		%
Net income attributable to A&F (in thousands)	$	113,850		$	16,571		$	113,850		$	19,820
Net income per share attributable to A&F	2.14			0.32			2.14			0.39

(1)Discussion as to why the Company believes that these non-GAAP financial measures are useful to investors and a reconciliation of the non-GAAP measures to the most directly comparable financial measure calculated and presented in accordance with GAAP are provided below under “NON-GAAP FINANCIAL MEASURES.”

(2)Comparable sales are calculated on a constant currency basis and exclude revenue other than store and digital sales. Refer to the discussion below in “NON-GAAP FINANCIAL MEASURES,” for further details on the comparable sales calculation.

Certain components of the Company’s Condensed Consolidated Balance Sheets as of May 4, 2024 and February 3, 2024 were as follows:


(in thousands)	May 4, 2024		February 3, 2024
Cash and equivalents	$	864,195	$	900,884
Inventories	449,267		469,466
Gross long-term borrowings outstanding, carrying amount	213,906		223,214

Certain components of the Company’s Condensed Consolidated Statements of Cash Flows for the thirteen week periods ended May 4, 2024 and April 29, 2023 were as follows:


(in thousands)	May 4, 2024		April 29, 2023
Net cash provided by (used for) operating activities	$	95,010	$	(560)
Net cash used for investing activities	(38,886)		(46,391)
Net cash used for financing activities	(92,951)		(21,956)

RESULTS OF OPERATIONS

The estimated basis point (“BPS”) change disclosed throughout this Results of Operations section has been rounded based on the change in the percentage of net sales.

Net sales

Net sales by segment are presented by attributing revenues on the basis of the segment that fulfills the order. The Company’s net sales by reportable segment for the thirteen weeks ended May 4, 2024 and April 29, 2023 were as follows:


	Thirteen Weeks Ended
(in thousands, except ratios)	May 4, 2024		April 29, 2023		$ Change		% Change		Comparable Sales (1)
By segment:
Americas	$	820,121	$	665,423	$	154,698	23	%	21	%
EMEA	164,778		138,106		26,672		19		23
APAC	35,831		32,465		3,366		10		22
Total	$	1,020,730	$	835,994	$	184,736	22		21

(1)Comparable sales are calculated on a constant currency basis. Refer to “NON-GAAP FINANCIAL MEASURES,” for further details on the comparable sales calculation.


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For the first quarter of Fiscal 2024, net sales increased 22%, as compared to the first quarter of Fiscal 2023, primarily due to broad-based net sales growth across segments, mainly driven by a higher AUR as a result of lower promotional activity. The year-over-year increase in net sales reflects a positive comparable sales of 21%, as compared to the first quarter of Fiscal 2023, with double-digit comparable sales growth in the Americas, EMEA and APAC segments.

The Company’s net sales by brand for the thirteen weeks ended May 4, 2024 and April 29, 2023 were as follows:


	Thirteen Weeks Ended
(in thousands, except ratios)	May 4, 2024		April 29, 2023		$ Change		% Change		Comparable Sales (1)
Abercrombie (2)	$	571,513	$	436,044	$	135,469	31	%	29	%
Hollister (3)	449,217		399,950		49,267		12		13
Total	$	1,020,730	$	835,994	$	184,736	22		21

(1)Comparable sales are calculated on a constant currency basis. Refer to “NON-GAAP FINANCIAL MEASURES,” for further details on the comparable sales calculation.

(2)Includes Abercrombie & Fitch and abercrombie kids.

(3)Includes Hollister and Gilly Hicks.

Cost of sales, exclusive of depreciation and amortization


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Cost of sales, exclusive of depreciation and amortization	$	343,273	33.6	%	$	326,200	39.0	%	(540)

For the first quarter of Fiscal 2024, cost of sales, exclusive of depreciation and amortization, as a percentage of net sales decreased by approximately 540 basis points, as compared to the first quarter of Fiscal 2023. The year-over-year percentage decline was primarily attributable to lower cotton and raw material costs as well as increased average unit retail. Year-over-year decreases in the Americas and EMEA region were primarily driven by lower discounts and clearance selling. The APAC region also benefited from lower raw material costs, partially offset by the impact of changes in foreign currency.


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Gross profit, exclusive of depreciation and amortization


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Gross profit, exclusive of depreciation and amortization	$	677,457	66.4	%	$	509,794	61.0	%	540

Stores and distribution expense


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Stores and distribution expense	$	371,686	36.4	%	$	336,049	40.2	%	(380)

For the first quarter of Fiscal 2024, stores and distribution expense, as a percentage of net sales decreased, as compared to the first quarter of Fiscal 2023. The decrease was primarily driven by expense leverage as a result of net sales growth, slightly offset with increases in distribution center and order fulfillment costs as compared to the first quarter of 2023.

Marketing, general and administrative expense


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Marketing, general and administrative expense	$	177,880	17.4	%	$	142,631	17.1	%	30

For the first quarter of Fiscal 2024, marketing, general and administrative expense, as a percentage of net sales, increased 30 basis points, as compared to the first quarter of Fiscal 2023, primarily driven by an increase in marketing expense and investments in technology and people.

Other operating income, net


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Other operating income, net	$	1,958	0.2	%	$	2,894	0.3	%	(10)

Operating income


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Operating income	$	129,849	12.7	%	$	34,008	4.1	%	860
Excluded items:
Asset impairment charges (1)	—		—		4,436		0.5		(50)
Adjusted non-GAAP operating income ⁽¹⁾	$	129,849	12.7		$	38,444	4.6		810

(1) Refer to “NON-GAAP FINANCIAL MEASURES” for further details.


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Interest (income) expense, net


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Interest expense	$	5,780	0.6	%	$	7,458	0.9	%	(30)
Interest income	(10,803)		(1.1)		(4,015)		(0.5)		(60)
Interest (income) expense, net	$	(5,023)	(0.5)		$	3,443	0.4		(90)

For the first quarter of Fiscal 2024, interest (income) expense, net decreased $8.5 million, as compared to the first quarter of Fiscal 2023, as a result of lower borrowings due to the purchase of Senior Secured Notes as well as an increase in interest income due to the increase in balance and rates received on deposits and money market accounts.

Income tax expense


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			Effective Tax Rate				Effective Tax Rate
Income tax expense	$	19,794	14.7	%	$	12,718	41.6	%
Excluded items:
Tax effect of pre-tax excluded items (1)	—				1,187
Adjusted non-GAAP income tax expense ⁽¹⁾	$	19,794	14.7		$	13,905	39.7

(1) The tax effect of pre-tax excluded items is the difference between the tax provision calculation on a GAAP basis and on an adjusted non-GAAP basis. Refer to “Operating income” and “NON-GAAP FINANCIAL MEASURES” for details of pre-tax excluded items.

Compared with the first quarter of Fiscal 2023, the change in the effective tax rates during the first quarter of Fiscal 2024 is due to higher levels of pre-tax income offset by a larger tax benefit on share based compensation.

Refer to Note 9, “INCOME TAXES.”

Net income attributable to A&F


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands)			% of Net sales				% of Net sales		BPS Change
Net income attributable to A&F	$	113,850	11.2	%	$	16,571	2.0	%	920
Excluded items, net of tax (1)	—		—		3,249		0.4		(40)
Adjusted non-GAAP net income attributable to A&F (2)	$	113,850	11.2		$	19,820	2.4		880

(1) Excluded items presented above under “Operating income,” and “Income tax expense”

(2) Refer to “NON-GAAP FINANCIAL MEASURES” for further details.


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Net income per share attributable to A&F


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023		$ Change
Net income per diluted share attributable to A&F	$	2.14	$	0.32	$	1.82
Excluded items, net of tax (1)	—		0.06		(0.06)
Adjusted non-GAAP net income per diluted share attributable to A&F	2.14		0.39		1.75
Impact from changes in foreign currency exchange rates	—		—		—
Adjusted non-GAAP net income per diluted share attributable to A&F on a constant currency basis (2)	2.14		0.39		1.75

(1) Excluded items presented above under “Operating income,” and “Income tax expense.”

(2) Refer to “NON-GAAP FINANCIAL MEASURES” for further details.

EBITDA and adjusted EBITDA


	Thirteen Weeks Ended
	May 4, 2024				April 29, 2023
(in thousands, except ratios)			% of Net sales				% of Net sales		BPS Change
Net income	$	115,078	11.3	%	$	17,847	2.1	%	920
Income tax expense	19,794		1.9		12,718		1.5		40
Interest (income) expense, net	(5,023)		(0.5)		3,443		0.4		(90)
Depreciation and amortization	37,689		3.7		36,028		4.4		(70)
EBITDA (1)	$	167,538	16.4	%	$	70,036	8.4	%	800
Excluded items:
Asset impairment charges (1)	—		—		4,436		0.5		(50)
Adjusted EBITDA (1)	$	167,538	16.4	%	$	74,472	8.9	%	750

(1)EBITDA and Adjusted EBITDA are supplemental financial measures that are not defined or prepared in accordance with GAAP. EBITDA is defined as net income before interest, income taxes and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted for asset impairment.


Abercrombie & Fitch Co.			28			2024 1Q Form 10-Q

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LIQUIDITY AND CAPITAL RESOURCES

Overview

The Company’s capital allocation strategy and priorities are reviewed by A&F’s Board of Directors quarterly considering both liquidity and valuation factors. The Company believes that it will have adequate liquidity to fund operating activities for the next twelve months. The Company monitors financing market conditions and may in the future determine whether and when to amend, modify, repurchase, or restructure its ABL Facility and/or the Senior Secured Notes or repurchase shares of its Common Stock. For a discussion of the Company’s share repurchase activity and suspended dividend program, please see below under “Share repurchases and dividends.”

Primary sources and uses of cash

The Company’s business has two principal selling seasons: the spring season, which includes the first and second fiscal quarters (“Spring”) and the fall season, which includes the third and fourth fiscal quarters (“Fall”). The Company generally experiences its greatest sales activity during the Fall season, due to the back-to-school and holiday sales periods. The Company relies on excess operating cash flows, which are largely generated in Fall, to fund operations throughout the year and to reinvest in the business to support future growth. The Company also has the ABL Facility available as a source of additional funding, which is described further below under “Credit facility and Senior Secured Notes”.

Over the next twelve months, the Company expects its primary cash requirements to be directed towards prioritizing investments in the business and continuing to fund operating activities, including the acquisition of inventory, and obligations related to compensation, marketing, data and technology leases and any lease buyouts or modifications it may exercise, taxes and other operating activities. In addition, the Company continuously evaluates potential opportunities to strategically deploy excess cash and/or deleverage the balance sheet, depending on various factors, such as market and business conditions, including the Company’s ability to accelerate investments in the business. Such opportunities may include, but are not limited to, purchasing outstanding Senior Secured Notes or share repurchases.

The Company evaluates opportunities for investments in the business that are in line with initiatives that position the business for sustainable long-term growth that align with its strategic pillars as described within Part I, “Item 1. Business - STRATEGY AND KEY BUSINESS PRIORITIES” included on the Fiscal 2023 Form 10-K, including being opportunistic regarding growth opportunities. Examples of potential investment opportunities include, but are not limited to, new store experiences, and investments in the Company’s digital and omnichannel initiatives. Historically, the Company has utilized free cash flow generated from operations to fund any discretionary capital expenditures, which have been prioritized towards new store experiences, as well as digital and omnichannel investments, information technology, and other projects. For the year-to-date period ended May 4, 2024, the Company used $38.9 million towards capital expenditures. Total capital expenditures for Fiscal 2024 are expected to be approximately $170 million.

The Company measures liquidity using total cash and cash equivalents and incremental borrowing available under the ABL Facility. As of May 4, 2024, the Company had cash and cash equivalents of $864.2 million and total liquidity of approximately $1.2 billion, compared with cash and cash equivalents of $900.9 million and total liquidity of approximately $1.2 billion at the beginning of Fiscal 2024.

Share repurchases and dividends

In November 2021, A&F’s Board of Directors approved a $500 million share repurchase authorization, replacing the prior 2021 share repurchase authorization of 10.0 million shares, which had approximately 3.9 million shares remaining available. During the year-to-date period ended May 4, 2024, the Company repurchased approximately 0.1 million shares of its common stock pursuant to this share repurchase authorization for approximately $15.0 million. The Company has $217 million in share repurchase authorization remaining under the authorization approved in November 2021.

Historically, the Company has repurchased shares of its Common Stock from time to time, dependent on excess liquidity, market conditions, and business conditions, with the objectives of returning excess cash to shareholders and offsetting dilution from issuances of Common Stock associated with the exercise of employee stock appreciation rights and the vesting of restricted stock units. Shares may be repurchased in the open market, including pursuant to trading plans established in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), through privately negotiated transactions or other transactions or by a combination of such methods. Refer to “Item 2. Unregistered Sales of Equity Securities and Use of Proceeds” of Part II of this Quarterly Report on Form 10-Q for the amount remaining available for purchase under the Company’s publicly announced share repurchase authorization.


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The Company’s dividend program is currently suspended in order to preserve liquidity and maintain financial flexibility. The Company may in the future review its dividend program to determine, in light of facts and circumstances at that time, whether and when to reinstate. Any dividends are declared at the discretion of A&F’s Board of Directors. A&F’s Board of Directors reviews and establishes a dividend amount, if at all, based on A&F’s financial condition, results of operations, capital requirements, current and projected cash flows, business prospects and other factors, including any restrictions under the Company’s agreements related to the Senior Secured Notes and the ABL Facility. There can be no assurance that the Company will declare and pay dividends in the future or, if dividends are paid, that they will be in amounts similar to past dividends.

Credit facility and Senior Secured Notes

As of May 4, 2024, the Company had $213.9 million of gross borrowings outstanding under the Senior Secured Notes. During the thirteen weeks ended May 4, 2024, A&F Management purchased $9.3 million of outstanding Senior Secured Notes in the open market and incurred a $0.2 million loss on extinguishment of debt, recognized in interest expense on the Condensed Consolidated Statements of Operations and Comprehensive Income.

In addition, the Amended and Restated Credit Agreement, as amended by the First Amendment (as defined below), provides for the ABL Facility, which is a senior secured asset-based revolving credit facility of up to $400 million. As of May 4, 2024, the Company did not have any borrowings outstanding under the ABL Facility. The ABL Facility matures on April 29, 2026.

Details regarding the remaining borrowing capacity under the ABL Facility as of May 4, 2024 are as follows:


(in thousands)	May 4, 2024
Loan cap	$	325,648
Less: Outstanding stand-by letters of credit	(430)
Borrowing capacity	325,218
Less: Minimum excess availability (1)	(32,565)
Borrowing capacity available	$	292,653

(1) The Company must maintain excess availability equal to the greater of 10% of the loan cap or $30 million under the ABL Facility.

Refer to Note 10, “BORROWINGS.”

Income taxes

The Company’s earnings and profits from its foreign subsidiaries could be repatriated to the U.S. without incurring additional federal income tax. The Company determined that the balance of the Company’s undistributed earnings and profits from its foreign subsidiaries as of February 2, 2019 are considered indefinitely reinvested outside of the U.S., and if these funds were to be repatriated to the U.S., the Company would expect to incur an insignificant amount of state income taxes and foreign withholding taxes. The Company accrues for both state income taxes and foreign withholding taxes with respect to earnings and profits earned after February 2, 2019, in such a manner that these funds could be repatriated without incurring additional tax expense. As of May 4, 2024, $249.9 million of the Company’s $864.2 million of cash and equivalents were held by foreign affiliates.

Refer to Note 9, “INCOME TAXES.”

Analysis of cash flows

The table below provides certain components of the Company’s Condensed Consolidated Statements of Cash Flows for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
	May 4, 2024		April 29, 2023
(in thousands)
Cash and equivalents, and restricted cash and equivalents, beginning of period	$	909,685	$	527,569
Net cash provided by (used for) operating activities	95,010		(560)
Net cash used for investing activities	(38,886)		(46,391)
Net cash used for financing activities	(92,951)		(21,956)
Effect of foreign currency exchange rates on cash	(857)		(1,998)
Net decrease in cash and equivalents, and restricted cash and equivalents	(37,684)		(70,905)
Cash and equivalents, and restricted cash and equivalents, end of period	$	872,001	$	456,664


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Operating activities - During the year-to-date period ended May 4, 2024, net cash provided by operating activities included increased cash receipts as a result of the 22% year-over-year increase in net sales. During the year-to-date period ended April 29, 2023, net cash used for operating activities included increased cash receipts as a result of the 3% year-over-year increase in net sales as well as increased payments to vendors in the fourth quarter of Fiscal 2022 which resulted in lower cash payments in the first quarter of Fiscal 2023.

Investing activities - During the year-to-date period ended May 4, 2024, net cash used for investing activities was primarily used for capital expenditures of $38.9 million. Net cash used for investing activities for the year-to-date period ended April 29, 2023 was primarily used for capital expenditures of $46.4 million.

Financing activities - During the year-to-date period ended May 4, 2024, net cash used for financing activities included $65 million related to shares of Common Stock withheld (repurchased) to cover tax withholdings upon vesting of share-based compensation awards, the purchase of approximately 0.1 million shares of Common Stock with a market value of approximately $15.0 million and the purchase of $9.3 million of outstanding Senior Secured Notes at a premium of $0.1 million. During the year-to-date period ended April 29, 2023, net cash used for financing activities included amounts related to shares of Common Stock withheld (repurchased) to cover tax withholdings upon vesting of share-based compensation awards.

Contractual obligations

The Company’s contractual obligations consist primarily of operating leases, purchase orders for merchandise inventory, unrecognized tax benefits, certain retirement obligations, lease deposits, and other agreements to purchase goods and services that are legally binding and that require minimum quantities to be purchased. These contractual obligations impact the Company’s short-term and long-term liquidity and capital resource needs.

There have been no material changes in the Company’s contractual obligations since February 3, 2024, with the exception of those obligations which occurred in the normal course of business (primarily changes in the Company’s merchandise inventory-related purchases and lease obligations, which fluctuate throughout the year as a result of the seasonal nature of the Company’s operations).

RECENT ACCOUNTING PRONOUNCEMENTS

The Company describes its significant accounting policies in Note 2, “SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES,” of the Notes to Consolidated Financial Statements contained in “Item 8. Financial Statements and Supplementary Data” included on the Fiscal 2023 Form 10-K. The Company reviews recent accounting pronouncements on a quarterly basis and has excluded discussion of those not applicable to the Company and those that did not have, or are not expected to have, a material impact on the Company’s consolidated financial statements.

CRITICAL ACCOUNTING ESTIMATES

The Company describes its critical accounting estimates in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,” included on the Fiscal 2023 Form 10-K. There have been no significant changes in critical accounting policies and estimates since the end of Fiscal 2023.

NON-GAAP FINANCIAL MEASURES

This Quarterly Report on Form 10-Q includes discussion of certain financial measures calculated and presented on both a GAAP and a non-GAAP basis. The Company believes that each of the non-GAAP financial measures presented in this “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” is useful to investors as it provides a meaningful basis to evaluate the Company’s operating performance excluding the effect of certain items that the Company believes may not reflect its future operating outlook, such as certain asset impairment charges, thereby supplementing investors’ understanding of comparability of operations across periods. Management used these non-GAAP financial measures during the periods presented to assess the Company’s performance and to develop expectations for future operating performance. These non-GAAP financial measures should be used as a supplement to, and not as an alternative to, the Company’s GAAP financial results, and may not be calculated in the same manner as similar measures presented by other companies.

Comparable sales

The Company provides comparable sales, defined as the year-over-year percentage change in the aggregate of (1) net sales for stores that have been open as the same brand at least one year and square footage has not been expanded or reduced by more than 20% within the past year, with the prior year’s net sales converted at the current year’s foreign currency exchange rates to remove the impact of foreign currency exchange rate fluctuations, and (2) digital net sales with the prior year’s net sales converted at the current year’s foreign currency exchange rates to remove the impact of foreign currency exchange rate fluctuations. Comparable sales excludes revenue other than store and digital sales. Management uses comparable sales to understand the drivers of year-over-year changes in net sales and believes comparable sales can be a useful metric as it can


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assist investors in distinguishing the portion of the Company’s revenue attributable to existing locations from the portion attributable to the opening or closing of stores. The most directly comparable GAAP financial measure is change in net sales.

Excluded items

The following financial measures are disclosed on a GAAP and on an adjusted non-GAAP basis excluding the following items, as applicable:


Financial measures (1)						Excluded items
Operating income						Asset impairment charges
Income tax expense (2)						Tax effect of pre-tax excluded items
Net income and net income per share attributable to A&F (2)						Pre-tax excluded items and the tax effect of pre-tax excluded items

(1) Certain of these financial measures are also expressed as a percentage of net sales.

(2) The tax effect of excluded items is the difference between the tax provision calculation on a GAAP basis and on an adjusted non-GAAP basis.

Financial information on a constant currency basis

The Company provides certain financial information on a constant currency basis to enhance investors’ understanding of underlying business trends and operating performance by removing the impact of foreign currency exchange rate fluctuations. Management also uses financial information on a constant currency basis to award employee performance-based compensation. The effect from foreign currency exchange rates, calculated on a constant currency basis, is determined by applying the current period’s foreign currency exchange rates to the prior year’s results and is net of the year-over-year impact from hedging. The per diluted share effect from foreign currency exchange rates is calculated using a 26% effective tax rate.

Reconciliations of non-GAAP financial metrics on a constant currency basis to financial measures calculated and presented in accordance with GAAP for the thirteen weeks ended May 4, 2024 and April 29, 2023 were as follows:


(in thousands, except change in net sales, gross profit rate, operating margin and per share data)	Thirteen Weeks Ended
Net sales	May 4, 2024		April 29, 2023		% Change
GAAP	$	1,020,730	$	835,994	22		%
Impact from changes in foreign currency exchange rates	—		(551)		—
Non-GAAP on a constant currency basis	$	1,020,730	$	835,443	22
Gross profit, exclusive of depreciation and amortization expense	May 4, 2024		April 29, 2023		BPS Change (1)
GAAP	$	677,457	$	509,794	540
Impact from changes in foreign currency exchange rates	—		930		(10)
Non-GAAP on a constant currency basis	$	677,457	$	510,724	530
Operating income	May 4, 2024		April 29, 2023		BPS Change (1)
GAAP	$	129,849	$	34,008	860
Excluded items (2)	—		(4,436)		50
Adjusted non-GAAP	$	129,849	$	38,444	810
Impact from changes in foreign currency exchange rates	—		463		(10)
Adjusted non-GAAP on a constant currency basis	$	129,849	$	38,907	800
Net income per share attributable to A&F	May 4, 2024		April 29, 2023		$ Change
GAAP	$	2.14	$	0.32	$	1.82
Excluded items, net of tax (2)	—		(0.06)		0.06
Adjusted non-GAAP	$	2.14	$	0.39	$	1.75
Impact from changes in foreign currency exchange rates	—		—		—
Adjusted non-GAAP on a constant currency basis	$	2.14	$	0.39	$	1.75

(1) The estimated basis point change has been rounded based on the change in the percentage of net sales.

(2) Excluded items for the thirteen weeks ended April 29, 2023 consisted of pre-tax store asset impairment charges and the tax effect of pre-tax excluded items.


Abercrombie & Fitch Co.			32			2024 1Q Form 10-Q

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EBITDA and adjusted EBITDA

The company provides EBITDA and Adjusted EBITDA as supplemental measures used by the Company's executive management to assess the Company's performance. We also believe these supplemental performance measures are meaningful information for investors and other interested parties to use in computing the Company's core financial performance over multiple periods and with other companies by excluding the impact of differences in tax jurisdictions, debt service levels and capital investment.

Reconciliations of non-GAAP EBITDA and adjusted EBITDA to financial measures calculated and presented in accordance with GAAP for the thirteen weeks ended May 4, 2024 and April 29, 2023 were as follows:


	Thirteen Weeks Ended
	May 4, 2024		% of Net Sales		April 29, 2023		% of Net Sales
Net income	$	115,078	11.3	%	$	17,847	2.1	%
Income tax expense	19,794		1.9		12,718		1.5
Interest (income) expense, net	(5,023)		(0.5)		3,443		0.4
Depreciation and amortization	37,689		3.7		36,028		4.4
EBITDA (1)	$	167,538	16.4	%	$	70,036	8.4	%

Adjustments to EBITDA
Asset impairment (1)	—		—		4,436		0.5
Adjusted EBITDA (1)	$	167,538	16.4	%	$	74,472	8.9	%


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Item 3. Quantitative and Qualitative Disclosures About Market Risk

INVESTMENT SECURITIES

The Company maintains its cash equivalents in financial instruments, primarily time deposits and money market funds, with original maturities of three months or less. Due to the short-term nature of these instruments, changes in interest rates are not expected to materially affect the fair value of these financial instruments.

The Rabbi Trust includes amounts to meet funding obligations to participants in the Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan I, the Abercrombie & Fitch Co. Nonqualified Savings and Supplemental Retirement Plan II, and the Supplemental Executive Retirement Plan. The Rabbi Trust assets primarily consist of trust-owned life insurance policies, which are recorded at cash surrender value. The change in cash surrender value resulted in realized gains of $0.3 million and $0.3 million for the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively. The realized gains were recorded in interest (income) expense, net on the Condensed Consolidated Statements of Operations and Comprehensive Income.

The Rabbi Trust assets were included in other assets on the Condensed Consolidated Balance Sheets as of May 4, 2024 and February 3, 2024 and are restricted in their use as noted above.

INTEREST RATE RISK

Prior to July 2, 2020, the Company’s exposure to market risk due to changes in interest rates related primarily to the increase or decrease in the amount of interest expense from fluctuations in the LIBO rate, or an alternate base rate associated with the Company’s former term loan facility (the “Term Loan Facility”) and the ABL Facility. On July 2, 2020, the Company issued the Senior Secured Notes and repaid all outstanding borrowings under the Term Loan Facility and the ABL Facility, thereby eliminating any then-existing cash flow market risk due to changes in interest rates. The Senior Secured Notes are exposed to interest rate risk that is limited to changes in fair value. This analysis for Fiscal 2024 may differ from the actual results due to potential changes in gross borrowings outstanding under the ABL Facility and potential changes in interest rate terms and limitations described within the Amended and Restated Credit Agreement.

In July 2017, the Financial Conduct Authority (the authority that regulates LIBO rate) announced it intended to stop compelling banks to submit rates for the calculation of LIBO rate after 2021. Certain publications of the LIBO rate were phased out at the end of 2021 and all LIBO rate publications ceased after June 30, 2023. On March 15, 2023, the Company entered into the First Amendment to the Amended and Restated Credit Agreement (the “First Amendment”) to eliminate LIBO rate based loans and to use the current market definitions with respect to the Secured Overnight Financing Rate, as well as to make other conforming changes.

FOREIGN CURRENCY EXCHANGE RATE RISK

A&F’s international subsidiaries generally operate with functional currencies other than the U.S. dollar. Since the Company’s Condensed Consolidated Financial Statements are presented in U.S. dollars, the Company must translate all components of these financial statements from functional currencies into U.S. dollars at exchange rates in effect during or at the end of the reporting period. The fluctuation in the value of the U.S. dollar against other currencies affects the reported amounts of revenues, expenses, assets, and liabilities. The potential impact of foreign currency exchange rate fluctuations increases as international operations relative to domestic operations increase.

A&F and its subsidiaries have exposure to changes in foreign currency exchange rates associated with foreign currency transactions and forecasted foreign currency transactions, including the purchase of inventory between subsidiaries and foreign-currency-denominated assets and liabilities. The Company has established a program that primarily utilizes foreign currency exchange forward contracts to partially offset the risks associated with the effects of certain foreign currency transactions and forecasted transactions. Under this program, increases or decreases in foreign currency exchange rate exposures are partially offset by gains or losses on foreign currency exchange forward contracts, to mitigate the impact of foreign currency exchange gains or losses. The Company does not use forward contracts to engage in currency speculation. Outstanding foreign currency exchange forward contracts are recorded at fair value at the end of each fiscal period.

Foreign currency exchange forward contracts are sensitive to changes in foreign currency exchange rates. As of May 4, 2024, the Company assessed the risk of loss in fair values from the effect of a hypothetical 10% devaluation of the U.S. dollar against the exchange rates for foreign currencies under contract. Such a hypothetical devaluation would decrease derivative contract fair values by approximately $7.1 million. As the Company’s foreign currency exchange forward contracts are primarily designated as cash flow hedges of forecasted transactions, the hypothetical change in fair values would be expected to be largely offset by the net change in fair values of the underlying hedged items. Refer to Note 12, “DERIVATIVE INSTRUMENTS,” for the fair value of any outstanding foreign currency exchange forward contracts included in other current assets and accrued expenses as of May 4, 2024 and February 3, 2024.


Abercrombie & Fitch Co.			34			2024 1Q Form 10-Q

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Item 4. Controls and Procedures

DISCLOSURE CONTROLS AND PROCEDURES

A&F maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) that are designed to provide reasonable assurance that information required to be disclosed in the reports that A&F files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to A&F’s management, including A&F’s Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Because of inherent limitations, disclosure controls and procedures, no matter how well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of disclosure controls and procedures are met.

A&F’s management, including the Chief Executive Officer of A&F (who serves as Principal Executive Officer of A&F) and the Executive Vice President, Chief Financial Officer and Chief Operating Officer of A&F (who serves as Principal Financial Officer and Principal Accounting Officer of A&F), evaluated the effectiveness of A&F’s design and operation of its disclosure controls and procedures as of the end of the fiscal quarter ended May 4, 2024. The Chief Executive Officer of A&F (in such individual’s capacity as the Principal Executive Officer of A&F) and the Executive Vice President, Chief Financial Officer and Chief Operating Officer of A&F (in such individual’s capacity as the Principal Financial Officer of A&F) concluded that A&F’s disclosure controls and procedures were effective at a reasonable level of assurance as of May 4, 2024.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

There were no changes in A&F’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter ended May 4, 2024 that materially affected, or are reasonably likely to materially affect, A&F’s internal control over financial reporting.


Abercrombie & Fitch Co.			35			2024 1Q Form 10-Q

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company and its affiliates are defendants in lawsuits and other adversary proceedings that may range from individual actions involving a single plaintiff to class action lawsuits. The Company’s legal costs incurred in connection with the resolution of claims and lawsuits are generally expensed as incurred, and the Company establishes estimated liabilities for the outcome of litigation where losses are deemed probable and the amount of loss, or range of loss, is reasonably estimable. The Company also determines estimates of reasonably possible losses or ranges of reasonably possible losses in excess of related accrued liabilities, if any, when it has determined that a loss is reasonably possible, and it is able to determine such estimates. The Company’s accrued charges for certain legal contingencies are classified within accrued expenses on the Condensed Consolidated Balance Sheets included in “Item 1. Financial Statements (Unaudited),” of Part I of this Quarterly Report on Form 10-Q. Based on currently available information, the Company cannot estimate a range of reasonably possible losses in excess of the accrued charges for legal contingencies. In addition, the Company has not established accruals for certain claims and legal proceedings pending against the Company where it is not possible to reasonably estimate the outcome or potential liability, and the Company cannot estimate a range of reasonably possible losses for these legal matters. Actual liabilities may differ from the amounts recorded, due to uncertainties regarding final settlement agreement negotiations and the terms of any approval by the courts, and there can be no assurance that the final resolution of legal matters will not have a material adverse effect on the Company’s financial condition, results of operations, or cash flows. The Company’s assessment of the current exposure could change in the event of the discovery of additional facts.

In addition, pursuant to Item 103(c)(3)(iii) of Regulation S-K under the Exchange Act, the Company is required to disclose certain information about environmental proceedings to which a governmental authority is a party if the Company reasonably believes such proceedings may result in monetary sanctions, exclusive of interest and costs, above a stated threshold. The Company has elected to apply a threshold of $1 million for purposes of determining whether disclosure of any such proceedings is required.

Item 1A. Risk Factors

The Company’s risk factors as of May 4, 2024 have not changed materially from those disclosed in Part I, “Item 1A. Risk Factors” of the Fiscal 2023 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

There were no sales of equity securities during the first quarter of Fiscal 2024 that were not registered under the Securities Act of 1933, as amended.

The following table provides information regarding the purchase of shares of Common Stock made by or on behalf of A&F or any “affiliated purchaser” as defined in Rule 10b-18(a)(3) under the Exchange Act during each fiscal month of the thirteen weeks ended May 4, 2024:


Period (fiscal month)	Total Number of Shares Purchased (1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)(3)
February 4, 2024 through March 2, 2024	1,339	$	121.37	—	$	232,184,768
March 3, 2024 through April 6, 2024	582,642	127.36		79,731	221,844,410
April 7, 2024 through May 4, 2024	42,217	116.83		39,733	217,184,802
Total	626,198	126.64		119,464	217,184,802

(1)An aggregate of 506,734 shares of Common Stock purchased during the thirteen weeks ended May 4, 2024 were withheld for tax payments due upon the vesting of employee restricted stock units and the exercise of employee stock appreciation rights.

(2)On November 23, 2021, the Company announced that A&F’s Board of Directors approved a new $500 million share repurchase authorization, replacing the prior 2021 share repurchase authorization of 10.0 million shares, which had approximately 3.9 million shares remaining available for repurchase.

(3)The number shown represents, as of the end of each period, the approximate dollar value of Common Stock that may yet be purchased under A&F’s publicly announced share repurchase authorization described in footnote 2 above. The shares may be purchased, from time to time depending on business and market conditions.

Item 5. Other Information

During the thirteen weeks ended May 4, 2024, no director or officer of the Company adopted a new “Rule 10b5-1 trading arrangement ” or “non-Rule 10b5-1 trading arrangement,” and no director or officer of the Company modified or terminated an


Abercrombie & Fitch Co.			36			2024 1Q Form 10-Q

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existing “Rule 10b5-1 trading arrangement ” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K under the Exchange Act.

Item 6. Exhibits


Exhibit						Document
3.1						Amended and Restated Certificate of Incorporation of Abercrombie & Fitch Co., reflecting amendments through the date of this Quarterly Report on Form 10-Q, incorporated herein by reference to Exhibit 3.2 to A&F’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2011 (File No. 001-12107). [This document represents the Amended and Restated Certificate of Incorporation of Abercrombie & Fitch Co. in compiled form incorporating all amendments. This compiled document has not been filed with the Delaware Secretary of State.]
3.2						Amended and Restated Bylaws of Abercrombie & Fitch Co. reflecting amendments through the date of this Quarterly Report on Form 10-Q, incorporated herein by reference to Exhibit 3.1 to A&F’s Current Report on Form 8-K dated and filed November 22, 2022 (File No. 001-12107) [This document represents the Amended and Restated Bylaws of Abercrombie & Fitch Co. in compiled form incorporating all amendments.]
10.1						Separation Agreement entered into by and between A&F Management and Kristin Scott, effective February 13, 2024 (filed herewith), incorporated herein by reference to Exhibit 10.1 to A&F’s Current Report on Form 8-K/A dated and filed February 16, 2024 (File No. 001-12107).
10.2						Form of Performance Share Award Agreement used to evidence the grant of performance share awards to associates (employees) of A&F and its subsidiaries under the Abercrombie & Fitch Co. 2016 Long-Term Incentive Plan for Associates on or after March 12, 2024, incorporated herein by reference to Exhibit 10.43 to A&F’s Annual Report on Form 10-K for the fiscal year ended February 3, 2 0 24 (File No. 001-12107)
10.3						Amended and Restated Abercrombie & Fitch Co. Short-Term Cash Incentive Compensation Performance Plan, incorporated herein by reference to Exhibit 10.1 to A&F's Current Report on Form 8-K dated and filed March 13, 2024 (File No. 001-12107).
31.1						Certifications by Chief Executive Officer (Principal Executive Officer) pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2						Certifications by Executive Vice President, Chief Financial Officer and Chief Operating Officer (Principal Financial Officer) pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32.1						Certifications by Chief Executive Officer (who serves as Principal Executive Officer) and Executive Vice President, Chief Financial Officer and Chief Operating Officer (who serves as Principal Financial Officer) pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
101.INS						Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its Inline XBRL tags are embedded within the Inline XBRL document.*
101.SCH						Inline XBRL Taxonomy Extension Schema Document.*
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase Document.*
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase Document.*
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase Document.*
104						Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101).*

* Filed herewith.

** Furnished herewith.


Abercrombie & Fitch Co.			37			2024 1Q Form 10-Q

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	Abercrombie & Fitch Co.

Date: June 7, 2024	By:	/s/ Scott D. Lipesky
		Scott D. Lipesky
		Executive Vice President, Chief Financial Officer and Chief Operating Officer (Principal Financial Officer, Principal Accounting Officer and Authorized Officer)


Abercrombie & Fitch Co.			38			2024 1Q Form 10-Q

EXHIBIT 31.1

CERTIFICATIONS

I, Fran Horowitz, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Abercrombie & Fitch Co. for the quarterly period ended May 4, 2024;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


	Abercrombie & Fitch Co.

Date: June 7, 2024	By:	/s/ Fran Horowitz
		Fran Horowitz
		Chief Executive Officer
		(Principal Executive Officer)

EXHIBIT 31.2

CERTIFICATIONS

I, Scott D. Lipesky, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Abercrombie & Fitch Co. for the quarterly period ended May 4, 2024;

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


	Abercrombie & Fitch Co.

Date: June 7, 2024	By:	/s/ Scott D. Lipesky
		Scott D. Lipesky
		Executive Vice President, Chief Financial Officer and Chief Operating Officer
		(Principal Financial Officer)

EXHIBIT 32.1

Certifications by Chief Executive Officer (who serves as Principal Executive Officer) and Executive Vice President, Chief Financial Officer and Chief Operating Officer (who serves as Principal Financial Officer) pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002*

In connection with the Quarterly Report of Abercrombie & Fitch Co. (the “Corporation”) on Form 10-Q for the quarterly period ended May 4, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned Fran Horowitz, Chief Executive Officer of the Corporation (serving as Principal Executive Officer of the Corporation) and Scott D. Lipesky, Executive Vice President, Chief Financial Officer and Chief Operating Officer of the Corporation (serving as Principal Financial Officer of the Corporation), certify, pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Report fairly presents, in all material respects, the consolidated financial condition and results of operations of the Corporation and its subsidiaries.


/s/ Fran Horowitz						/s/ Scott D. Lipesky
Fran Horowitz Chief Executive Officer (Principal Executive Officer)						Scott D. Lipesky Executive Vice President, Chief Financial Officer and Chief Operating Officer (Principal Financial Officer)

Date: June 7, 2024						Date: June 7, 2024

* These certifications are being furnished as required by Rule 13a-14(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Section 1350 of Chapter 63 of Title 18 of the United States Code, and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. These certifications shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the Corporation specifically incorporates these certifications by reference in such filing.

Cover - shares	3 Months Ended
Cover - 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	001-12107
Entity Registrant Name	Abercrombie & Fitch Co.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	31-1469076
Entity Address, Address Line One	6301 Fitch Path,
Entity Address, City or Town	New Albany,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43054
City Area Code	(614)
Local Phone Number	283-6500
Title of 12(b) Security	Class A Common Stock, $0.01 Par Value
Trading Symbol	ANF
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		51,105,328
Entity Central Index Key	0001018840
Current Fiscal Year End Date	--02-01
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Income Statement [Abstract]
Net sales	$ 1,020,730	$ 835,994
Cost of sales, exclusive of depreciation and amortization	343,273	326,200
Gross profit	677,457	509,794
Stores and distribution expense	371,686	336,049
Marketing, general and administrative expense	177,880	142,631
Other operating income, net	(1,958)	(2,894)
Operating income	129,849	34,008
Interest (income) expense, net	(5,023)	3,443
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest, Total	134,872	30,565
Income tax expense	19,794	12,718
Net income	115,078	17,847
Less: Net income attributable to noncontrolling interests	1,228	1,276
Net income attributable to A&F	$ 113,850	$ 16,571
Net income per share attributable to A&F
Basic	$ 2.24	$ 0.33
Diluted	$ 2.14	$ 0.32
Weighted-average shares outstanding
Basic	50,893	49,574
Diluted	53,276	51,467
Other comprehensive (loss) income
Foreign currency translation adjustments, net of tax	$ (1,837)	$ 311
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax	523	405
Other comprehensive (loss) income	(1,314)	716
Comprehensive income	113,764	18,563
Less: Comprehensive income attributable to noncontrolling interests	1,228	1,276
Comprehensive income attributable to A&F	112,536	17,287
Interest Expense	5,780	7,458
Interest and Other Income	$ (10,803)	$ (4,015)

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) shares in Thousands, $ in Thousands	May 04, 2024	Feb. 03, 2024
Current assets:
Cash and equivalents	$ 864,195	$ 900,884
Receivables	93,605	78,346
Inventories	449,267	469,466
Other current assets	102,516	88,569
Total current assets	1,509,583	1,537,265
Property and equipment, net	540,697	538,033
Operating lease right-of-use assets	699,471	678,256
Other assets	220,334	220,679
Total assets	2,970,085	2,974,233
Current liabilities:
Accounts payable	266,925	296,976
Accrued expenses	402,786	436,655
Short-term portion of operating lease liabilities	188,851	179,625
Income taxes payable	61,137	53,564
Total current liabilities	919,699	966,820
Long-term liabilities:
Long-term portion of operating lease liabilities	656,862	646,624
Long-term portion of borrowings, net	213,102	222,119
Other liabilities	89,252	88,683
Total long-term liabilities	959,216	957,426
Stockholders’ equity
Class A Common Stock: $0.01 par value: 150,000 shares authorized and 103,300 shares issued for all periods presented	1,033	1,033
Paid-in capital	400,807	421,609
Retained earnings	2,745,382	2,643,629
Accumulated other comprehensive loss, net of tax (“AOCL”)	(137,282)	(135,968)
Treasury stock, at average cost: 52,198 and 52,800 shares as of May 4, 2024 and February 3, 2024, respectively	(1,931,054)	(1,895,143)
Total Abercrombie & Fitch Co. stockholders’ equity	1,078,886	1,035,160
Noncontrolling interests	12,284	14,827
Total stockholders’ equity	1,091,170	1,049,987
Total liabilities and stockholders’ equity	$ 2,970,085	$ 2,974,233
Treasury Stock, at Average Cost (in shares)	52,198	52,800

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - Class A Common Stock - $ / shares shares in Thousands	May 04, 2024	Feb. 03, 2024
Stockholders’ equity
Class A Common Stock, par value	$ 0.01	$ 0.01
Class A Common Stock, shares authorized	150,000	150,000
Class A Common Stock, shares issued	103,300	103,300

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Operating activities
Net income	$ 115,078	$ 17,847
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization	37,689	36,028
Asset impairment	866	4,436
Loss on disposal	811	489
Deferred Income Tax Expense (Benefit)	3,064	9,689
Share-based compensation	11,363	8,088
Loss on extinguishment of debt	168	0
Changes in assets and liabilities:
Inventories	19,854	57,662
Accounts payable and accrued expenses	(65,715)	(100,802)
Operating lease right-of-use assets and liabilities	(1,660)	(26,152)
Income taxes	7,573	3,000
Other assets	(34,634)	(10,957)
Other liabilities	553	112
Net cash provided by (used for) operating activities	95,010	(560)
Investing activities
Purchases of property and equipment	(38,886)	(46,391)
Net cash used for investing activities	(38,886)	(46,391)
Financing activities
Repayments of Notes Payable	(9,425)	0
Purchase of treasury stock	(15,000)	0
Payment, Tax Withholding, Share-based Payment Arrangement	(65,173)	(18,359)
Other financing activities	(3,353)	(3,597)
Net cash used for financing activities	(92,951)	(21,956)
Effect of foreign currency exchange rates on cash	(857)	(1,998)
Net decrease in cash and equivalents, and restricted cash and equivalents	(37,684)	(70,905)
Cash and equivalents, and restricted cash, beginning of period	909,685	527,569
Additional Cash Flow Elements and Supplemental Cash Flow Information [Abstract]
Purchases of property and equipment not yet paid at end of period	40,998	48,006
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability	(73,686)	(17,857)
Cash paid for interest	174	0
Cash paid for income taxes	8,454	3,007
Cash received from income tax refunds	7	411
Cash paid for operating lease liabilities	64,052	85,156
Cash and equivalents, and restricted cash and equivalents, end of period	$ 872,001	$ 456,664

Consolidated Statements of Stockholders Equity Statement - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Noncontrolling Interest [Member]	Retained Earnings [Member]	AOCI Including Portion Attributable to Noncontrolling Interest [Member]	Treasury Stock, Common
Shares, Outstanding		49,002					54,298
Total Abercrombie & Fitch Co. stockholders’ equity		$ 1,033	$ 416,255		$ 2,368,815	$ (137,527)	$ (1,953,735)
Noncontrolling interests				$ 11,728
Total stockholders' equity	$ 706,569
Income (Loss) Attributable to Noncontrolling Interest, before Tax				1,276
Net Income (Loss) Attributable to Parent	16,571				16,571
Net income	17,847
Shares Issued, Shares, Share-based Payment Arrangement, after Forfeiture		1,060					(1,060)
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture	(18,359)		(23,644)		(40,864)		$ 46,149
Share-based compensation expense	(8,088)		(8,088)
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax	405
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	311
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders	(3,888)			(3,888)
Shares, Outstanding		50,062					53,238
Total Abercrombie & Fitch Co. stockholders’ equity		$ 1,033	400,699		2,344,522	(136,811)	$ (1,907,586)
Noncontrolling interests				9,116
Total stockholders' equity	710,973
Shares, Outstanding		50,500					52,800
Total Abercrombie & Fitch Co. stockholders’ equity	1,035,160	$ 1,033	421,609		2,643,629	(135,968)	$ (1,895,143)
Noncontrolling interests	14,827			14,827
Total stockholders' equity	1,049,987
Income (Loss) Attributable to Noncontrolling Interest, before Tax				1,228
Net Income (Loss) Attributable to Parent	113,850				113,850
Net income	115,078
Treasury Stock, Shares, Acquired		119					119
Treasury Stock, Value, Acquired, Cost Method	(15,000)						$ (15,000)
Shares Issued, Shares, Share-based Payment Arrangement, after Forfeiture		721					(721)
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture	(65,173)		(32,165)		(12,097)		$ (20,911)
Share-based compensation expense	(11,363)		(11,363)
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax	523
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax	(1,837)
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders	(3,771)			(3,771)
Shares, Outstanding		51,102
Total Abercrombie & Fitch Co. stockholders’ equity	1,078,886	$ 1,033	$ 400,807		$ 2,745,382	$ (137,282)	$ (1,931,054)
Noncontrolling interests	12,284			$ 12,284
Total stockholders' equity	$ 1,091,170

Nature of Business (Notes)	3 Months Ended
Nature of Business (Notes)	May 04, 2024
Nature of Business [Abstract]
Nature of Business	NATURE OF BUSINESS Abercrombie & Fitch Co. (“A&F”), a company incorporated in Delaware in 1996, through its subsidiaries (collectively, A&F and its subsidiaries are referred to as the “Company”), is a global, digitally-led omnichannel retailer. The Company offers a broad assortment of apparel, personal care products and accessories for men, women and kids, which are sold primarily through its Company-owned stores and digital channels, as well as through various third-party arrangements. The Company manages its business on a geographic basis, consisting of three reportable segments: Americas; Europe, the Middle East and Africa (EMEA); and Asia-Pacific (APAC). Corporate functions and other income and expenses are evaluated on a consolidated basis and are not allocated to the Company’s segments, and therefore are included as a reconciling item between segment and total operating income. The Company’s brands include Abercrombie brands, which includes Abercrombie & Fitch and abercrombie kids, and Hollister brands, which includes Hollister and Gilly Hicks. These brands share a commitment to offering unique products of enduring quality and exceptional comfort that allow customers around the world to express their own individuality and style.

Summary of Significant Accounting Policies

3 Months Ended

May 04, 2024

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation

Fiscal year

Year ended/ending

Number of weeks

Fiscal 2023

February 3, 2024

Fiscal 2024

February 1, 2025

Fiscal 2025

January 31, 2026

Interim financial statements

Use of estimates

Recent accounting pronouncements

Accounting Standards Update (ASU)

Description

Effect on the financial statements or other significant matters

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements and accompanying notes

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company's consolidated financial statements.

Condensed Consolidated Statements of Cash Flows reconciliation

The following table provides a reconciliation of cash and equivalents and restricted cash and equivalents to the amounts shown on the Condensed Consolidated Statements of Cash Flows:


(in thousands)	Location	May 4, 2024		February 3, 2024		April 29, 2023		January 28, 2023
Cash and equivalents	Cash and equivalents	$	864,195	$	900,884	$	446,952	$	517,602
Long-term restricted cash and equivalents	Other assets	7,807		8,801		9,712		9,967

Cash and equivalents and restricted cash and equivalents		$	872,001	$	909,685	$	456,664	$	527,569

Supply Chain Finance Program

The following table provides activity in the SCF program for the thirteen weeks ended May 4, 2024


	Thirteen Weeks Ended
(in thousands)	May 4, 2024
Confirmed obligations outstanding at the beginning of the period	$	72,376
Invoices confirmed during the period	75,468
Confirmed invoices paid during the period	(89,816)
Confirmed obligations outstanding at the end of the period	$	58,028

BASIS OF PRESENTATION

Interim financial statements

Supplier Finance Program

Supply Chain Finance Program

The following table provides activity in the SCF program for the thirteen weeks ended May 4, 2024


	Thirteen Weeks Ended
(in thousands)	May 4, 2024
Confirmed obligations outstanding at the beginning of the period	$	72,376
Invoices confirmed during the period	75,468
Confirmed invoices paid during the period	(89,816)
Confirmed obligations outstanding at the end of the period	$	58,028

Revenue Recognition (Notes)

3 Months Ended

May 04, 2024

Disaggregation of Revenue [Abstract]

Revenue from Contract with Customer [Text Block]

REVENUE RECOGNITION

Disaggregation of revenue

Contract liabilities

The following table details certain contract liabilities representing unearned revenue as of May 4, 2024, February 3, 2024, April 29, 2023 and January 28, 2023:


(in thousands)	May 4, 2024		February 3, 2024		April 29, 2023		January 28, 2023
Gift card liability (1)	$	40,291	$	41,144	$	37,630	$	39,235
Loyalty programs liability	27,546		27,937		23,552		25,640

The following table details recognized revenue associated with the Company’s gift card program and loyalty programs for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Revenue associated with gift card redemptions and gift card breakage	$	30,661	$	24,224
Revenue associated with reward redemptions and breakage related to the Company’s loyalty programs	13,958		12,282

Net Income (Loss) Per Share

3 Months Ended

May 04, 2024

Earnings Per Share [Abstract]

NET LOSS PER SHARE

NET INCOME PER SHARE


	Thirteen Weeks Ended
(in thousands)	May 4, 2024	April 29, 2023
Shares of Common Stock issued	103,300	103,300
Weighted-average treasury shares	(52,407)	(53,726)
Weighted-average — basic shares	50,893	49,574
Dilutive effect of share-based compensation awards	2,383	1,893
Weighted-average — diluted shares	53,276	51,467
Anti-dilutive shares (1)	436	2,834

Fair Value

3 Months Ended

May 04, 2024

Fair Value Disclosures [Abstract]

FAIR VALUE

•Level 1—inputs are unadjusted quoted prices for identical assets or liabilities that are available in active markets that the Company can access at the measurement date.

•Level 2—inputs are other than quoted market prices included within Level 1 that are observable for assets or liabilities, directly or indirectly.

•Level 3—inputs to the valuation methodology are unobservable.


	Assets and Liabilities at Fair Value as of May 4, 2024
(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents (1)	$	302,285	$	17,912	$	—	$	320,197
Derivative instruments (2)	—		1,613		—		1,613
Rabbi Trust assets (3)	1,164		52,863		—		54,027
Restricted cash equivalents (1)	3,285		1,441		—		4,726
Total assets	$	306,734	$	73,829	$	—	$	380,563

Liabilities:
Derivative instruments (2)	$	—	$	117	$	—	$	117
Total liabilities	$	—	$	117	$	—	$	117


	Assets and Liabilities at Fair Value as of February 3, 2024
(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents (1)	$	349,174	$	26,975	$	—	$	376,149
Derivative instruments (2)	—		1,092		—		1,092
Rabbi Trust assets (3)	1,164		52,521		—		53,685
Restricted cash equivalents (1)	4,282		1,420		—		5,702
Total assets	$	354,620	$	82,008	$	—	$	436,628

Liabilities:
Derivative instruments (2)	$	—	$	539	$	—	$	539
Total liabilities	$	—	$	539	$	—	$	539

(1) Level 1 assets consisted of investments in money market funds and U.S. treasury bills. Level 2 assets consisted of time deposits.

(2) Level 2 assets and liabilities consisted primarily of foreign currency exchange forward contracts.

(3) Level 1 assets consisted of investments in money market funds. Level 2 assets consisted of trust-owned life insurance policies.

The Company’s Level 2 assets and liabilities consisted of:

•Trust-owned life insurance policies, which were valued using the cash surrender value of the life insurance policies;

•Time deposits, which were valued at cost, approximating fair value, due to the short-term nature of these investments; and

•Derivative instruments, primarily foreign currency exchange forward contracts, which were valued using quoted market prices of the same or similar instruments, adjusted for counterparty risk.

Fair value of long-term borrowings


(in thousands)	May 4, 2024		February 3, 2024
Gross borrowings outstanding, carrying amount	$	213,906	$	223,214
Gross borrowings outstanding, fair value (1)	215,510		226,004

(1) Classified as Level 2 measurements within the fair value hierarchy.

Property and Equipment, Net

3 Months Ended

May 04, 2024

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET

The following table provides property and equipment, net as of May 4, 2024 and February 3, 2024:


(in thousands)	May 4, 2024		February 3, 2024
Property and equipment, at cost	$	2,529,429	$	2,509,184
Less: Accumulated depreciation and amortization	(1,988,732)		(1,971,151)
Property and equipment, net	$	540,697	$	538,033

Refer to Note 8, “ASSET IMPAIRMENT,” for details related to property and equipment impairment charges incurred during the thirteen weeks ended May 4, 2024 and thirteen weeks ended April 29, 2023.

Leases (Notes)

3 Months Ended

May 04, 2024

Leases [Abstract]

Lessee, Operating Leases [Text Block]

LEASES

The Company is a party to leases related to its Company-operated retail stores as well as for certain of its distribution centers, office space, information technology and equipment.

The following table provides a summary of the Company’s operating lease costs for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Single lease cost (1)	$	59,980	$	58,340
Variable lease cost (2)	46,169		35,695
Operating lease right-of-use asset impairment (3)	339		1,414
Sublease income	(984)		(984)
Total operating lease cost	$	105,504	$	94,465

(1)Includes amortization and interest expense associated with operating lease right-of-use assets and the impact from remeasurement of operating lease liabilities.

(3)Refer to Note 8, “ASSET IMPAIRMENT,” for details related to operating lease right-of-use asset impairment charges.

Asset Impairment (Notes)

3 Months Ended

May 04, 2024

Asset Impairment [Abstract]

Asset Impairment Charges [Text Block]

ASSET IMPAIRMENT

The following table provides asset impairment charges for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Operating lease right-of-use asset impairment	$	339	$	1,414
Property and equipment asset impairment	527		3,022
Total asset impairment	$	866	$	4,436

Income Taxes	3 Months Ended
Income Taxes	May 04, 2024
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES The quarterly provision for income taxes is based on the current estimate of the annual effective income tax rate and the tax effect of discrete items occurring during the quarter. The Company’s quarterly provision and the estimate of the annual effective tax rate are subject to significant variation due to several factors. These factors include variability in the pre-tax jurisdictional mix of earnings, changes in how the Company does business including entering into new businesses or geographies, changes in foreign currency exchange rates, changes in laws, regulations, interpretations and administrative practices, relative changes in expenses or losses for which tax benefits are not recognized and the impact of discrete items. In addition, jurisdictions where the Company anticipates an ordinary loss for the fiscal year for which the Company does not anticipate future tax benefits are excluded from the overall computation of estimated annual effective tax rate and no tax benefits are recognized in the period related to losses in such jurisdictions. The impact of these items on the effective tax rate will be greater at lower levels of pre-tax earnings. Impact of valuation allowances During the thirteen weeks ended May 4, 2024, the Company did not recognize income tax benefits on $7.6 million of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $1.1 million. As of May 4, 2024, the Company had foreign net deferred tax assets of approximately $38.3 million, including $8.1 million, $7.4 million, and $12.7 million in China, Japan and the United Kingdom, respectively. While the Company believes that these net deferred tax assets are more-likely-than-not to be realized, it is not a certainty, as the Company continues to evaluate and respond to emerging situations. Should circumstances change, the net deferred tax assets may become subject to additional valuation allowances in the future. Additional valuation allowances would result in additional tax expense. During the thirteen weeks ended April 29, 2023, the Company did not recognize income tax benefits on $20.3 million of pretax losses, primarily in Switzerland, resulting in adverse tax impacts of $3.1 million. As of February 3, 2024, there were approximately $7.6 million, $7.5 million, and $12.6 million of net deferred tax assets in China, Japan, and the United Kingdom, respectively. Share-based compensation Refer to Note 11, “SHARE-BASED COMPENSATION,” for details on income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 4, 2024 and April 29, 2023.

Borrowings

3 Months Ended

May 04, 2024

Debt Disclosure [Abstract]

Borrowings

BORROWINGS

The following table provides details on the Company’s long-term borrowings, net, as of May 4, 2024 and February 3, 2024 :


(in thousands)	May 4, 2024		February 3, 2024
Long-term portion of borrowings, gross at carrying amount	$	213,906	$	223,214
Unamortized fees	(804)		(1,095)
Long-term borrowings, net	$	213,102	$	222,119

Senior Secured Notes

ABL Facility

The Company did not have any borrowings outstanding under the ABL Facility as of May 4, 2024 or as of February 3, 2024.

Representations, warranties and covenants

The Company was in compliance with all debt covenants under these agreements as of May 4, 2024.

Share-Based Compensation

3 Months Ended

May 04, 2024

Share-Based Payment Arrangement [Abstract]

SHARE-BASED COMPENSATION

Financial statement impact

The following table provides share-based compensation expense and the related income tax impacts for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Share-based compensation expense	$	11,363	$	8,088
Income tax benefits associated with share-based compensation expense recognized	1,278		1,005

The following table provides discrete income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 4, 2024 and April 29, 2023:



	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Income tax discrete benefits realized for tax deductions related to the issuance of shares	$	14,554	$	1,117
Income tax discrete charges realized upon cancellation of stock appreciation rights	—		(101)
Total income tax discrete benefits related to share-based compensation awards	$	14,554	$	1,016


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Employee tax withheld upon issuance of shares (1)	$	65,173	$	18,359

(1) Classified within financing activities on the Condensed Consolidated Statements of Cash Flows.

Restricted stock units

The following table provides the summarized activity for restricted stock units for the thirteen weeks ended May 4, 2024:


	Service-based Restricted Stock Units			Performance-based Restricted Stock Units			Market-based Restricted Stock Units
	Number of Underlying Shares	Weighted- Average Grant Date Fair Value		Number of Underlying Shares	Weighted- Average Grant Date Fair Value		Number of Underlying Shares	Weighted- Average Grant Date Fair Value
Unvested at February 3, 2024	1,886,085	$	27.12	521,212	$	30.03	260,619	$	43.90
Granted	226,209	120.49		53,775	120.56		26,895	180.71
Adjustments for performance achievement	—	—		150,446	32.10		75,227	50.34
Vested	(757,301)	24.37		(300,892)	32.10		(150,454)	50.34
Forfeited	(40,864)	30.95		—	—		—	—
Unvested at May 4, 2024 (1)	1,314,129	$	44.71	424,541	$	40.76	212,287	$	58.95


	Service-based Restricted Stock Units		Performance-based Restricted Stock Units		Market-based Restricted Stock Units
Unrecognized compensation cost (in thousands)	$	53,083	$	20,866	$	8,037
Remaining weighted-average period cost is expected to be recognized (years)	1.5		1.6		1.6

The following table provides additional information pertaining to restricted stock units for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Service-based restricted stock units:
Total grant date fair value of awards granted	$	27,256	$	23,842
Total grant date fair value of awards vested	18,455		15,560

Performance-based restricted stock units:
Total grant date fair value of awards granted	6,483		6,300
Total grant date fair value of awards vested	9,659		—

Market-based restricted stock units:
Total grant date fair value of awards granted	4,860		4,576
Total grant date fair value of awards vested	7,574		16,040


	Thirteen Weeks Ended
	May 4, 2024			April 29, 2023
Grant date market price	$	120.56		$	28.36
Fair value	180.71			41.20

Price volatility	59		%	63		%
Expected term (years)	2.9			2.9
Risk-free interest rate	4.3		%	4.6		%
Dividend yield	—			—
Average volatility of peer companies	51.8			66.0
Average correlation coefficient of peer companies	0.4866			0.5295

Stock appreciation rights

The following table provides the summarized stock appreciation rights activity for the thirteen weeks ended May 4, 2024:


	Number of Underlying Shares	Weighted-Average Exercise Price		Aggregate Intrinsic Value (in thousands)		Weighted-Average Remaining Contractual Life (years)
Outstanding at February 3, 2024	25,600	$	29.29

Exercised	(25,600)	29.29
Forfeited or expired	—	—
Outstanding at May 4, 2024	—	$	—	$	—	0.0
Stock appreciation rights exercisable at May 4, 2024	—	$	—	$	—	0.0

The following table provides additional information pertaining to stock appreciation rights exercised during the thirteen weeks ended May 4, 2024 and April 29, 2023:


(in thousands)	May 4, 2024		April 29, 2023
Total grant date fair value of awards exercised	$	267	$	64

Derivative Instruments

3 Months Ended

May 04, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE INSTRUMENTS


(in thousands)	Notional Amount (1)
Euro	$	46,741
British pound	43,758
Canadian dollar	16,150

(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.

As of May 4, 2024, foreign currency exchange forward contracts that were entered into to hedge foreign-currency-denominated net monetary assets and liabilities were as follows:


(in thousands)	Notional Amount (1)
British pound	$	12,325


Euro	21,307

(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.


(in thousands)	Location	May 4, 2024		February 3, 2024		Location	May 4, 2024		February 3, 2024
Derivatives designated as cash flow hedging instruments	Other current assets	$	1,163	$	1,090	Accrued expenses	$	117	$	539
Derivatives not designated as hedging instruments	Other current assets	450		2		Accrued expenses	—		—
Total		$	1,613	$	1,092		$	117	$	539




	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Gain (loss) recognized in AOCL (1)	$	1,029	$	(507)
Gain (loss) reclassified from AOCL to cost of sales, exclusive of depreciation and amortization (2)	483		(906)

(1)Amount represents the change in fair value of derivative instruments.


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Gain (loss) recognized in other operating income, net	$	1,868	$	(547)

Accumulated Other Comprehensive Loss

3 Months Ended

May 04, 2024

Equity [Abstract]

ACCUMULATED OTHER COMPREHENSIVE LOSS

r the thirteen weeks ended May 4, 2024:


	Thirteen Weeks Ended May 4, 2024
(in thousands)	Foreign Currency Translation Adjustment		Unrealized Gain (Loss) on Derivative Financial Instruments		Total
Beginning balance at February 3, 2024	$	(136,532)	$	564	$	(135,968)
Other comprehensive (loss) income before reclassifications	(1,837)		1,029		(808)
Reclassified gain from AOCL (1)	—		(483)		(483)
Tax effect	—		(23)		(23)
Other comprehensive (loss) income after reclassifications	(1,837)		523		(1,314)
Ending balance at May 4, 2024	$	(138,369)	$	1,087	$	(137,282)

(1) Amount represents gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following tables provide activity in AOCL for the thirteen weeks ended April 29, 2023:


	Thirteen Weeks Ended April 29, 2023
(in thousands)	Foreign Currency Translation Adjustment		Unrealized Gain (Loss) on Derivative Financial Instruments		Total
Beginning balance at January 28, 2023	$	(132,653)	$	(4,874)	$	(137,527)
Other comprehensive income (loss) before reclassifications	311		(507)		(196)
Reclassified loss from AOCL (1)	—		906		906
Tax effect	—		6		6
Other comprehensive income after reclassifications	311		405		716
Ending balance at April 29, 2023	$	(132,342)	$	(4,469)	$	(136,811)

(1) Amount represents loss reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

Segment Reporting

3 Months Ended

May 04, 2024

Segment Reporting [Abstract]

SEGMENT REPORTING

The Company’s reportable segments are based on the financial information the chief operating decision maker (“CODM”) uses to allocate resources and assess performance of its business.

technology, finance, treasury, legal, human resources, and other corporate support services, as well as certain globally managed components of the planning, merchandising, and marketing functions.

The following tables provide the Company’s segment information as of May 4, 2024 and February 3, 2024, and for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Net Sales
	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Americas	$	820,121	$	665,423
EMEA	164,778		138,106
APAC	35,831		32,465
Segment total	$	1,020,730	$	835,994


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

Americas	$	252,347	$	156,445
EMEA	24,501		(1,485)
APAC	(322)		(2,547)
Segment total	$	276,526	$	152,413
Operating (loss) income not attributed to segments:
Stores and distribution expense	(3,371)		(1,889)
Marketing, general and administrative expense	(145,264)		(119,405)

Other operating income,net	1,958		2,889

Total operating income	$	129,849	$	34,008


	Assets
(in thousands)	May 4, 2024		February 3, 2024
Inventories
Americas	$	361,061	$	372,371
EMEA	70,829		77,125
APAC	17,377		19,970
Total inventories	$	449,267	$	469,466
Assets not attributed to segments	2,520,818		2,504,767
Total assets	$	2,970,085	$	2,974,233

Brand Information

The following table provides additional disaggregated revenue information, which is categorized by brand, for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Abercrombie (1)	$	571,513	$	436,044
Hollister (2)	449,217		399,950
Total	$	1,020,730	$	835,994

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	May 04, 2024	Apr. 29, 2023
Pay vs Performance Disclosure
Net Income (Loss) Attributable to Parent	$ 113,850	$ 16,571

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	May 04, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Summary of Significant Accounting Policies (Policies)

3 Months Ended

May 04, 2024

Accounting Policies [Abstract]

Consolidation, Policy [Policy Text Block]

Principles of consolidation

Fiscal Period, Policy [Policy Text Block]

Fiscal year

Year ended/ending

Number of weeks

Fiscal 2023

February 3, 2024

Fiscal 2024

February 1, 2025

Fiscal 2025

January 31, 2026

New Accounting Pronouncements, Policy

Recent accounting pronouncements

Accounting Standards Update (ASU)

Description

Effect on the financial statements or other significant matters

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements and accompanying notes

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company's consolidated financial statements.

Summary of Significant Accounting Policies (Tables)

3 Months Ended

May 04, 2024

Accounting Policies [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]

Recent accounting pronouncements

Accounting Standards Update (ASU)

Description

Effect on the financial statements or other significant matters

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

The Company is currently evaluating the impact that this guidance will have on its consolidated financial statements and accompanying notes

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

Other than the new disclosure requirements, the adoption of this guidance will not have a significant impact on the Company's consolidated financial statements.

Reconciliation of Cash and Equivalents to Restricted cash and Equivalents [Table Text Block]

Condensed Consolidated Statements of Cash Flows reconciliation

The following table provides a reconciliation of cash and equivalents and restricted cash and equivalents to the amounts shown on the Condensed Consolidated Statements of Cash Flows:


(in thousands)	Location	May 4, 2024		February 3, 2024		April 29, 2023		January 28, 2023
Cash and equivalents	Cash and equivalents	$	864,195	$	900,884	$	446,952	$	517,602
Long-term restricted cash and equivalents	Other assets	7,807		8,801		9,712		9,967

Cash and equivalents and restricted cash and equivalents		$	872,001	$	909,685	$	456,664	$	527,569

Supplier Finance Program

The following table provides activity in the SCF program for the thirteen weeks ended May 4, 2024


	Thirteen Weeks Ended
(in thousands)	May 4, 2024
Confirmed obligations outstanding at the beginning of the period	$	72,376
Invoices confirmed during the period	75,468
Confirmed invoices paid during the period	(89,816)
Confirmed obligations outstanding at the end of the period	$	58,028

Revenue Recognition (Tables)

3 Months Ended

May 04, 2024

Disaggregation of Revenue [Abstract]

Deferred Revenue, by Arrangement, Disclosure [Table Text Block]

The following table details certain contract liabilities representing unearned revenue as of May 4, 2024, February 3, 2024, April 29, 2023 and January 28, 2023:


(in thousands)	May 4, 2024		February 3, 2024		April 29, 2023		January 28, 2023
Gift card liability (1)	$	40,291	$	41,144	$	37,630	$	39,235
Loyalty programs liability	27,546		27,937		23,552		25,640

Disaggregation of Revenue

The following table details recognized revenue associated with the Company’s gift card program and loyalty programs for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Revenue associated with gift card redemptions and gift card breakage	$	30,661	$	24,224
Revenue associated with reward redemptions and breakage related to the Company’s loyalty programs	13,958		12,282

Net Income (Loss) Per Share (Table)

3 Months Ended

May 04, 2024

Earnings Per Share [Abstract]

Schedule of Weighted Average Number of Shares

additional information pertaining to net income per share attributable to A&F for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024	April 29, 2023
Shares of Common Stock issued	103,300	103,300
Weighted-average treasury shares	(52,407)	(53,726)
Weighted-average — basic shares	50,893	49,574
Dilutive effect of share-based compensation awards	2,383	1,893
Weighted-average — diluted shares	53,276	51,467
Anti-dilutive shares (1)	436	2,834

Fair Value (Tables)

3 Months Ended

May 04, 2024

Fair Value Disclosures [Abstract]

Company's Assets and Liabilities Measured at Fair Value

The following table provides the three levels of the hierarchy and the distribution of the Company’s assets measured at fair value on a recurring basis, as of May 4, 2024 and February 3, 2024:


	Assets and Liabilities at Fair Value as of May 4, 2024
(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents (1)	$	302,285	$	17,912	$	—	$	320,197
Derivative instruments (2)	—		1,613		—		1,613
Rabbi Trust assets (3)	1,164		52,863		—		54,027
Restricted cash equivalents (1)	3,285		1,441		—		4,726
Total assets	$	306,734	$	73,829	$	—	$	380,563

Liabilities:
Derivative instruments (2)	$	—	$	117	$	—	$	117
Total liabilities	$	—	$	117	$	—	$	117


	Assets and Liabilities at Fair Value as of February 3, 2024
(in thousands)	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents (1)	$	349,174	$	26,975	$	—	$	376,149
Derivative instruments (2)	—		1,092		—		1,092
Rabbi Trust assets (3)	1,164		52,521		—		53,685
Restricted cash equivalents (1)	4,282		1,420		—		5,702
Total assets	$	354,620	$	82,008	$	—	$	436,628

Liabilities:
Derivative instruments (2)	$	—	$	539	$	—	$	539
Total liabilities	$	—	$	539	$	—	$	539

(1) Level 1 assets consisted of investments in money market funds and U.S. treasury bills. Level 2 assets consisted of time deposits.

(2) Level 2 assets and liabilities consisted primarily of foreign currency exchange forward contracts.

(3) Level 1 assets consisted of investments in money market funds. Level 2 assets consisted of trust-owned life insurance policies.

Fair Value of long-term borrowings

The following table provides the carrying amount and fair value of the Company’s long-term gross borrowings as of May 4, 2024 and February 3, 2024:


(in thousands)	May 4, 2024		February 3, 2024
Gross borrowings outstanding, carrying amount	$	213,906	$	223,214
Gross borrowings outstanding, fair value (1)	215,510		226,004

(1) Classified as Level 2 measurements within the fair value hierarchy.

Property and Equipment, Net (Tables)

3 Months Ended

May 04, 2024

Property, Plant and Equipment [Abstract]

Property and Equipment, Net

property and equipment, net as of May 4, 2024 and February 3, 2024:


(in thousands)	May 4, 2024		February 3, 2024
Property and equipment, at cost	$	2,529,429	$	2,509,184
Less: Accumulated depreciation and amortization	(1,988,732)		(1,971,151)
Property and equipment, net	$	540,697	$	538,033

Refer to Note 8, “ASSET IMPAIRMENT,” for details related to property and equipment impairment charges incurred during the thirteen weeks ended May 4, 2024 and thirteen weeks ended April 29, 2023.

Leases (Tables)

3 Months Ended

May 04, 2024

Leases [Abstract]

Lease, Cost [Table Text Block]

The following table provides a summary of the Company’s operating lease costs for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Single lease cost (1)	$	59,980	$	58,340
Variable lease cost (2)	46,169		35,695
Operating lease right-of-use asset impairment (3)	339		1,414
Sublease income	(984)		(984)
Total operating lease cost	$	105,504	$	94,465

(1)Includes amortization and interest expense associated with operating lease right-of-use assets and the impact from remeasurement of operating lease liabilities.

(3)Refer to Note 8, “ASSET IMPAIRMENT,” for details related to operating lease right-of-use asset impairment charges.

Asset Impairment (Tables)

3 Months Ended

May 04, 2024

Asset Impairment [Abstract]

Impaired Assets to be Disposed of by Method Other than Sale [Table Text Block]

asset impairment charges for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Operating lease right-of-use asset impairment	$	339	$	1,414
Property and equipment asset impairment	527		3,022
Total asset impairment	$	866	$	4,436

Borrowings (Tables)

3 Months Ended

May 04, 2024

Debt Disclosure [Abstract]

Schedule of Borrowings

details on the Company’s long-term borrowings, net, as of May 4, 2024 and February 3, 2024 :


(in thousands)	May 4, 2024		February 3, 2024
Long-term portion of borrowings, gross at carrying amount	$	213,906	$	223,214
Unamortized fees	(804)		(1,095)
Long-term borrowings, net	$	213,102	$	222,119

Share-Based Compensation (Tables)

3 Months Ended

May 04, 2024

Share-based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]

The following table provides share-based compensation expense and the related income tax impacts for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Share-based compensation expense	$	11,363	$	8,088
Income tax benefits associated with share-based compensation expense recognized	1,278		1,005

Share-based Payment Arrangement, Discrete Tax Benefit (Charge) [Table Text Block]

The following table provides discrete income tax benefits and charges related to share-based compensation awards during the thirteen weeks ended May 4, 2024 and April 29, 2023:



	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Income tax discrete benefits realized for tax deductions related to the issuance of shares	$	14,554	$	1,117
Income tax discrete charges realized upon cancellation of stock appreciation rights	—		(101)
Total income tax discrete benefits related to share-based compensation awards	$	14,554	$	1,016

Employee tax withheld by company for share-based compensation


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Employee tax withheld upon issuance of shares (1)	$	65,173	$	18,359

(1) Classified within financing activities on the Condensed Consolidated Statements of Cash Flows.

Schedule of Restricted Stock Unit Activity

The following table provides the summarized activity for restricted stock units for the thirteen weeks ended May 4, 2024:


	Service-based Restricted Stock Units			Performance-based Restricted Stock Units			Market-based Restricted Stock Units
	Number of Underlying Shares	Weighted- Average Grant Date Fair Value		Number of Underlying Shares	Weighted- Average Grant Date Fair Value		Number of Underlying Shares	Weighted- Average Grant Date Fair Value
Unvested at February 3, 2024	1,886,085	$	27.12	521,212	$	30.03	260,619	$	43.90
Granted	226,209	120.49		53,775	120.56		26,895	180.71
Adjustments for performance achievement	—	—		150,446	32.10		75,227	50.34
Vested	(757,301)	24.37		(300,892)	32.10		(150,454)	50.34
Forfeited	(40,864)	30.95		—	—		—	—
Unvested at May 4, 2024 (1)	1,314,129	$	44.71	424,541	$	40.76	212,287	$	58.95

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award


	Service-based Restricted Stock Units		Performance-based Restricted Stock Units		Market-based Restricted Stock Units
Unrecognized compensation cost (in thousands)	$	53,083	$	20,866	$	8,037
Remaining weighted-average period cost is expected to be recognized (years)	1.5		1.6		1.6

Schedule of Stock Appreciation Rights Activity

The following table provides the summarized stock appreciation rights activity for the thirteen weeks ended May 4, 2024:


	Number of Underlying Shares	Weighted-Average Exercise Price		Aggregate Intrinsic Value (in thousands)		Weighted-Average Remaining Contractual Life (years)
Outstanding at February 3, 2024	25,600	$	29.29

Exercised	(25,600)	29.29
Forfeited or expired	—	—
Outstanding at May 4, 2024	—	$	—	$	—	0.0
Stock appreciation rights exercisable at May 4, 2024	—	$	—	$	—	0.0

The following table provides additional information pertaining to stock appreciation rights exercised during the thirteen weeks ended May 4, 2024 and April 29, 2023:


(in thousands)	May 4, 2024		April 29, 2023
Total grant date fair value of awards exercised	$	267	$	64

Market-based restricted stock units [Member]

Schedule of Weighted-Average Estimated Fair Value and Assumptions of Restricted Stock Units with Market Vesting Conditions

additional information pertaining to restricted stock units for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Service-based restricted stock units:
Total grant date fair value of awards granted	$	27,256	$	23,842
Total grant date fair value of awards vested	18,455		15,560

Performance-based restricted stock units:
Total grant date fair value of awards granted	6,483		6,300
Total grant date fair value of awards vested	9,659		—

Market-based restricted stock units:
Total grant date fair value of awards granted	4,860		4,576
Total grant date fair value of awards vested	7,574		16,040


	Thirteen Weeks Ended
	May 4, 2024			April 29, 2023
Grant date market price	$	120.56		$	28.36
Fair value	180.71			41.20

Price volatility	59		%	63		%
Expected term (years)	2.9			2.9
Risk-free interest rate	4.3		%	4.6		%
Dividend yield	—			—
Average volatility of peer companies	51.8			66.0
Average correlation coefficient of peer companies	0.4866			0.5295

Derivative Instruments (Tables)

3 Months Ended

May 04, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Outstanding Foreign Exchange Forward Contracts


(in thousands)	Notional Amount (1)
Euro	$	46,741
British pound	43,758
Canadian dollar	16,150

(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.

As of May 4, 2024, foreign currency exchange forward contracts that were entered into to hedge foreign-currency-denominated net monetary assets and liabilities were as follows:


(in thousands)	Notional Amount (1)
British pound	$	12,325


Euro	21,307

(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.

Location and Amounts of Derivative Fair Values on the Condensed Consolidated Balance Sheets


(in thousands)	Location	May 4, 2024		February 3, 2024		Location	May 4, 2024		February 3, 2024
Derivatives designated as cash flow hedging instruments	Other current assets	$	1,163	$	1,090	Accrued expenses	$	117	$	539
Derivatives not designated as hedging instruments	Other current assets	450		2		Accrued expenses	—		—
Total		$	1,613	$	1,092		$	117	$	539

Location and Amounts of Derivative Gains and Losses on the Condensed Consolidated Statements of Operations and Comprehensive Loss

information pertaining to derivative gains or losses from foreign currency exchange forward contracts designated as cash flow hedging instruments for the thirteen weeks ended May 4, 2024 and April 29, 2023:




	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Gain (loss) recognized in AOCL (1)	$	1,029	$	(507)
Gain (loss) reclassified from AOCL to cost of sales, exclusive of depreciation and amortization (2)	483		(906)

(1)Amount represents the change in fair value of derivative instruments.


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Gain (loss) recognized in other operating income, net	$	1,868	$	(547)

Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

May 04, 2024

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Loss

The following tables provide activity in AOCL for the thirteen weeks ended May 4, 2024:


	Thirteen Weeks Ended May 4, 2024
(in thousands)	Foreign Currency Translation Adjustment		Unrealized Gain (Loss) on Derivative Financial Instruments		Total
Beginning balance at February 3, 2024	$	(136,532)	$	564	$	(135,968)
Other comprehensive (loss) income before reclassifications	(1,837)		1,029		(808)
Reclassified gain from AOCL (1)	—		(483)		(483)
Tax effect	—		(23)		(23)
Other comprehensive (loss) income after reclassifications	(1,837)		523		(1,314)
Ending balance at May 4, 2024	$	(138,369)	$	1,087	$	(137,282)

(1) Amount represents gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

The following tables provide activity in AOCL for the thirteen weeks ended April 29, 2023:


	Thirteen Weeks Ended April 29, 2023
(in thousands)	Foreign Currency Translation Adjustment		Unrealized Gain (Loss) on Derivative Financial Instruments		Total
Beginning balance at January 28, 2023	$	(132,653)	$	(4,874)	$	(137,527)
Other comprehensive income (loss) before reclassifications	311		(507)		(196)
Reclassified loss from AOCL (1)	—		906		906
Tax effect	—		6		6
Other comprehensive income after reclassifications	311		405		716
Ending balance at April 29, 2023	$	(132,342)	$	(4,469)	$	(136,811)

(1) Amount represents loss reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

Segment Reporting (Tables)

3 Months Ended

May 04, 2024

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

The following tables provide the Company’s segment information as of May 4, 2024 and February 3, 2024, and for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Net Sales
	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Americas	$	820,121	$	665,423
EMEA	164,778		138,106
APAC	35,831		32,465
Segment total	$	1,020,730	$	835,994

Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block]


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

Americas	$	252,347	$	156,445
EMEA	24,501		(1,485)
APAC	(322)		(2,547)
Segment total	$	276,526	$	152,413
Operating (loss) income not attributed to segments:
Stores and distribution expense	(3,371)		(1,889)
Marketing, general and administrative expense	(145,264)		(119,405)

Other operating income,net	1,958		2,889

Total operating income	$	129,849	$	34,008

Reconciliation of Assets from Segment to Consolidated [Table Text Block]


	Assets
(in thousands)	May 4, 2024		February 3, 2024
Inventories
Americas	$	361,061	$	372,371
EMEA	70,829		77,125
APAC	17,377		19,970
Total inventories	$	449,267	$	469,466
Assets not attributed to segments	2,520,818		2,504,767
Total assets	$	2,970,085	$	2,974,233

Revenue from External Customers by Operating Segment [Table Text Block]

Brand Information

The following table provides additional disaggregated revenue information, which is categorized by brand, for the thirteen weeks ended May 4, 2024 and April 29, 2023:


	Thirteen Weeks Ended
(in thousands)	May 4, 2024		April 29, 2023
Abercrombie (1)	$	571,513	$	436,044
Hollister (2)	449,217		399,950
Total	$	1,020,730	$	835,994

(1)Abercrombie brands includes Abercrombie & Fitch and abercrombie kids.

(2)Hollister brands includes Hollister and Gilly Hicks

Summary of Significant Accounting Policies Condensed Consolidated Statements of Cash Flows reconciliation (Details) - USD ($) $ in Thousands	May 04, 2024	Feb. 03, 2024	Apr. 29, 2023	Jan. 28, 2023
Condensed Statements of Cash Flows reconciliation [Abstract]
Cash and equivalents	$ 864,195	$ 900,884	$ 446,952	$ 517,602
Restricted Cash and Cash Equivalents	7,807	8,801	9,712	9,967
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	$ 872,001	$ 909,685	$ 456,664	$ 527,569

Summary of Significant Accounting Policies Supplier Chain Financing (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Feb. 03, 2024
Supplier Finance Program, Obligation [Roll Forward]
Supplier Finance Program, Payment Timing, Period	75 days
Supplier Finance Program Obligation Current	$ 58,000	$ 72,400
Supplier Finance Program, Obligation, Current, Statement of Financial Position [Extensible Enumeration]	Accounts Payable, Current	Accounts Payable, Current
SupplierFinanceProgram
Supplier Finance Program, Obligation [Roll Forward]
Supplier Finance Program, Obligation, Addition	$ 75,468
Supplier Finance Program, Obligation, Settlement	(89,816)
Supplier Finance Program Obligation Current	$ 58,028	$ 72,376

Summary of Significant Accounting Policies Recent Accounting Pronouncements (Details)	3 Months Ended
	May 04, 2024
Recent Accounting Pronouncements [Abstract]
Maximum Length Of Time Inventory Sales Hedged	12 months

Revenue Recognition (Details) - USD ($)
$ in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Feb. 03, 2024

Jan. 28, 2023

Gift Card

Deferred Revenue Arrangement [Line Items]

Contract with Customer, Liability, Current

$ 40,291

$ 37,630

$ 41,144

^[1]

$ 39,235

^[1]

Contract with Customer, Liability, Revenue Recognized

9,900

13,400

Revenue from Contract with Customer

30,661

24,224

Royalty

Deferred Revenue Arrangement [Line Items]

Contract with Customer, Liability, Current

27,546

23,552

$ 27,937

$ 25,640

Revenue from Contract with Customer

$ 13,958

$ 12,282

[1]	Includes $9.9 million and $13.4 million of revenue recognized during the thirteen weeks ended May 4, 2024 and April 29, 2023, respectively, that was included in the gift card liability at the beginning of February 3, 2024 and January 28, 2023, respectively.

Net Income (Loss) Per Share (Details) - shares
shares in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Weighted Average Shares Outstanding And Anti Dilutive Shares [Abstract]

Shares of Common Stock issued

103,300

Weighted-average treasury shares

(52,407)

(53,726)

Weighted-average — basic shares

50,893

49,574

Dilutive effect of share-based compensation awards

2,383

1,893

Weighted-average — diluted shares

53,276

51,467

Anti-dilutive shares (1)

^[1]

436

2,834

[1]

Reflects the total number of shares related to outstanding share-based compensation awards that have been excluded from the computation of net income per diluted share because the impact would have been anti-dilutive. Unvested shares related to restricted stock units with performance-based and market-based vesting conditions can achieved from zero up to 200% of their target vesting amount and are reflected at the maximum vesting amount less any dilutive portion.

Fair Value (Assets and Liabilities at Fair Value) (Details) - USD ($)
$ in Thousands

May 04, 2024

Feb. 03, 2024

Fair Value, Recurring [Member]

Assets, Fair Value Disclosure [Abstract]

Cash and Cash Equivalents, Fair Value Disclosure

^[1]

$ 320,197

$ 376,149

Derivative instruments (2)

^[2]

1,613

1,092

Restricted Investments, Noncurrent

^[3]

54,027

53,685

Restricted Cash Equivalents, Noncurrent

^[1]

4,726

5,702

Total assets

380,563

436,628

Liabilities, Fair Value Disclosure [Abstract]

Derivative Liability

117

539

Total liabilities

117

539

Level 1 | Fair Value, Recurring [Member]

Assets, Fair Value Disclosure [Abstract]

Cash and Cash Equivalents, Fair Value Disclosure

^[1]

302,285

349,174

Derivative instruments (2)

^[2]

Restricted Investments, Noncurrent

^[3]

1,164

Restricted Cash Equivalents, Noncurrent

^[1]

3,285

4,282

Total assets

306,734

354,620

Liabilities, Fair Value Disclosure [Abstract]

Derivative Liability

Total liabilities

Level 2 | Fair Value, Recurring [Member]

Assets, Fair Value Disclosure [Abstract]

Cash and Cash Equivalents, Fair Value Disclosure

^[1]

17,912

26,975

Derivative instruments (2)

1,613

1,092

^[2]

Restricted Investments, Noncurrent

^[3]

52,863

52,521

Restricted Cash Equivalents, Noncurrent

^[1]

1,441

1,420

Total assets

73,829

82,008

Liabilities, Fair Value Disclosure [Abstract]

Derivative Liability

117

539

Total liabilities

117

539

Level 3 | Fair Value, Recurring [Member]

Assets, Fair Value Disclosure [Abstract]

Cash and Cash Equivalents, Fair Value Disclosure

^[1]

Derivative instruments (2)

^[2]

Restricted Investments, Noncurrent

^[3]

Restricted Cash Equivalents, Noncurrent

^[1]

Total assets

Liabilities, Fair Value Disclosure [Abstract]

Derivative Liability

Total liabilities

Senior Notes [Member]

Liabilities, Fair Value Disclosure [Abstract]

Gross borrowings outstanding, carrying amount

213,906

223,214

Gross borrowings outstanding, fair value (1)

^[4]

$ 215,510

$ 226,004

Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]

Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate

875.00%

[1]	Level 1 assets consisted of investments in money market funds and U.S. treasury bills. Level 2 assets consisted of time deposits.
[2]	(2) Level 2 assets and liabilities consisted primarily of foreign currency exchange forward contracts.
[3]	Level 1 assets consisted of investments in money market funds. Level 2 assets consisted of trust-owned life insurance policies.
[4]	(1) Classified as Level 2 measurements within the fair value hierarchy.

Property and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023	Feb. 03, 2024
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 2,529,429		$ 2,509,184
Less: Accumulated depreciation and amortization	(1,988,732)		(1,971,151)
Property and equipment, net	540,697		$ 538,033
Property and equipment asset impairment	527	$ 3,022
Asset Impairment Charges	$ 866	$ 4,436

Leases (Details) - USD ($)
$ in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Leases [Abstract]

Single lease cost

^[1]

$ 59,980

$ 58,340

Variable lease cost

^[2]

46,169

35,695

Operating lease right-of-use asset impairment

^[3]

339

1,414

Sublease Income

(984)

Operating lease cost

105,504

94,465

Right-of-Use Asset Obtained in Exchange for Operating Lease Liability

73,686

17,857

Cash paid for operating lease liabilities

64,052

$ 85,156

LesseeOperatingLeaseLeasesNotYetCommencedLiability

$ 72,100

[1]	(1)Includes amortization and interest expense associated with operating lease right-of-use assets and the impact from remeasurement of operating lease liabilities.
[2]	Includes variable payments related to both lease and nonlease components, such as contingent rent payments made by the Company based on performance, and payments related to taxes, insurance, and maintenance costs.
[3]	Refer to Note 8, “ASSET IMPAIRMENT,” for details related to operating lease right-of-use asset impairment charges.

Asset Impairment (Details) - USD ($) $ in Thousands	3 Months Ended
Asset Impairment (Details) - USD ($) $ in Thousands	May 04, 2024	Apr. 29, 2023	Feb. 03, 2024
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Property and equipment asset impairment	$ 527	$ 3,022
Asset Impairment Charges	866	4,436
Operating Lease, Right-of-Use Asset	699,471		$ 678,256
Retail Site
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Operating Lease, Impairment Loss	339	$ 1,414
Fair Value, Nonrecurring
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Store Assets, including property and equipment and operating lease right-of-use assets	8,300
Operating Lease, Right-of-Use Asset	$ 6,700

Rabbi Trust Assets (Details) - Fair Value, Recurring [Member] - USD ($)
$ in Thousands

May 04, 2024

Feb. 03, 2024

Defined Benefit Plan, Plan Assets, Category [Line Items]

Restricted Investments, Noncurrent

^[1]

$ 54,027

$ 53,685

Level 2

Defined Benefit Plan, Plan Assets, Category [Line Items]

Restricted Investments, Noncurrent

^[1]

52,863

52,521

Level 1

Defined Benefit Plan, Plan Assets, Category [Line Items]

Restricted Investments, Noncurrent

^[1]

$ 1,164

[1]	Level 1 assets consisted of investments in money market funds. Level 2 assets consisted of trust-owned life insurance policies.

Income Taxes (Details) - USD ($)	3 Months Ended
Income Taxes (Details) - USD ($)	May 04, 2024	Apr. 29, 2023	Feb. 03, 2024
Valuation Allowance [Line Items]
Pre-Tax Losses Without Tax Benefits Recognized	$ 7,600,000	$ 20,300,000
Valuation Allowance, Deferred Tax Asset, Increase (Decrease) Amount	1,100,000	3,100,000
Deferred Tax Assets, Net	38,300,000
Pre-Tax Losses Without Tax Benefits Recognized	7,600,000	20,300,000
Income Tax Expense (Benefit)	19,794,000	$ 12,718,000
CHINA
Valuation Allowance [Line Items]
Deferred Tax Assets, Other	8,100,000		$ 7,600,000
JAPAN
Valuation Allowance [Line Items]
Deferred Tax Assets, Other	7,400,000		7,500,000
UNITED KINGDOM
Valuation Allowance [Line Items]
Deferred Tax Assets, Other	$ 12,700,000		$ 12,600,000

Borrowings (Details) - USD ($) $ in Thousands	3 Months Ended
Borrowings (Details) - USD ($) $ in Thousands	May 04, 2024	Apr. 29, 2023	Feb. 03, 2024
Long-Term Borrowings [Line Items]
Loss on extinguishment of debt	$ 168	$ 0
Line of Credit Facility, Remaining Borrowing Capacity	325,200
Long-term Debt, Excluding Current Maturities	213,102		$ 222,119
Schedule of Future Payments of the Term Loan Facility
ABL Facility, covenant terms, minimum remaining borrowing capacity	292,700
Letters of Credit Outstanding, Amount	(400)
Senior Notes [Member]
Long-Term Borrowings [Line Items]
Debt Instrument, Repurchased Face Amount	9,300
Loss on extinguishment of debt	$ 200
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate	875.00%
Gross borrowings outstanding, carrying amount	$ 213,906		223,214
Unamortized discount	(804)
Term Loan Facility
Long-Term Borrowings [Line Items]
Unamortized Debt Issuance Expense Fees Paid to Lenders			(1,095)
Long-term Debt			$ 222,119
ABL Facility
Long-Term Borrowings [Line Items]
Maximum borrowing capacity	$ 400,000

Borrowings Schedule of Short-term borrowings (Details) $ in Millions	May 04, 2024 USD ($)
Short-term debt disclosure [Abstract]
Line of Credit Facility, Remaining Borrowing Capacity	$ 325.2

Share-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended
Share-Based Compensation (Details) - USD ($) $ in Thousands	May 04, 2024	Apr. 29, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture	$ (65,173)	$ (18,359)
Payment, Tax Withholding, Share-based Payment Arrangement	65,173	18,359
Share-based compensation expense	11,363	8,088
Tax benefit recognized related to share-based compensation expense	1,278	1,005
Share-based Payment Arrangement, Exercise of Option, Tax Benefit	14,554	1,117
Share-based Payment Arrangement, Cancellation of Option, Tax Charge	0	(101)
Share-based Payment Arrangement, Discrete Income Tax Benefit (Charge)	14,554	1,016
Stock Appreciation Rights
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total grant date fair value of awards vested	267	64
Service-based restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation cost, net of estimated forfeitures	$ 53,083
Unrecognized compensation cost, weighted-average period of recognition	1 year 6 months
Total grant date fair value of awards granted	$ 27,256	23,842
Total grant date fair value of awards vested	18,455	15,560
Performance-based restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation cost, net of estimated forfeitures	$ 20,866
Unrecognized compensation cost, weighted-average period of recognition	1 year 7 months 6 days
Total grant date fair value of awards granted	$ 6,483	6,300
Total grant date fair value of awards vested	9,659	0
Market-based restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation cost, net of estimated forfeitures	$ 8,037
Unrecognized compensation cost, weighted-average period of recognition	1 year 7 months 6 days
Total grant date fair value of awards granted	$ 4,860	4,576
Total grant date fair value of awards vested	7,574	16,040
Additional Paid-in Capital [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Issued, Value, Share-based Payment Arrangement, after Forfeiture	(32,165)	(23,644)
Share-based compensation expense	$ 11,363	$ 8,088

Share-Based Compensation (Restricted Stock Units Activity) (Details) - USD ($)
$ / shares in Units, $ in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based Payment Arrangement, Exercise of Option, Tax Benefit

$ 14,554

$ 1,117

Restricted Stock Unit Activity, Number of Underlying Shares

Number of Underlying Shares, Beginning Balance at January 30, 2021

25,600

Number of Underlying Shares, Forfeited

Number of Underlying Shares, Ending Balance at July 31, 2021

Restricted Stock Unit Activity, Weighted-Average Grant Date Fair Value

Weighted-Average Grant Date Fair Value, Beginning Balance

$ 29.29

Weighted-Average Grant Date Fair Value, Forfeited

Weighted-Average Grant Date Fair Value, Ending Balance

$ 0

Service-based restricted stock units

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount

$ 53,083

Restricted Stock Unit Activity, Number of Underlying Shares

Number of Underlying Shares, Beginning Balance at January 30, 2021

1,886,085

Number of Underlying Shares, Granted

226,209

Number of Underlying Shares, Adjustments for performance achievement

Number of Underlying Shares, Vested

(757,301)

Number of Underlying Shares, Forfeited

(40,864)

Number of Underlying Shares, Ending Balance at July 31, 2021

1,314,129

Restricted Stock Unit Activity, Weighted-Average Grant Date Fair Value

Weighted-Average Grant Date Fair Value, Beginning Balance

$ 27.12

Weighted-Average Grant Date Fair Value, Granted

120.49

Weighted-Average Grant Date Fair Value, Adjustments for performance achievement

Weighted-Average Grant Date Fair Value, Vested

24.37

Weighted-Average Grant Date Fair Value, Forfeited

30.95

Weighted-Average Grant Date Fair Value, Ending Balance

$ 44.71

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition

1 year 6 months

Performance-based restricted stock units [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount

$ 20,866

Restricted Stock Unit Activity, Number of Underlying Shares

Number of Underlying Shares, Beginning Balance at January 30, 2021

521,212

Number of Underlying Shares, Granted

53,775

Number of Underlying Shares, Adjustments for performance achievement

150,446

Number of Underlying Shares, Vested

(300,892)

Number of Underlying Shares, Forfeited

Number of Underlying Shares, Ending Balance at July 31, 2021

^[1]

424,541

Restricted Stock Unit Activity, Weighted-Average Grant Date Fair Value

Weighted-Average Grant Date Fair Value, Beginning Balance

$ 30.03

Weighted-Average Grant Date Fair Value, Granted

120.56

Weighted-Average Grant Date Fair Value, Adjustments for performance achievement

32.10

Weighted-Average Grant Date Fair Value, Vested

32.10

Weighted-Average Grant Date Fair Value, Forfeited

Weighted-Average Grant Date Fair Value, Ending Balance

$ 40.76

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition

1 year 7 months 6 days

Market-based restricted stock units [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount

$ 8,037

Restricted Stock Unit Activity, Number of Underlying Shares

Number of Underlying Shares, Beginning Balance at January 30, 2021

260,619

Number of Underlying Shares, Granted

26,895

Number of Underlying Shares, Adjustments for performance achievement

75,227

Number of Underlying Shares, Vested

(150,454)

Number of Underlying Shares, Forfeited

Number of Underlying Shares, Ending Balance at July 31, 2021

^[1]

212,287

Restricted Stock Unit Activity, Weighted-Average Grant Date Fair Value

Weighted-Average Grant Date Fair Value, Beginning Balance

$ 43.90

Weighted-Average Grant Date Fair Value, Granted

180.71

$ 41.20

Weighted-Average Grant Date Fair Value, Adjustments for performance achievement

50.34

Weighted-Average Grant Date Fair Value, Vested

50.34

Weighted-Average Grant Date Fair Value, Forfeited

Weighted-Average Grant Date Fair Value, Ending Balance

$ 58.95

Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition

1 year 7 months 6 days

[1]

Unvested shares related to restricted stock units with performance-based and market-based vesting conditions are reflected at 100% of their target vesting amount in the table above. Unvested shares related to restricted stock units with performance-based and market-based vesting conditions can be achieved from zero up to 200% of their target vesting amount.

Share-Based Compensation (Restricted Stock Units Assumptions) (Details) - $ / shares	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Document Period End Date	May 04, 2024
City Area Code	(614)
Market-based restricted stock units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Grant date market price (in dollars per share)	$ 120.56	$ 28.36
Fair value (in dollars per share)	$ 180.71	$ 41.20
Price volatility	59.00%	63.00%
Expected term (years)	2 years 10 months 24 days	2 years 10 months 24 days
Risk-free interest rate	4.30%	4.60%
Dividend yield	0.00%	0.00%
Average volatility of peer companies	51.80%	66.00%
Average correlation coefficient of peer companies	0.4866	0.5295

Share-Based Compensation (Stock Appreciation Rights Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Stock Appreciation Rights Activity, Number of Underlying Shares
Number of Underlying Shares, Beginning Balance at January 30, 2021	25,600
Number of Underlying Shares, Exercised	(25,600)
Number of Underlying Shares, Forfeited	0
Number of Underlying Shares, Ending Balance at July 31, 2021	0
Number of Underlying shares, Stock appreciation rights exercisable	0
Stock Appreciation Rights, Weighted-Average Exercise Price
Weighted-Average Grant Date Fair Value, Beginning Balance	$ 29.29
Weighted-Average Exercise Price, Exercised	29.29
Weighted-Average Exercise Price, Forfeited or expired	0
Weighted-Average Grant Date Fair Value, Ending Balance	0
Weighted-Average Exercise Price, Stock appreciation rights exercisable	$ 0
Aggregate Intrinsic Value, Outstanding	$ 0
Aggregate Intrinsic Value, Stock appreciation rights exercisable	$ 0
Weighted-Average Remaining Contractual Life, Outstanding	0 years
Weighted-Average Remaining Contractual Life, Stock appreciation rights exercisable	0 years
Stock Appreciation Rights
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value	$ 267	$ 64

Derivative Instruments (Outstanding Foreign Exchange Forward Contracts) (Details) - Foreign currency exchange forward contracts - USD ($)
$ in Thousands

May 04, 2024

Feb. 03, 2024

Designated As Hedging Instrument

Derivative [Line Items]

Derivative Asset, Statement of Financial Position [Extensible Enumeration]

Other Assets, Current

Not Designated as Hedging Instruments

Derivative [Line Items]

Derivative Asset, Statement of Financial Position [Extensible Enumeration]

Other Assets, Current

Euro Member Countries, Euro | Designated As Hedging Instrument

Derivative [Line Items]

Notional Amount

^[1]

$ 46,741

Euro Member Countries, Euro | Not Designated as Hedging Instruments

Derivative [Line Items]

Notional Amount

^[2]

21,307

United Kingdom, Pounds | Designated As Hedging Instrument

Derivative [Line Items]

Notional Amount

^[1]

43,758

United Kingdom, Pounds | Not Designated as Hedging Instruments

Derivative [Line Items]

Notional Amount

^[2]

12,325

Canada, Dollars | Designated As Hedging Instrument

Derivative [Line Items]

Notional Amount

^[1]

$ 16,150

[1]	(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.
[2]	(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024

Derivative Instruments (Derivative Fair Values on the Condensed Consolidated Balance Sheets) (Details) - Foreign currency exchange forward contracts - USD ($) $ in Thousands	May 04, 2024	Feb. 03, 2024
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Gross Asset Including Not Subject to Master Netting Arrangement	$ 1,613	$ 1,092
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement	117	539
Designated As Hedging Instrument
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Gross Asset Including Not Subject to Master Netting Arrangement	1,163	1,090
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement	$ 117	$ 539
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Current	Other Assets, Current
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Accrued Liabilities, Current	Accrued Liabilities, Current
Not Designated as Hedging Instruments
Derivatives, Fair Value [Line Items]
Derivative Asset, Fair Value, Gross Asset Including Not Subject to Master Netting Arrangement	$ 450	$ 2
Derivative Liability, Fair Value, Gross Liability Including Not Subject to Master Netting Arrangement	$ 0	$ 0
Derivative Asset, Statement of Financial Position [Extensible Enumeration]	Other Assets, Current	Other Assets, Current
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Accrued Liabilities, Current	Accrued Liabilities, Current

Derivative Instruments (Derivative Gains (Losses) on the Condensed Consolidated Statement of Operations) (Details) - Foreign currency exchange forward contracts - USD ($)
$ in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Designated As Hedging Instrument

Derivative Instruments, Gain (Loss) [Line Items]

Amount of Gain (Loss) Reclassified from AOCL into Earnings (Effective Portion)

^[1]

$ 483

$ (906)

Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification and Tax

^[2]

1,029

(507)

Not Designated as Hedging Instruments

Derivative Instruments, Gain (Loss) [Line Items]

Gain/(Loss)

$ 1,868

$ (547)

[1]	Amount represents gain (loss) reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) when the hedged item affects earnings, which is when merchandise is converted to cost of sales, exclusive of depreciation and amortization.
[2]	Amount represents the change in fair value of derivative instruments.

Derivative Instruments (Details) - USD ($)
$ in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Feb. 03, 2024

Derivative Instruments, Gain (Loss) [Line Items]

Length of time inventory sales hedged (in months)

12 months

Foreign currency exchange forward contracts | Designated As Hedging Instrument

Derivative Instruments, Gain (Loss) [Line Items]

Derivative Instruments, Gain (Loss) Reclassified from Accumulated AOCL into Income, Effective Portion, Net

^[1]

$ 483

$ (906)

Foreign currency exchange forward contracts | Euro Member Countries, Euro | Designated As Hedging Instrument

Derivative Instruments, Gain (Loss) [Line Items]

Notional Amount

^[2]

46,741

Foreign currency exchange forward contracts | United Kingdom, Pounds | Designated As Hedging Instrument

Derivative Instruments, Gain (Loss) [Line Items]

Notional Amount

^[2]

43,758

Foreign currency exchange forward contracts | Canada, Dollars | Designated As Hedging Instrument

Derivative Instruments, Gain (Loss) [Line Items]

Notional Amount

^[2]

16,150

Fair Value, Recurring [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Other current assets

^[3]

1,613

$ 1,092

Accrued expenses

117

539

Level 2 | Fair Value, Recurring [Member]

Derivative Instruments, Gain (Loss) [Line Items]

Other current assets

1,613

1,092

^[3]

Accrued expenses

$ 117

$ 539

[1]	Amount represents gain (loss) reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) when the hedged item affects earnings, which is when merchandise is converted to cost of sales, exclusive of depreciation and amortization.
[2]	(1) Amounts reported are the U.S. Dollar notional amounts outstanding as of May 4, 2024.
[3]	(2) Level 2 assets and liabilities consisted primarily of foreign currency exchange forward contracts.

Accumulated Other Comprehensive Loss (Details) - USD ($)
$ in Thousands

3 Months Ended

May 04, 2024

Apr. 29, 2023

Accumulated Other Comprehensive Loss [Roll Forward]

Beginning balance

$ (135,968)

$ (137,527)

Other comprehensive (loss) income before reclassifications

(808)

(196)

Reclassified gain (loss) from AOCL

(483)

^[1]

906

^[2]

Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent

(23)

Other comprehensive (loss) income

(1,314)

716

Ending balance at May 4, 2024

(137,282)

(136,811)

Foreign Currency Translation Adjustment

Accumulated Other Comprehensive Loss [Roll Forward]

Beginning balance

(136,532)

(132,653)

Other comprehensive (loss) income before reclassifications

(1,837)

311

Reclassified gain (loss) from AOCL

Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent

Other comprehensive (loss) income

(1,837)

311

Ending balance at May 4, 2024

(138,369)

(132,342)

Unrealized Gain (Loss) on Derivative Financial Instruments

Accumulated Other Comprehensive Loss [Roll Forward]

Beginning balance

564

(4,874)

Other comprehensive (loss) income before reclassifications

1,029

(507)

Reclassified gain (loss) from AOCL

(483)

^[1]

906

^[2]

Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent

(23)

Other comprehensive (loss) income

523

405

Ending balance at May 4, 2024

$ 1,087

$ (4,469)

[1]	Amount represents gain reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.
[2]	Amount represents loss reclassified from AOCL to cost of sales, exclusive of depreciation and amortization, on the Condensed Consolidated Statements of Operations and Comprehensive Income.

Segment Reporting (Segment Reporting Information, by Segment) (Details) $ in Thousands	3 Months Ended
	May 04, 2024 USD ($)	Apr. 29, 2023 USD ($)
Segment Reporting, Disclosure of Other Information about Entity's Reportable Segments [Abstract]
Segment Reporting, Factors Used to Identify Entity's Reportable Segments	The Company manages its business on a geographic basis, consisting of three reportable segments: Americas; Europe, the Middle East and Africa (EMEA); and Asia-Pacific (APAC). Corporate functions and other income and expenses are evaluated on a consolidated basis and are not allocated to the Company’s segments, and therefore are included as a reconciling item between segment and total operating income. The Americas reportable segment includes the results of operations in North America and South America. The EMEA reportable segment includes the results of operations in Europe, the Middle East and Africa. The APAC reportable segment includes the results of operations in the Asia-Pacific region, including Asia and Oceania. Intersegment sales and transfers are recorded at cost and are treated as a transfer of inventory. All intercompany revenues are eliminated in consolidation and are not reviewed when evaluating segment performance.
Description of Effect on Previously Reported Segment Information for Change in Composition of Reportable Segments	All prior periods presented are recast to conform to the new segment presentation.
Number of reportable segments	3
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Net sales	$ 1,020,730	$ 835,994
Segment Reporting Information, Operating Income (Loss) [Abstract]
Operating Income (Loss)	129,849	34,008
Operating Segments [Member]
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Net sales	1,020,730	835,994
Segment Reporting Information, Operating Income (Loss) [Abstract]
Operating Income (Loss)	276,526	152,413
Americas [Member] \| Operating Segments [Member]
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Net sales	820,121	665,423
Segment Reporting Information, Operating Income (Loss) [Abstract]
Operating Income (Loss)	252,347	156,445
EMEA [Member] \| Operating Segments [Member]
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Net sales	164,778	138,106
Segment Reporting Information, Operating Income (Loss) [Abstract]
Operating Income (Loss)	24,501	(1,485)
Asia Pacific [Member] \| Operating Segments [Member]
Segment Reporting Information, Revenue for Reportable Segment [Abstract]
Net sales	35,831	32,465
Segment Reporting Information, Operating Income (Loss) [Abstract]
Operating Income (Loss)	$ (322)	$ (2,547)

Segment Reporting (Reconciliation of Operating Profit (Loss) from Segments to Consolidated (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Stores And Distribution Expense	$ 371,686	$ 336,049
Marketing General And Administrative Expense	177,880	142,631
Other Operating Income (Expense), Net	1,958	2,894
Operating Income (Loss)	129,849	34,008
Operating Segments [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating Income (Loss)	276,526	152,413
Operating Segments [Member] \| Americas [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating Income (Loss)	252,347	156,445
Operating Segments [Member] \| EMEA [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating Income (Loss)	24,501	(1,485)
Operating Segments [Member] \| Asia Pacific [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating Income (Loss)	(322)	(2,547)
Corporate, Non-Segment [Member]
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Stores And Distribution Expense	(3,371)	(1,889)
Marketing General And Administrative Expense	(145,264)	(119,405)
Other Operating Income (Expense), Net	$ 1,958	$ 2,889

Segment Reporting (Reconciliation of Assets from Segment to Consolidated (Details) - USD ($) $ in Thousands	May 04, 2024	Feb. 03, 2024
Segment Reporting, Asset Reconciling Item [Line Items]
Inventories	$ 449,267	$ 469,466
Assets	2,970,085	2,974,233
Total assets less inventory	2,520,818	2,504,767
Operating Segments [Member] \| Americas [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Inventories	361,061	372,371
Operating Segments [Member] \| EMEA [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Inventories	70,829	77,125
Operating Segments [Member] \| Asia Pacific [Member]
Segment Reporting, Asset Reconciling Item [Line Items]
Inventories	$ 17,377	$ 19,970

Segment Reporting (Net Sales by Brand) (Details) - USD ($) $ in Thousands	3 Months Ended
	May 04, 2024	Apr. 29, 2023
Schedule of Revenue by Brand [Line Items]
Net sales	$ 1,020,730	$ 835,994
Hollister [Member]
Schedule of Revenue by Brand [Line Items]
Net sales	449,217	399,950
Abercrombie [Member]
Schedule of Revenue by Brand [Line Items]
Net sales	$ 571,513	$ 436,044