Aritzia Annual Report 2020 Final
Aritzia Annual Report 2020 Final
Aritzia Annual Report 2020 Final
Aritzia is a
vertically integrated,
innovative design
house and fashion boutique.
We believe in high-quality, beautifully designed product.
We believe in aspirational environments and experiences.
We believe in personalized and knowledgeable client service.
And we believe that all of this should be attainable.
COVID-19 RESPONSE
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began reopening our clients have shown excitement to return boutiques, the real estate opportunities and corresponding
to shopping in our boutiques, reconnecting with their style financial terms are unprecedented. As we are currently
advisors, and enjoying the exceptional service and Everyday understored, with more premier locations becoming
Luxury experience they love and expect from us. While we are available, we will continue to explore and capture new
not yet able to maximize the demand for in-store shopping opportunities in prime real estate.
due to the health and safety measures we have put in place,
PRODUCT EXPANSION
we are both encouraged and reassured by our clients return.
Prior to COVID-19, our boutiques comprised approximately
In addition to our COVID-19 response, the past few months 77% of our sales, and our entire product strategy was based
have seen businesses across the globe be called upon to on physical and merchandising limitations of our retail
lead and be allies of the social justice and racial equality four-walls. Now, our eCommerce channel has achieved a
movement. This deserves our attention, our support, and critical mass such that our product strategies can be based
significant action. Aritzia continues our support through on the unlimited opportunities of the online environment.
external donations and more importantly, by investing $1 Specifically, we are in an unprecedented position to
million in our own Diversity and Inclusion program to effect significantly expand our product lines in depth sizes,
meaningful change from within. lengths, colours), breadth (new style development), and
new categories (such as swim, intimates, bags, shoes, and
Over the past few months, our processes and systems have
beauty). We have started to build the infrastructure of people,
been tested, and our people challenged and stretched to
processes, and technology to capitalize on this incredibly
new levels of performance. Our team’s resilience and creative
exciting product expansion opportunity.
efforts have preserved our strong financial position and
successfully safeguarded our business. The closure of all our TALENT ACQUISITION
boutiques for most of the first quarter of fiscal 2021, and the As the industry is contracting, we are also capitalizing on
corresponding decline in our revenues and our profitability the availability of world-class talent at all levels. Between
has been the most challenging period of our history, yet it has the continuation of employment of all of our people, our
also been a time of tremendous learning and growth and is community outreach, and our growing brand awareness as a
presenting us with new compelling opportunities. fashion retailer with a compelling future, more top tier talent
are attracted to us now than I have seen in my entire career.
LOOKING FORWARD Although the retail landscape for the remainder of the year
and possibly the beginning of the next remains uncertain,
Although we have earned a unique loyalty in our clients’
our future is rich with potential. We had planned this year to
closets, we have shared some of that coveted space with
release new corporate goals having just successfully reached
others. As a result of the pandemic’s devastating impact
the end of our previous five-year plan. Albeit a fluid process
on many businesses, many brands we shared her closet
given it is unclear what the next couple of years will bring, we
will either not exist or will be a fraction of their size and
are confident we can maintain our ambitious five-year goals
scope. The pandemic has not only brought about change
and will provide an updated plan in due course.
to the competitive landscape moving forward, it has
also accelerated the shift to the omni-channel shopping The pandemic has unquestionably had a major impact,
experience. With the closures of our boutiques, our clients and the learnings and opportunities created have been
immediately and seamlessly shifted from retail to online. invaluable. I remain grateful and humbled by the entire Aritzia
Now that our boutiques have reopened, our clients have team working diligently together to support each other, to
enthusiastically returned, while also continuing to shop serve our clients and to drive our strategies forward. They
online. This multi-channel client relationship presents are, without a doubt, some of the best in the business. With
boundless opportunity to continue to drive revenue both in product expansion through a rapidly growing eCommerce
out boutiques and online. channel, the deepening of our omni-channel capabilities,
bringing Aritzia to new premier locations or further
ECOMMERCE GROWTH
strengthening our team with top new talent, there is much to
We continue to invest in compelling and innovative
look forward to in the year ahead.
functionality on aritzia.com, rollout our new Clientele App (a
digital selling tool used by style advisors across our boutique
network), and expand our omni-channel capabilities. We have
been building our digital capabilities for several years and are
Sincerely,
well positioned to capitalize on our accelerating eCommerce
business.
16.7%
CAGR
$981
$874
$743
$ millions $667
$542
$427
$353 $377
$322
$244
$189 $207
$153
FY2008 FY2009 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 FY2020
10.8%
CAGR
91 96
85
79
74 24 29
64 22
62 19
54 17
51 15 67 67
47 14 60 63
42 12 57
36 8 10
7 48 49
28 5 41 42
2 35 39
31
26
FY2008 FY2009 FY2010 FY2011 FY2012 FY2013 FY2014 FY2015 FY2016 FY2017 FY2018 FY2019 FY2020
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A Portfolio of Exclusive We conceive, create and develop our own brands and
sell them under the Aritzia banner. Approaching each
Fashion Brands brand as an independent label with its own vision and
distinct aesthetic. Our multi-brand strategy enables us
to appeal to our clients across multiple aspects of their
lifestyles and life stages, producing strong and enduring
client loyalty. Exclusive brands currently represent over
95% of Aritzia’s net revenue.
Tna
Fall 2019 Fall 1997 Fall 2006
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Innovative Creative Our innovative creative development covers our
product, our boutiques, our website, and our
Development marketing and communications. Our innovative
design house offering a strategic mix of exclusive
brands, combined with a refined and proven
merchandise strategy, ensures that we provide the
balanced assortment of high quality, beautifully
designed and constructed products that our clients
desires. Our boutiques and website deliver on both
form and function, creating an aspirational shopping
environment. Our communications and marketing
strategies are brand propelling and sales driving
through both traditional and digital channels.
Boutiques
We’ve created a synergistic relationship between our
We have developed our boutique network in a boutique network and aritzia.com, with the success of
measured and disciplined manner. We have a portfolio each channel benefitting the other through increased
of boutiques situated in premier real estate locations brand awareness and affinity. We continue to expand
in high performing retail malls and high streets in our omni-channel capabilities to elevate our clients’
North America. Our strong boutique sales productivity shopping experience allowing them to shop when they
continues to make us a sought-after tenant for top want and how they want.
quality locations in premier shopping destinations. As
a result of our disciplined real estate selection process
and compelling boutique economics, we have never
permanently closed an Aritzia boutique in our 35-year
history. As of July 9, 2020, we operate 68 boutiques in
Canada and 29 boutiques in the United States.
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Fiscal 2020 Annual Report | 11
Selected Financial Metrics
19.4%
CAGR
$173
$161
$133
$118
$85
25.1%
CAGR
$98
$95
12 |
Operational and Financial Highlights
(in thousands of Canadian dollars, Fiscal 2020 Fiscal Fiscal Fiscal Fiscal
unless otherwise noted) 52 weeks 2019 2018 2017 2016
53 weeks 52 weeks 52 weeks 52 weeks
As IFRS 16
Excluding As reported
reported adoption
IFRS 16(1) (IAS 17)
(IFRS 16) impact
Consolidated Statements of
Operations:
Net revenue $ 980,589 $ - $ 980,589 $ 874,296 $ 743,267 $ 667,181 $ 542,463
Cost of goods sold 577,165 23,034 600,199 531,383 447,776 401,658 344,095
Operating expenses
Selling, general and administrative 243,362 416 243,778 215,297 183,857 178,773 135,111
Stock-based compensation expense 7,790 - 7,790 11,540 17,240 103,044 10,651
Income (loss) from operations 152,272 (23,450) 128,822 116,076 94,394 (16,294) 52,606
Finance expense 28,319 (23,763) 4,556 4,821 5,221 10,455 10,995
Other (income) loss (2,185) - (2,185) (395) 1,890 (1,362) (3,512)
Income (loss) before income taxes 126,138 313 126,451 111,650 87,283 (25,387) 45,123
Income tax expense 35,544 87 35,631 32,922 30,190 30,722 12,751
Net income (loss) $ 90,594 $ 226 $ 90,820 $ 78,728 $ 57,093 $ (56,109) $ 32,372
Operating expenses
Selling, general and administrative 24.8% 24.9% 24.6% 24.7% 26.8% 24.9%
Stock-based compensation expense 0.8% 0.8% 1.3% 2.3% 15.4% 2.0%
Income (loss) from operations 15.5% 13.1% 13.3% 12.7% (2.4%) 9.7%
Finance expense 2.9% 0.5% 0.6% 0.7% 1.6% 2.0%
Other (income) loss (0.2%) (0.2%) (0.0%) 0.3% (0.2%) (0.6%)
Income (loss) before income taxes 12.9% 12.9% 12.8% 11.7% (3.8%) 8.3%
Income tax expense 3.6% 3.6% 3.8% 4.1% 4.6% 2.4%
Note:
(1)
Presented using IAS 17, as if IFRS 16 had not been adopted, for comparative purposes only.
(2)
Q4 2019 includes the reposition of one of our banner locations into the flagship boutique located on the same street.
OUR PHILOSOPHY
OUR APPROACH
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In 2017, we conducted a more comprehensive PRODUCT
assessment of our business to benchmark our social and From safeguarding Human Rights in our factories and
environmental risks and impacts. This analysis included decreasing water usage in our production processes
three areas we felt we needed to look closer at: to increasing the adoption of more sustainable raw
materials, we’ve put meaningful effort against improving
• A materiality assessment of our operations, including the sustainability of our products.
supply chain partners.
• A labour and human rights assessment of our global OPERATIONS
supply chain. Beyond our product, reducing our emissions, waste and
• An Environmental Organizational Lifecycle packaging impacts within our operations is critical to the
Assessment (OLCA) for emissions, water use and health of the planet and we’ve made exciting progress.
waste generation.
COMMUNITY
THE O-LCA IMPACT We continue growing our giving program with a focus
The O-LCA technique quantitatively assesses on creating opportunity for women and girls. As we
environmental impacts (emissions, water use and progress, we are ensuring Diversity and Inclusion are
waste) for all stages of the organization’s product and central tenants for our People and our Customers, while
operations. This chart is illustrative of the impacts of the also ensuring we support those women who need us
fashion industry as a whole (see below). most.
The following Management’s Discussion and Analysis (“MD&A”) dated May 28, 2020 is intended to assist
readers in understanding the business environment, strategies and performance and risk factors of Aritzia Inc.
(together with its consolidated subsidiaries, referred to herein as “Aritzia”, the “Company”, “we”, “us” or “our”). This
MD&A provides the reader with a view and analysis, from the perspective of management, of the Company’s
financial results for the fourth quarter and fiscal year ended March 1, 2020. This MD&A should be read in
conjunction with the Company’s audited annual consolidated financial statements and accompanying notes for
Fiscal 2020 (as hereinafter defined).
Basis of Presentation
Our audited annual consolidated financial statements and unaudited condensed interim consolidated financial
statements (together, the “consolidated financial statements”) have been prepared in accordance with International
Financial Reporting Standards (“IFRS”), as issued by the International Accounting Standards Board (“IASB”), using
the accounting policies described therein. They reflect the adoption of IFRS 16, Leases, on March 4, 2019 using
the modified retrospective method, with the cumulative effect initially recognized in retained earnings, with no
restatement of prior comparative period. Please see “Recent Events – Adoption of IFRS 16”. All amounts are
presented in thousands of Canadian dollars unless otherwise indicated. We manage our business on the basis of
one operating and reportable segment.
All references in this MD&A to “Q4 2020” are to our 13-week period ended March 1, 2020, to “Q4 2019” are to
our 14-week period ended March 3, 2019 and to “Q1 2021” are to our 13-week period ending May 31, 2020. All
references in this MD&A to “Fiscal 2020” are to our 52-week period ended March 1, 2020, to “Fiscal 2019” are to
our 53-week period ended March 3, 2019 and to “Fiscal 2021” are to our 52-week period ending February 28, 2021.
The audited annual consolidated financial statements and accompanying notes for Fiscal 2020 and this
MD&A were authorized for issue by the Company’s Board of Directors.
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operating performance comparisons from period to period, to prepare annual operating budgets and forecasts and
to determine components of management compensation. For definitions and reconciliations of these non-IFRS
measures to the relevant reported measures, please see the “How We Assess the Performance of Our Business”
and “Selected Consolidated Financial Information” sections of this MD&A.
Forward-Looking Information
Certain statements made in this MD&A may constitute forward-looking information under applicable securities
laws. These statements may relate to our future financial outlook and anticipated events or results and include, but
are not limited to, expectations regarding our ability to reopen the remainder of our boutiques and our support
office and the results therefrom, our anticipated net revenue, Adjusted EBITDA, cash and cash equivalents and
inventory and growth in eCommerce revenue for the first quarter of Fiscal 2021, the number of new and
repositioned boutiques during the remainder of Fiscal 2021, our plans to right-size our infrastructure, our plans to
amend our ASPP (as hereinafter defined), the expected results of our planned multi-year Customer Program
initiative and product lifecycle management system, our ability to expand our talent pool. Particularly, information
regarding our expectations of future results, targets, performance achievements, prospects or opportunities is
forward-looking information. As the context requires, this may include certain targets as disclosed in the prospectus
for our initial public offering, which are based on the factors and assumptions, and subject to the risks, as set out
therein and herein. Often but not always, forward-looking statements can be identified by the use of forward-looking
terminology such as “may”, “will”, “expect”, “believe”, “estimate”, “plan”, “could”, “should”, “would”, “outlook”,
“forecast”, “anticipate”, “foresee”, “continue” or the negative of these terms or variations of them or similar
terminology.
Given this unprecedented period of uncertainty, there can be no assurances regarding: (a) the timing of
reopening boutiques in each province/state, the limitations or restrictions that may be placed on servicing our
clients or potential re-closing of boutiques; (b) the COVID-19-related impacts on our business, operations, supply
chain performance and growth strategies, (c) our ability to mitigate such impacts, including ongoing measures to
enhance short-term liquidity, contain costs and safeguard the business; (d) our ability to open 5-6 boutiques and
repositioning of 3-4 existing locations during the remainder of fiscal 2021; (e) general economic conditions related
to COVID-19 and impacts to consumer discretionary spending and shopping habits; (f) credit, market, currency,
interest rates, operational, and liquidity risks generally; and (g) other risks inherent to our business and/or factors
beyond its control which could have a material adverse effect on the Company.
Many factors could cause our actual results, level of activity, performance or achievements or future events or
developments to differ materially from those expressed or implied by the forward-looking statements, including,
without limitation, the factors discussed in the “Risk Factors” section of this MD&A and in the Company’s annual
information form dated May 28, 2020 for Fiscal 2020 (the “AIF”). A copy of the AIF and the Company’s other
publicly filed documents can be accessed under the Company’s profile on the System for Electronic Document
Analysis and Retrieval (“SEDAR”) at www.sedar.com.
The Company cautions that the list of risk factors and uncertainties described in the AIF is not exhaustive and
other factors could also adversely affect its results. Readers are urged to consider the risks, uncertainties and
assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance
on such information. The forward-looking information contained in this MD&A represents our expectations as of the
date of this MD&A (or as the date they are otherwise stated to be made), and are subject to change after such date.
However, we disclaim any intention or obligation or undertaking to update or revise any forward-looking information
whether as a result of new information, future events or otherwise, except as required under applicable securities
laws.
Overview
Aritzia is an innovative design house and fashion boutique. We conceive, create, develop and retail fashion
brands with a depth of design and quality that provides compelling value. Each of our exclusive brands has its own
vision and distinct aesthetic point of view. As a group, they are united by an unwavering commitment to superior
fabrics, meticulous construction and relevant, effortless design.
Founded in Vancouver in 1984, Aritzia now has more than 95 locations in select cities across North America,
including Vancouver, Toronto, Montreal, New York, Los Angeles, San Francisco and Chicago. We pride ourselves
on creating immersive, human and highly personal shopping experiences, both in our boutiques and on aritzia.com
— with a focus on delivering Everyday Luxury.
Recent Events
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Adoption of IFRS 16
We adopted IFRS 16, Leases (“IFRS 16”), replacing IAS 17, Leases (“IAS 17”) and related interpretations,
using the modified retrospective approach, effective for the annual reporting period beginning on March 4, 2019. As
a result, our results for Q4 2020 and Fiscal 2020 reflect lease accounting under IFRS 16. Comparative figures for
Q4 2019 and Fiscal 2019 have not been restated and continue to be reported under IAS 17.
Our financial reporting is impacted by the adoption of IFRS 16. Certain lease-related expenses previously
recorded as occupancy costs are now recorded as depreciation expense for right-of-use assets and as interest
expense for related lease liabilities. The depreciation expense is recognized on a straight-line basis over the term of
the lease, while the interest expense declines over the life of the lease, as the liability is paid off.
For analysis purposes only, this MD&A also shows, where applicable, amounts for the Q4 2020 and Fiscal
2020 as if we continued to report under IAS 17, and did not adopt IFRS 16.
Notes:
(1)
Presented using IAS 17, as if IFRS 16 had not been adopted, for comparative purposes only.
(2)
To improve the comparability of underlying performance with periods prior to our adoption of IFRS 16, Adjusted EBITDA for Q4 2020 and
Fiscal 2020 have been adjusted to exclude, in addition to other adjustments, the impact of IFRS 16.
Comparable sales growth(3) was 8.9%, the 22nd consecutive quarter of positive growth.
Net revenue increased by 6.3% to $275.4 million from $259.1 million in Q4 2019, with positive
performance across all geographies and all channels. Excluding the 53rd week of Fiscal 2019, net
revenue increased by 11.6%.
Gross profit margin(3) was 37.3%. Excluding the impact of IFRS 16(4), gross profit margin was 35.3%,
compared to 36.2% in Q4 2019.
Net income increased by 16.0% to $21.7 million from $18.7 million in Q4 2019.
Adjusted Net Income(3) decreased by 6.6% to $23.4 million from $25.1 million in Q4 2019.
Adjusted Net Income per diluted share(3) remained flat at $0.21 compared to Q4 2019.
Cash and cash equivalents at the end of Q4 2020 totaled $117.8 million, compared to $100.9 million
at the end of Q4 2019.
Comparable sales growth(3) was 7.6%, following 9.8% comparable sales growth in Fiscal 2019.
Net revenue increased by 12.2% to $980.6 million from $874.3 million in Fiscal 2019, with positive
performance across all geographies and all channels. Excluding the 53rd week of Fiscal 2019, net
revenue increased by 13.7%.
Gross profit margin(3) was 41.1%. Excluding the impact of IFRS 16(4), gross profit margin was 38.8%,
compared to 39.2% in Fiscal 2019.
Adjusted EBITDA(3) increased by 7.2% to $172.6 million from $161.0 million in Fiscal 2019.
Net income increased by 15.1% to $90.6 million from $78.7 million in Fiscal 2019.
Adjusted Net Income(3) increased by 3.0% to $97.4 million from $94.5 million in Fiscal 2019.
Adjusted Net Income per diluted share(3) increased by 7.4% to $0.87 from $0.81 in Fiscal 2019.
Notes :
(3)
See the sections below entitled “How We Assess the Performance of our Business” and “Selected Consolidated Financial Information” for
further details concerning comparable sales growth, Adjusted EBITDA, Adjusted Net Income, Adjusted Net Income per diluted share and
free cash flow for a reconciliation to the most comparable IFRS measure.
(4)
See “Significant New Accounting Standards Recently Adopted” and "Selected Consolidated Financial Information" below for more
information regarding the financial impact of IFRS 16 on Q4 2020 and Fiscal 2020 results.
5
22 |
Strategic Accomplishments for Fiscal 2020
Delivered revenue growth in the United States of 29.4%, excluding the 53rd week last year, driven by
double digit comparable sales growth and new boutique openings.
Opened five boutiques in the United States and repositioned three existing boutiques in Canada.
Achieved eCommerce penetration of 23% driven by strong growth in both traffic and transactions in
Canada and the United States.
Completed the implementation of the first three components of our Customer Program designed to
enhance the client experience, including our Customer 360 data warehouse, Marketing
Communication Platform and our new Concierge platform.
COVID-19 Update
Since the outbreak of COVID-19, our priorities have been the well-being of our people, clients and supporting
the community while safeguarding the long-term financial strength of our business. On March 16, 2020, we
temporarily closed all of our 96 retail boutiques in Canada and the United States and immediately focused our
efforts on driving revenue through aritzia.com. Concurrently, we took swift action to enhance our short-term liquidity
and protect our cash position. These measures included:
Drawing down $100.0 million from our revolving credit facility (“Revolving Credit
Facility”) to enhance our short-term liquidity;
Suspending share repurchases under our NCIB;
Leveraging applicable government business support programs for COVID-19;
Delaying capital expenditures related to boutique construction;
Accelerating infrastructure investments related to eCommerce and omni-channel projects;
Reducing and/or eliminating any outstanding Spring/Summer orders to optimize inventory
levels;
Driving cost reductions by minimizing non-essential operating costs and ongoing negotiations
with suppliers, vendors, and landlords for concessions;
Extending payment terms where possible; and
Temporarily reducing compensation for the senior leadership team by 25% and the forfeiture
by the Board of Directors of the cash portion of their fees.
During the temporary boutique closure period, we saw favourable response to our beautifully designed
Spring/Summer product and strategic sales events through our eCommerce channel. eCommerce revenue growth
since our boutique closures has been in excess of 150% compared to last year. Operating under stringent health
and safety protocols and the support of nearly 575 retail and support office employees, our Distribution Centres and
Concierge teams effectively managed the surge in eCommerce volumes while maintaining delivery times to meet or
exceed clients’ expectations. To-date, we have not laid off or furloughed any of our employees due to COVID-19.
We will, however, pursue a right-sizing of our infrastructure once clarity on a new normal emerges.
On May 7, 2020, we began the phased reopening of our retail boutiques. We have established a list of criteria
to determine the timing of boutique reopenings, taking into consideration the guidance of local authorities, the
reopening status of shopping centres, and our readiness. As part of the reopening plan, we have implemented
extensive health and safety measures designed to protect our people and clients. We expect to have reopened
approximately 30 of our 96 boutiques by May 31, 2020 and are actively preparing for the reopening of the
remainder of our retail boutiques as conditions permit in the coming weeks. While initial results from the reopening
process are encouraging in light of the current environment, we expect an extended ramp to a new normal.
Our Brand
We are a vertically integrated innovative design house of exclusive fashion brands that offers a strategic mix
of exclusive brands that have been thoughtfully conceived, created and developed. Each of our exclusive brands
has its own vision and distinct aesthetic point of view. As a group, they are united by an unwavering commitment to
superior fabrics, meticulous construction and relevant, effortless design. Our portfolio of exclusive brands enables
us to appeal to our clients across multiple aspects of their lifestyles and life stages, producing strong and enduring
client loyalty.
We believe that our differentiated multi-brand strategy is a key driver of our continued year-over-year net
revenue growth and comparable sales growth. Each of our exclusive brands is treated as an independent label and
is supported by our own dedicated in-house design team focused on creating beautiful, quality products that align
with the unique positioning, look and feel of each brand. In addition to creating new exclusive brands, we continue
to innovate our products by broadening our assortment across categories and styles – some examples include the
development of leather, denim, intimates and extended sizing opportunities. Our demand-driven merchandise
planning, buying and inventory strategies have been developed and refined for more than three decades, and are
designed to ensure that we have the right product, at the right time, at the right price, in the right quantity and in the
right place. Currently our product costs have been pressured by higher raw material costs and the effect of new
tariffs.
24 |
The following table summarizes the change in our boutique count for the periods indicated.
(5)
Q4 2019 and Fiscal 2019 includes the reposition of one of our banner locations into the flagship boutique located on the same street.
Subsequent to year end, we opened one new Aritzia boutique located in Greater Vancouver, British Columbia.
eCommerce Growth
Our clients shop both online and in-boutiques, and we believe there are synergies between our boutique
network and aritzia.com, with the success of each channel benefitting the other through increased brand
awareness and affinity.
We believe the following strategies will support the net revenue growth objectives of aritzia.com:
Drive our omni-channel growth and capabilities – Our clients shop both online and in our boutiques,
and we believe there are synergies between our boutique network and aritzia.com, with the success
of each channel benefiting the other through increased brand awareness and affinity. We are aiming
to launch digital selling tools in our stores as well as new Aritzia Concierge capabilities that will
enhance client interactions. We will seek to integrate these capabilities with the aritzia.com
experience.
Capitalize on digital marketing channels to drive client acquisition and retention – We are directing
resources with a renewed focus on digital marketing, including programs centred on search engine
optimization enhancements, refinement of our email marketing, and further leveraging our social
media. We made numerous technical enhancements to improve our search engine optimization
results, including navigation bread crumbs, improved product descriptions, and data driven category
naming. We are pleased with the positive impact this has had on new client visits.
Deliver personalized experiences - We are in the early phases of leveraging advanced business
intelligence and behaviour analytics to further enhance our understanding of our clients. This includes
optimizing our online operations to enhance personalization, which we believe will drive higher
conversion and client loyalty. Our goal is to use personalization techniques to customize product and
content recommendations to clients based on where they are and how they shop.
Improve the digital experience to enhance the shopping experience online – We are focused on
improving the digital experience across all devices (e.g. desktop, mobile, tablet) to work towards
making shopping frictionless. In Fiscal 2019, we implemented a number of core optimizations
including user reviews and fit guides, enhancing site search functionality, landing page templates, and
numerous checkout improvements to reduce client friction. The core areas of our client’s digital
journey including content, evaluating, discovery, and purchase are continuously improved resulting in
increased conversion rate and average order value.
Elevate the brand online – We see our multi-brand strategy as an asset, and we want to leverage it to
create emotional connections with our clients. We are mobilizing resources to focus on developing
enhancements to our brand shops and building intuitive tools to allow our clients to easily shop
collections of products. We believe this will help improve conversion rates and drive repeat
purchases.
Infrastructure Investments
We continue to strategically invest in infrastructure to safeguard and maximize our existing business, as well
as support our growth.
In Fiscal 2018, we successfully completed the implementation of our new point-of-sale (“POS”) system in all
of our boutiques and our client care centre. This new POS system provides us with a robust platform on which to
build and evolve the services and experience we offer to our clients. It has provided us with world class
infrastructure, labour efficiencies, greater access to more reliable data and specifically, a foundation to evolve our
omni-channel and clienteling capabilities. The new POS system provides near real-time visibility to inventory and
sales data. This has already allowed us to respond more nimbly in managing our inventory to maximize sales, as
well as begin providing true omni-channel capabilities to give clients even more flexibility in how they shop and
receive Aritzia products. In Fiscal 2019, we implemented verified eCommerce returns and integrated payments,
which allows us to further enhance our clients’ experience.
In August 2018, we relocated and expanded our Greater Vancouver distribution centre from 83,000 square
feet into a new 223,000 square foot facility with an upgraded warehouse-management system. The new distribution
centre primarily services the west coast and serves as a hub for the rest of our network. During Q2 2020, we
completed the expansion of both of our third-party distribution centres in Mississauga, Ontario and Columbus, Ohio.
In total, we added 177,000 square feet of space, representing an approximately 80% increase in size for these
facilities. These expansions support both our retail and eCommerce businesses with added capacity to handle
higher levels of throughput.
Our digital marketing strategy contemplates our eCommerce business as an extension of our boutique
experience. This allows us to not only communicate with our clients, but also to interact with and drive engagement.
As we look to further elevate our client experience, we are continuing to develop our Customer Program,
which is a multi-year initiative comprised of four projects that are expected to be implemented in phases. The
program is designed to build on our world class client experience by providing a seamless, consistent and
personalized approach towards how we engage and service our clients. Through advanced business intelligence
and behavior analytics, our goal is to be able to tailor unique shopping experiences both in our boutiques and
online while driving revenue and client loyalty:
Customer 360 – Launched in Fiscal 2020, this tool enables us to store, view and edit client
information from all of our front end systems. This gives us an enhanced, real-time view of our clients
including their attributes, past purchases and preferences.
Marketing Communications Platform – This platform builds on Customer 360’s data repository, which
is expected to allow us to personalize our communications by creating campaigns that cater to our
clients’ attributes and preferences. We expect that a more personalized approach to marketing
communications will enhance our top-line growth. The first phase was completed in Fiscal 2020.
Concierge – Launched in Fiscal 2020, this new, integrated solution is expected to not only allow us to
enhance our client experience throughout the lifecycle of their purchase, it is also expected to
represent a revenue generating opportunity as we personalize each client interaction through our
client care centre.
Digital Selling Tools – This project is expected to be implemented in multiple phases. In the form of a
mobile app, the digital selling tool is designed to provide enriched client information and product data
to improve the productivity of our style advisors.
Our Product Lifecycle Management (“PLM”) system is another foundational technology we are in the process
of implementing. The PLM system will manage all of the data to support all of the processes necessary to bring a
26 |
product to market. The application is designed to provide visibility into our raw materials and enable us to focus on
innovation, drive quality, reduce speed to market and optimize costs in our manufacturing processes.
We also continue to expand our talent pool across the organization. We are continuing to find key talent at all
levels to support our business and our growth strategies.
Our focus on building our digital infrastructure impacts everything we do. In our view, digital is about more than
just our technology and eCommerce business, it runs through the business all the way from design to the service
we deliver in boutiques. These strategic investments in systems, infrastructure and people are expected to keep us
on the forefront of providing the exceptional client service and an aspirational shopping experience for which we are
well-known.
Consumer Trends
The women’s apparel industry is subject to shifts in consumer trends, preferences and consumer spending
and our revenue and operating results depend, in part, on our ability to respond to such changes in a timely
manner. Our differentiated multi-brand strategy gives us control over our products and provides us with the
flexibility to optimize our brand mix as needed to address changes in consumer demand and fashion preferences,
which has been a critical driver of the consistency of our growth. Our diversified mix of exclusive brands satisfies a
broad range of fashion needs, which allows us to attract a wide client base and increases our addressable market.
Our revenue is also impacted by discretionary spending by consumers, which is affected by many factors that are
beyond our control, including, but not limited to, general economic conditions, consumer disposable income levels,
consumer confidence levels, consumer debt, the cost of basic necessities and other goods and the effects of
weather or natural disasters. We believe that our track record demonstrates the success of our exclusive brand
strategy at responding to changes in fashion demands through all stages of economic cycles.
Seasonality
Our business is seasonal, with a higher proportion of net revenue and operating cash flows generated during
the second half of the fiscal year, which includes the back-to-school and holiday seasons. We also have higher
working capital requirements in the periods preceding the launch of new seasons as we receive and pay for new
inventory. We manage our working capital needs through cash flow from operations and our Revolving Credit
Facility.
Average quarterly share of annual net revenue over the last three completed fiscal years is as follows:
Weather
Extreme weather conditions in the areas in which our boutiques are located could adversely affect our
business and financial results. For example, frequent or unusually heavy snowfall, ice storms, rainstorms or other
extreme weather conditions over a prolonged period could make it difficult for our clients to travel to our boutiques
and thereby reduce our revenue and profitability. This is potentially mitigated by our clients’ ability to buy our
products through aritzia.com. Our business is also susceptible to unseasonable weather conditions. For example,
extended periods of unseasonably warm temperatures during the winter season or cool weather during the summer
season could render a portion of our inventory incompatible with those unseasonable conditions, which could
adversely affect sales of these seasonal items.
Competition
We operate in the women’s apparel industry, primarily within the North American market. We compete on the
basis of several factors that include our strategic mix of exclusive brands, offering high quality products at an
attainable price point, our proven and sophisticated merchandise planning strategy, our focus on providing
exceptional client service, our premier real estate portfolio and our market positioning. We believe the industry is
10
Foreign Exchange
The majority of our net revenue is derived in Canadian dollars while the vast majority of our cost of goods sold
is denominated in U.S. dollars. Fluctuations in the exchange rate of the Canadian dollar versus the U.S. dollar
could materially affect our gross profit margins and operating results. From time to time, we use foreign currency
forward contracts to mitigate risks associated with forecasted U.S. dollar merchandise purchases sold in Canada,
but there can be no assurances that such strategies will prove to be successful. See “Financial Instruments” and
“Risk Factors” sections of this MD&A.
Net Revenue
Net revenue reflects our sale of merchandise, less returns and discounts. Retail revenue at point-of-sale is
measured at the fair value of the consideration received at the time the sale is made to the customer, net of
discounts and estimated allowance for returns. For merchandise that is ordered and paid in a boutique and
subsequently picked up by or delivered to the customer, revenue is deferred until control of the merchandise has
been transferred to the customer. eCommerce revenue is recognized at the date control has been transferred to
the customer, and measured at the fair value of consideration received, net of discounts and an estimated
allowance for returns. Revenues are reported net of sales taxes collected for various governmental agencies.
Gross Profit
Gross profit reflects our net revenue less cost of goods sold. Cost of goods sold includes inventory and
product-related costs, variable lease payments and other occupancy-related expenses, as well as depreciation
expense for our boutique and distribution centre assets. Our cost of goods sold may include different costs
compared to other retailers. Gross profit margin is impacted by the components of cost of goods sold, product mix
and markdowns. We define gross profit margin as our gross profit divided by our net revenue.
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EBITDA
We define EBITDA as consolidated net income before depreciation and amortization, finance expense and
income tax expense.
Adjusted EBITDA
We believe Adjusted EBITDA is a useful measure of operating performance, as it provides a more relevant
picture of operating results in that it excludes the effects of financing and investing activities by removing the effects
of interest, depreciation and amortization expenses that are not reflective of underlying business performance and
other one-time or non-recurring expenses. We use Adjusted EBITDA to facilitate a comparison of our operating
performance on a consistent basis from period-to-period and to provide for a more complete understanding of
factors and trends affecting our business. We define Adjusted EBITDA as consolidated net income before
depreciation and amortization, finance expense and income tax expense, adjusted for the impact of certain items,
including non-cash items such as stock-based compensation expense, unrealized gains or losses on equity
derivatives and forward contracts and other items we consider non-recurring and not representative of our ongoing
operating performance. Beginning Q1 2020, we adopted IFRS 16 using the modified retrospective method, with the
cumulative effect initially recognized in retained earnings, with no restatement of prior comparative period. To
improve the comparability of underlying performance with periods prior to our adoption of IFRS 16, Adjusted
EBITDA for Q4 2020 and Fiscal 2020 have been adjusted to exclude, in addition to other adjustments, the impact of
IFRS 16 (for additional information relating to the adoption of IFRS 16, see “Significant New Accounting Standards
Recently Adopted”). Because Adjusted EBITDA excludes certain non-cash items, we believe that it is less
susceptible to variances in actual performance resulting from depreciation and amortization and other non-cash
charges.
12
Operating expenses
Selling, general and administrative 64,331 121 64,452 59,349
Stock-based compensation expense 2,411 - 2,411 2,596
Operating expenses
Selling, general and administrative 23.4% 23.4% 22.9%
Stock-based compensation expense 0.9% 0.9% 1.0%
Note:
(6)
Presented using IAS 17, as if IFRS 16 had not been adopted, for comparative purposes only.
(7)
Q4 2019 includes the reposition of one of our banner locations into the flagship boutique located on the same street.
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(in thousands of Canadian dollars, unless Fiscal 2020 Fiscal 2019
otherwise noted) 52 weeks 53 weeks
IFRS 16
As reported Excluding As reported
adoption
(IFRS 16) IFRS 16(8) (IAS 17)
impact
Operating expenses
Selling, general and administrative 243,362 416 243,778 215,297
Stock-based compensation expense 7,790 - 7,790 11,540
Operating expenses
Selling, general and administrative 24.8% 24.9% 24.6%
Stock-based compensation expense 0.8% 0.8% 1.3%
Note:
(8)
Presented using IAS 17, as if IFRS 16 had not been adopted, for comparative purposes only.
(9)
Fiscal 2019 includes the reposition of one of our banner locations into the flagship boutique located on the same street.
14
Adjustments to EBITDA:
Stock-based compensation expense 2,411 2,596 7,790 11,540
Rent impact from IFRS 16, Leases(10) (20,973) - (82,527) -
Unrealized (gain) loss on equity derivatives and forward
contracts (650) - (650) 415
Lease exit cost - 5,725 - 5,725
Other non-recurring items(11) - (594) - (171)
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Q4 2020 Q4 2019 Fiscal 2020 Fiscal 2019
13 weeks 14 weeks 52 weeks 53 weeks
(in thousands of Canadian dollars, unless otherwise noted)
The following table provides selected financial position data for the periods indicated.
As at As at
March 1, 2020 March 3, 2019
Results of Operations
Net Revenue
Net revenue increased by 6.3% to $275.4 million compared to $259.1 million in Q4 2019. Comparable sales
growth(12) of 8.9% was driven by momentum in our eCommerce business as well as positive performance across
our boutique network. Excluding the 53rd week of Fiscal 2019, net revenue increased by 11.6%. Net revenue
growth also reflects the addition of five new boutiques and three expanded or repositioned boutiques since Q4
2019.
Gross Profit
Gross profit increased by 9.6% to $102.8 million. Excluding the impact of IFRS 16, gross profit increased by
3.5% to $97.1 million compared to $93.8 million in Q4 2019. Gross profit margin, excluding the impact of IFRS 16,
decreased 90 basis points to 35.3% compared to 36.2% in Q4 2019. The decrease in gross profit margin was
primarily due to ongoing higher raw materials costs and the impact from new tariffs, higher markdowns and higher
warehousing and distribution centre costs. These factors were partially offset by an appreciation of the Canadian
dollar.
___________________________
Notes:
(12)
The comparable sales for a given period represents revenue (net of sales tax, returns and discounts) from boutiques that have been
opened for at least 56 weeks including eCommerce revenue (net of sales tax, returns and discounts) within that given period. This
information is provided to give context for comparable sales in such given period as compared to net revenue reported in our financial
statements. Our comparable sales growth calculation excludes the impact of foreign currency fluctuations. For more details, please see the
“Comparable Sales Growth” subsection of the “How We Assess the Performance of Our Business” section of this MD&A.
(13)
The impact of IFRS 16 on the Fiscal 2020 Consolidated Financial Position figures includes an increase to total assets of $380.4 million
resulting from right-of-use assets recognized as well as an increase to non-current liabilities of $447.1 million resulting from lease liabilities
recognized.
16
Adjusted EBITDA
Adjusted EBITDA was $42.4 million, or 15.4% of net revenue in Q4 2020, compared to $42.6 million, or
16.4% of net revenue in Q4 2019, primarily due to the factors discussed above. As previously noted, Adjusted
EBITDA in Q4 2020 excludes the favorable impact of IFRS 16 of $21.0 million.
Finance Expense
Finance expense increased by $5.7 million to $6.9 million in Q4 2020, compared to $1.2 million in Q4 2019.
The increase was mainly attributable to $5.9 million of interest expense recognized on the lease liabilities under
IFRS 16.
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Net Income
Net income increased by 16.0% to $21.7 million in Q4 2020, compared to $18.7 million in Q4 2019. This
increase is primarily the result of a 6.3% increase in net revenue, an increase in gross profit margin and other
income, and a decrease in stock-based compensation expense, partially offset by higher SG&A and finance
expense. IFRS 16 had no significant impact on net income.
Inventory
Inventory at end of Q4 2020 was $94.0 million, compared to $112.2 million at the end of Q4 2019. The
decrease reflects a lower initial buy for the spring/summer season and early receipt of inventory last year. Inventory
at the end of the fourth quarter represented a decrease of 16.2% year over year.
Net Revenue
Net revenue increased by 12.2% to $980.6 million from $874.3 million in the prior year. Excluding the 53rd
week of Fiscal 2019, net revenue increased by 13.7%. Comparable sales growth of 7.6% was driven by momentum
in our eCommerce business as well as positive performance across our boutique network. The increase in net
revenue was also driven by the revenue from new, expanded and repositioned boutiques.
Gross Profit
Gross profit increased by 17.6% to $403.4 million. Excluding the impact of IFRS 16, gross profit increased by
10.9% to $380.4 million compared to $342.9 million in Fiscal 2019. Gross profit margin, excluding the impact of
IFRS 16, decreased 40 basis points to 38.8% compared to 39.2% in Fiscal 2019. The decrease in gross profit
margin was primarily due to higher markdowns, higher warehousing and distribution centre costs and the
weakening of the Canadian dollar. These factors were partially offset by leverage from rent.
SG&A Expenses
SG&A expenses increased by 13.0% to $243.4 million. Excluding the impact of IFRS 16, SG&A expenses
increased by 13.2% to $243.8 million compared to $215.3 million in Fiscal 2019. Excluding the impact of IFRS 16,
SG&A expenses in Fiscal 2020 were 24.9% of net revenue, compared to 24.6% of net revenue in Fiscal 2019.
SG&A expenses this year includes $7.3 million primarily relating to investments in our Customer Program.
Other (Income)
Other income was ($2.2) million in Fiscal 2020, compared to ($0.4) million in Fiscal 2019.
Other income of ($2.2) million in Fiscal 2020 primarily relates to:
interest income of ($0.9) million,
unrealized gains on equity derivative contracts of ($0.7) million, and
unrealized and realized operational foreign exchange gains of ($0.3) million.
Other income of ($0.4) million in Fiscal 2019 primarily related to:
realized foreign exchange gains on the settlement of U.S. dollar forward contracts of ($2.3) million,
unrealized and realized operational foreign exchange gains of ($2.3) million,
interest income of ($1.7) million, and
18
Adjusted EBITDA
Adjusted EBITDA increased by 7.2% to $172.6 million, or 17.6% of net revenue in Fiscal 2020, compared to
$161.0 million, or 18.4% of net revenue in Fiscal 2019, primarily due to the factors discussed above. Adjusted
EBITDA was negatively impacted year over year by $4.8 million from the change in other (income) with ($1.5)
million in Fiscal 2020, compared to ($6.4) million in other (income) in Fiscal 2019. As previously noted, Adjusted
EBITDA for Fiscal 2020 excludes the favorable impact of IFRS 16 of $82.5 million.
Finance Expense
Finance expense increased by $23.5 million to $28.3 million in Fiscal 2020, compared to $4.8 million in Fiscal
2019. The increase was primarily attributable to $23.8 million of interest expense recognized on the lease liabilities
under IFRS 16.
Net Income
Net income increased by 15.1% to $90.6 million in Fiscal 2020, compared to $78.7 million in Fiscal 2019. This
increase is primarily the result of a 12.2% increase in net revenue, an increase in gross profit margin and other
income, and a decrease in stock-based compensation expense, partially offset by higher SG&A, finance expense
and income tax expense. IFRS 16 had no significant impact on net income.
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36 |
Adjusted Net Income
Adjusted Net Income increased by 3.0% to $97.4 million compared to $94.5 million in Fiscal 2019, primarily
due to the factors discussed above. Adjusted Net Income was negatively impacted year over year by $3.5 million
from the after-tax change in other (income) with ($1.1) million in Fiscal 2020 compared to ($4.6) million in other
(income) in Fiscal 2019. IFRS 16 had no significant impact on Adjusted Net Income.
Adjusted Net Income per diluted share increased by 7.4% to $0.87 from $0.81 in Fiscal 2019.
Consolidated Statements of
Operations:
Net revenue $ 275,430 $ 267,282 $ 241,178 $ 196,699 $ 259,050 $ 242,876 $ 205,359 $ 167,011
Gross profit 102,841 119,595 95,427 85,561 93,847 104,789 76,734 67,543
SG&A 64,331 64,035 60,567 54,429 59,349 56,554 52,401 46,993
Income from operations 36,099 54,497 32,918 28,758 31,902 45,339 21,681 16,731
Adjusted EBITDA (14) 42,375 58,446 36,372 35,379 42,568 57,093 33,032 28,352
Net income 21,715 34,803 17,920 16,156 18,723 32,600 15,115 12,290
Adjusted Net Income (14) 23,428 35,719 19,757 18,484 25,072 35,933 18,295 15,243
Growth:
Net revenue growth 6.3% 10.0% 17.4% 17.8% 17.9% 18.8% 18.0% 15.1%
Comparable Sales Growth(14) 8.9% 5.1% 8.4% 7.9% 5.5% 12.9% 11.5% 10.9%
Boutiques:
Number of boutiques,
beginning of period 94 93 92 91 92 90 87 85
New boutiques added 2 1 1 1 - 2 3 2
Boutique repositioned into a
flagship boutique(15) - - - - (1) - - -
Number of boutiques, end
of period 96 94 93 92 91 92 90 87
Boutiques expanded or
repositioned - 2 - 1 1 - 1 2
___________________________
Note:
(14)
See “How We Assess the Performance of Our Business” for definitions of Adjusted EBITDA, Adjusted Net Income and Comparable
Sales Growth, which are non-IFRS measures including Retail Industry Metrics. See also “Non-IFRS Measures”.
(15)
Q4 2019 includes the reposition of one of our banner locations into the flagship boutique located on the same street.
20
Overview
Our principal uses of funds are for operating expenses, capital expenditures and debt service requirements.
We believe that cash generated from operations, together with amounts available under our Credit Facilities (as
hereinafter defined), are expected to be sufficient to meet our future operating expenses, capital expenditures and
future debt service requirements. Our ability to fund operating expenses, capital expenditures and future debt
service requirements will depend on, among other things, our future operating performance, which will be affected
by general economic, financial and other factors, including factors beyond our control. See “Summary of Factors
Affecting Performance” and “Risk Factors” of this MD&A for additional information. We review investment
opportunities in the normal course of our business and may make select investments to implement our business
strategy when suitable opportunities arise. Historically, the funding for any such investments has come from cash
flows from operating activities and/or our Credit Facilities.
Credit Facilities
We have a term loan (“Term Loan”) and Revolving Credit Facility (collectively the “Credit Facilities”) with our
syndicate of lenders.
As at March 1, 2020, the aggregate amount outstanding under our Term Loan was $75.0 million. The Term
Loan matures on May 22, 2022 and has no scheduled principal repayments prior to maturity. The Term Loan
requires mandatory loan prepayments by us of principal and interest if certain events occur.
A $100.0 million Revolving Credit Facility is also available as part of the Credit Facilities. No amounts were
drawn on the Revolving Credit Facility as at March 1, 2020. See “Contractual Obligations – Off-Balance Sheet
Arrangements and Commitments” for letters of credit issued. See “COVID-19 Update” for more information.
In addition, we also have letters of credit facilities of $75.0 million, secured pari passu with the Credit
Facilities. The interest rate for the letters of credit is between 1.00% and 2.50%.
The credit agreement contains restrictive covenants customary for credit facilities of this nature, including
restrictions on us and each credit facility guarantor, subject to certain exceptions, to incur indebtedness, grant liens,
merge, amalgamate or consolidate with other companies, transfer, lease or otherwise dispose of all or substantially
all of its assets, liquidate or dissolve, engage in any material business other than the fashion retail business, make
investments, acquisitions, loans, advances or guarantees, make any restricted payments, enter into transactions
with affiliates, repay indebtedness, enter into restrictive agreements, enter into sale-leaseback transactions, ensure
pension plan compliance, sell or discount receivables, enter into agreements with unconditional purchase
obligations, issue shares, create or acquire a subsidiary or make any hostile acquisitions.
Cash Flows
The following table presents cash flows for the periods indicated.
Net cash generated from (used in) operating activities $ 47,898 $ (7,386) $ 222,076 $ 96,175
Net cash used in financing activities (13,614) (56) (157,402) (46,193)
Net cash used in investing activities (12,167) (14,677) (47,790) (62,010)
Effect of exchange rate changes on cash and cash
equivalents (33) (24) (31) 450
Increase (decrease) in cash and cash equivalents $ 22,084 $ (22,143) $ 16,853 $ (11,578)
Analysis of Cash Flows for the Fourth Quarter and Fiscal 2020
38 |
Excluding the lease payment presentation impact of IFRS 16, Q4 2020 cash flows generated from operating
activities would have been $31.9 million compared to cash flows of $7.4 million used in Q4 2019. This change was
primarily attributable to lower use of working capital due to the timing of inventory purchases and lower income tax
payments.
For Fiscal 2020, cash flows generated from operating activities totaled $222.1 million. As a result of adopting
IFRS 16 in Q1 2020, $61.5 million of lease payments, which were presented within cash flows generated by
operating activities prior to the adoption of IFRS 16, are presented within cash flows used in financing activities.
Excluding the lease payment presentation impact of IFRS 16, Fiscal 2020 cash flows generated from operating
activities would have been $160.6 million compared to cash flows of $96.2 million generated in Fiscal 2019. This
change was primarily attributable to higher Adjusted EBITDA and lower use of working capital due to the timing of
inventory purchases, partially offset by higher income tax payments and lower proceeds from lease incentives.
22
Net cash generated from (used in) operating activities $ 47,898 $ (7,386) $ 222,076 $ 96,175
Interest paid 971 1,187 4,429 4,709
Net cash used in investing activities (12,167) (14,677) (47,790) (62,010)
Repayments of lease liabilities(16) (16,046) - (61,469) -
Contractual Obligations
The following table summarizes our significant undiscounted maturities of our contractual obligations and
commitments as at March 1, 2020.
Financial Instruments
From time to time, we use foreign currency forward contracts to manage our exposure to fluctuations with
respect to the U.S. dollar for U.S. dollar merchandise purchases sold in Canada. The fair value of the forward
contracts is included in prepaid expenses and other current assets or in accounts payable and accrued liabilities,
depending on whether they represent assets or liabilities to us. Changes in the fair value of foreign currency
forward contracts are recorded in net income. As at March 1, 2020, we did not have any outstanding foreign
currency forward contracts.
During the year ended March 1, 2020, we entered into equity derivative contracts to hedge the share price
exposure on our cash-settled DSUs and RSUs. These contracts were not designated as hedging instruments for
23
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accounting purposes. Changes in the fair value of equity derivative contracts are recorded in net income. As at
March 1, 2020, the equity derivative contracts had a positive fair value of $0.7 million.
24
Impairment of Assets
Goodwill and intangible assets that have an indefinite useful life are not subject to amortization and are tested
annually for impairment or more frequently if events or changes in circumstances indicate that they might be
impaired.
Other assets are tested for impairment whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable.
An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value
in use. The recoverable value is determined using discounted future cash flow models, which incorporate
assumptions regarding future events, specifically future cash flows, growth rates and discount rates.
For the purposes of assessing impairment, assets are grouped at the lowest levels where there are separately
identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets
(“cash-generating unit”). Non-financial assets, other than goodwill, that suffered an impairment are reviewed for
possible reversal of the impairment at the end of each reporting period.
Leases
We exercise judgment in determining the appropriate lease term on a lease by lease basis and consider all
facts and circumstances that create an economic incentive to exercise a renewal or termination option. The periods
covered by renewal options are included in the lease term only if we are reasonably certain we will exercise such
renewal options.
We use the lessee’s incremental borrowing rate when determining the carrying amount of right-of-use assets
and lease liabilities, as the interest rates implicit in the lease agreements are not readily available. We determine
the incremental borrowing rate of each leased asset as the rate of interest that we would have to pay to borrow,
over a similar term with a similar security, the funds necessary to obtain an asset of similar value to the right-of-use
asset in a similar economic environment.
Return Allowances
Recognizing provisions for sales return allowances requires judgement in determining the return rate of
merchandise based on historical patterns of returns.
IFRS 16 - Leases
In January 2016, the IASB issued IFRS 16, which sets out a new model for lease accounting replacing IAS 17
and related interpretations. The standard introduces a single lessee accounting model and requires a lessee to
recognize assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of
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low value. A lessee is required to recognize a right-of-use asset representing its right to use the underlying asset
and a lease liability representing its obligation to make lease payments. Lessors continue to classify leases as
finance and operating leases. Other areas of the lease accounting model have been impacted, including the
definition of a lease. IFRS 16 became effective for annual periods beginning on or after January 1, 2019. We
adopted the standard on March 4, 2019 using the modified retrospective method, with the cumulative effect initially
recognized in retained earnings, with no restatement of prior comparative period.
Substantially all of our existing leases are real estate leases for our boutiques, distribution centres and
support offices and all were classified as operating leases prior to adoption of IFRS 16. We recognized right-of-use
assets and lease liabilities for leases previously classified as operating leases under IAS 17. The depreciation
expense on the right-of-use assets and the finance charge on the lease liabilities substantially replaced the lease-
related expenses recorded in costs of goods sold and selling, general and administrative expenses, previously
recognized on a straight-line basis over the lease term under IAS 17. Variable lease payments and non-lease
components are expensed as incurred.
The new standard does not change the amount of cash transferred between the lessor and lessee, but
changes the presentation of the operating and financing cash flows presented on our consolidated statements of
cash flows.
We have elected to apply the following recognition exemptions and practical expedients, as described under
IFRS 16:
i) recognition exemption of short term leases;
ii) recognition exemption of low-value leases;
iii) grandfather prior conclusions on contracts containing leases on transition;
iv) a single discount rate was applied to a portfolio of leases with similar characteristics on transition;
v) initial direct costs were excluded in the measurement of the right-of-use assets on transition; and
vi) hindsight was used in determining lease term at the date of transition.
The lease liabilities were measured at the present value of the remaining lease payments, discounted using the
lessee’s incremental borrowing rate as at March 4, 2019. The right-of-use assets were measured as if the standard
had been applied since the commencement date of the lease, but discounted using the lessee’s incremental
borrowing rate at the date of initial application. The cumulative adjustment was recognized directly to retained
earnings at March 4, 2019.
Upon adoption of IFRS 16, we updated our lease accounting policies as follows:
We assess whether a contract is or contains a lease at the inception of the contract. Leases are recognized as
a right-of-use asset and corresponding lease liability at the lease commencement date. The lease liability is
measured at the present value of the future fixed payments and variable lease payments that depend on an index
or rate over the lease term, less any lease incentives receivable, discounted using the lessee’s incremental
borrowing rate, unless the implicit interest rate in the lease can be easily determined. Lease liabilities are
subsequently measured at amortized cost using the effective interest rate method.
Lease terms applied are the contractual non-cancellable periods of the lease, plus periods covered by renewal
or termination options, if we are reasonably certain to exercise those options. Lease liabilities are remeasured (with
a corresponding adjustment to the right-of-use asset) when there is a change in the lease term, a change in the
future lease payments resulting from a change in an index or rate used to determined those payments, or when the
lease contract is modified and the lease modification is not accounted for as a separate lease.
The right-of-use assets include the initial measurement of the corresponding lease liabilities, lease payments
at or before the commencement date, any initial direct costs, less any lease incentives received before the
commencement date. The right-of-use assets are subsequently measured at cost and are depreciated on a
straight-line basis from the date the underlying asset is available for use over the lease term.
Variable lease payments that do not depend on an index or rate are not included in the measurement of the
lease liabilities and are recognized in cost of goods sold and selling, general and administrative expenses as
incurred.
26
Risk Factors
For a detailed description of risk factors associated with the Company, refer to the “Risk Factors” section of
the Company’s AIF, which is available on SEDAR at www.sedar.com.
In addition, we are exposed to a variety of financial risks in the normal course of operations including foreign
exchange, interest rate, credit, liquidity and equity price risk, as summarized below. Our overall risk management
program and business practices seek to minimize any potential adverse effects on our consolidated financial
performance.
Risk management is carried out under practices approved by our Audit Committee. This includes reviewing
and making recommendations to the Board of Directors on the adequacy of our risk management policies and
procedures with regard to identifying the Company’s principal risks and implementing appropriate systems and
controls to manage these risks. Risk management covers many areas of risk including, but not limited to, foreign
exchange risk, interest rate risk, credit risk, liquidity risk and equity price risk.
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Interest Rate Risk
We are exposed to changes in interest rates on our cash and cash equivalents, bank indebtedness and long-
term debt. Debt issued at variable rates exposes us to cash flow interest rate risk. Debt issued at fixed rates
exposes us to fair value interest rate risk. During the period, we had only variable interest rate debt.
Credit Risk
Credit risk refers to the possibility that we can suffer financial losses due to the failure of our counterparties to
meet their payment obligations. We are exposed to minimal credit risk. We do not extend credit to clients, but do
have some receivable exposure in relation to tenant improvement allowances. To reduce this risk, we enter into
leases with landlords with established credit history, and for certain leases, we may offset rent payments until
accounts receivable are fully satisfied. We deposit our cash and cash equivalents with major financial institutions
that have been assigned high credit ratings by internationally recognized credit rating agencies. We only enter into
derivative contracts with major financial institutions, as described above, for the purchase of foreign currency
forward contracts.
Liquidity Risk
Liquidity risk is the risk that we cannot meet a demand for cash or fund our obligations as they come due. We
manage liquidity risk by continuously monitoring actual and projected cash flows, taking into account the
seasonality of our revenue, income and working capital needs. The Revolving Credit Facility is used to maintain
liquidity.
28
Additional Information
Additional information relating to the Company, including the Company’s AIF, is available on SEDAR at
www.sedar.com. The Company’s subordinate voting shares are listed for trading on the Toronto Stock Exchange
(“TSX”) under the symbol “ATZ”.
29
46 |
Aritzia Inc.
Consolidated Financial Statements
March 1, 2020 and March 3, 2019
(in thousands of Canadian dollars)
Our opinion
In our opinion, the accompanying consolidated financial statements present fairly, in all material
respects, the financial position of Aritzia Inc. and its subsidiaries (together, the Company) as at March 1,
2020 and March 3, 2019, and its financial performance and its cash flows for the years then ended in
accordance with International Financial Reporting Standards as issued by the International Accounting
Standards Board (IFRS).
We conducted our audit in accordance with Canadian generally accepted auditing standards. Our
responsibilities under those standards are further described in the Auditor’s responsibilities for the audit
of the consolidated financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Independence
We are independent of the Company in accordance with the ethical requirements that are relevant to our
audit of the consolidated financial statements in Canada. We have fulfilled our other ethical
responsibilities in accordance with these requirements.
PricewaterhouseCoopers LLP
PricewaterhouseCoopers Place, 250 Howe Street, Suite 1400, Vancouver, British Columbia, Canada V6C 3S7
T: +1 604 806 7000, F: +1 604 806 7806
“PwC” refers to PricewaterhouseCoopers LLP, an Ontario limited liability partnership.
48 |
Other information
Management is responsible for the other information. The other information comprises the
Management’s Discussion and Analysis, which we obtained prior to the date of this auditor’s report and
the information, other than the consolidated financial statements and our auditor’s report thereon,
included in the Annual Report, which is expected to be made available to us after that date.
Our opinion on the consolidated financial statements does not cover the other information and we do not
and will not express an opinion or any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information identified above and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard. When we read the information,
other than the consolidated financial statements and our auditor’s report thereon, included in the Annual
Report, if we conclude that there is a material misstatement therein, we are required to communicate the
matter to those charged with governance.
Management is responsible for the preparation and fair presentation of the consolidated financial
statements in accordance with IFRS, and for such internal control as management determines is
necessary to enable the preparation of consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liquidate
the Company or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Company’s financial reporting process.
Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with Canadian generally accepted auditing standards will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Canadian generally accepted auditing standards, we exercise
professional judgment and maintain professional skepticism throughout the audit. We also:
● Identify and assess the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
● Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company’s internal control.
● Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
● Conclude on the appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to events
or conditions that may cast significant doubt on the Company’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in our
auditor’s report to the related disclosures in the consolidated financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
● Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
● Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Company to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group audit.
We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.
50 |
We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.
The engagement partner on the audit resulting in this independent auditor’s report is Robert Coard.
March 1, March 3,
Note 2020 2019
Assets
Current assets
Cash and cash equivalents $ 117,750 $ 100,897
Accounts receivable 6,555 4,355
Income taxes recoverable 17 2,157 -
Inventory 5 94,034 112,183
Prepaid expenses and other current assets 10,880 18,422
Total current assets 231,376 235,857
--
Property and equipment 6 184,637 167,593
Intangible assets 7 63,867 64,427
Goodwill 7 151,682 151,682
Right-of-use assets 2, 8 380,360 -
Other assets 4,315 2,209
Deferred tax assets 2, 17 20,478 7,606
Total assets $ 1,036,715 $ 629,374
Liabilities
Current liabilities
Accounts payable and accrued liabilities 2, 9 $ 57,715 $ 62,736
Income taxes payable 17 3,198 3,644
Current portion of lease liabilities 8 63,440 -
Deferred revenue 29,490 24,231
Total current liabilities 153,843 90,611
52 |
Aritzia Inc.
Consolidated Statements of Operations
For the years ended March 1, 2020 and March 3, 2019
(in thousands of Canadian dollars, except number of shares and per share amounts)
March 1, March 3,
Note 2020 2019
Operating expenses
Selling, general and administrative 16 243,362 215,297
Stock-based compensation expense 14, 16 7,790 11,540
The accompanying notes are an integral part of these consolidated financial statements.
March 1, March 3,
2020 2019
The accompanying notes are an integral part of these consolidated financial statements.
54 |
Aritzia Inc.
Consolidated Statements of Changes in Shareholders’ Equity
For the years ended March 1, 2020 and March 3, 2019
Multiple Subordinate
voting shares voting shares Accumulated
other Total
Contributed Retained earnings comprehensive shareholders’
Shares Amounts Shares Amounts surplus (deficit) (loss) income equity
Balance, February 25, 2018 55,756,002 $ 40,305 56,275,341 $ 130,825 $ 76,522 $ 38,613 $ (564) $ 285,701
Balance, March 3, 2019 44,531,768 $ 32,191 69,409,683 $ 167,326 $ 65,806 $ 109,339 $ (353) $ 374,309
Adjustment on adoption of IFRS 16 (note 2) - - - - - (42,402) - (42,402)
Balance, March 4, 2019 44,531,768 $ 32,191 69,409,683 $ 167,326 $ 65,806 $ 66,937 $ (353) $ 331,907
Net Income - - - - 90,594 - 90,594
Options exercised (Note 14) - - 1,773,363 26,038 (14,411) - - 11,627
Stock-based compensation expense on
equity-settled plans (Note 14) - - - - 5,826 - - 5,826
Share exchange at March 2019 Secondary
Offering (Note 13) (14,996,824) (10,841) 14,996,824 10,841 - - - -
Shares repurchased for cancellation
(notes 1 and 13) (4,997,595) (3,613) (1,368,658) (2,892) - (101,055) - (107,560)
Foreign currency translation adjustment - - - - - - (329) (329)
Balance, March 1, 2020 24,537,349 $ 17,737 84,811,212 $ 201,313 $ 57,221 $ 56,476 $ (682) $ 332,065
The accompanying notes are an integral part of these consolidated financial statements.
March 1, March 3,
Note 2020 2019
Operating activities
Net income for the year $ 90,594 $ 78,728
Adjustments for:
Depreciation and amortization 6, 7, 8 93,502 27,065
Finance expense 16 28,319 4,821
Stock-based compensation expense 14 7,790 11,540
Amortization of deferred rent and deferred lease
inducements (652) (905)
Unrealized foreign exchange loss on forward
contracts 12 - 415
Unrealized gain on equity derivative contracts 12 (650) -
Other (37) -
Income tax expense 17 35,544 32,922
Proceeds from lease incentives 11,537 12,148
Cash generated before non-cash working capital balances
and interest and income taxes 265,947 166,734
Net change in non-cash working capital balances 21 18,625 (39,616)
Cash generated before interest and income taxes 284,572 127,118
Interest paid (4,429) (4,709)
Interest paid on lease liabilities (23,763) -
Income taxes paid (34,304) (26,234)
Net cash generated from operating activities 222,076 96,175
Financing activities
Repayment of principal on lease liabilities 8 (61,469) (454)
Proceeds from options exercised 14 11,627 8,057
Shares repurchased for cancellation 13 (107,560) (9,391)
Repayment of long-term debt 11 - (43,738)
Payment of financing fees 11 - (667)
Net cash used in financing activities (157,402) (46,193)
Investing activities
Purchase of property and equipment 6 (45,591) (56,425)
Purchase of intangible assets 7 (2,199) (5,585)
Net cash used in investing activities (47,790) (62,010)
Effect of exchange rate changes on cash and cash
equivalents (31) 450
Increase (decrease) in cash and cash equivalents 16,853 (11,578)
Cash and cash equivalents - Beginning of year 100,897 112,475
Cash and cash equivalents - End of year $ 117,750 $ 100,897
Supplemental cash flow information (note 21)
The accompanying notes are an integral part of these consolidated financial statements.
56 |
Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Nature of operations
Aritzia Inc. and its subsidiaries (collectively referred to as the “Company”) are an innovative design house and
fashion boutique. The Company conceives, creates, develops and retails fashion brands. Each of the
Company’s exclusive brands has its own vision and distinct aesthetic point of view. As at March 1, 2020, the
Company had 96 boutiques (March 3, 2019 – 91 boutiques).
Aritzia Inc. is a corporation governed by the Business Corporations Act (British Columbia). The address of its
registered office is 666 Burrard Street, Suite 1700, Vancouver, B.C., Canada, V6C 2X8.
On August 7, 2018, the Company completed a secondary offering (the “August 2018 Secondary Offering”) on a
bought deal basis of its subordinate voting shares through a secondary sale of shares by certain shareholders.
The August 2018 Secondary Offering of 6,050,000 subordinate voting shares raised gross proceeds of $100.1
million for the selling shareholders, at a price of $16.55 per subordinate voting share. The Company did not
receive any proceeds from the August 2018 Secondary Offering. Underwriting fees were paid by the selling
shareholders, and other expenses related to the August 2018 Secondary Offering of $0.4 million were paid by
the Company.
On March 8, 2019, the Company completed a secondary offering (the “March 2019 Secondary Offering”) on a
bought deal basis of its subordinate voting shares through a secondary sale of shares by certain shareholders.
The March 2019 Secondary Offering of 19,505,000 subordinate voting shares raised gross proceeds of $329.6
million for the selling shareholders, at a price of $16.90 per subordinate voting share (the “March 2019 Offering
Price”). The Company did not receive any proceeds from the March 2019 Secondary Offering. Underwriting
fees were paid by the selling shareholders.
Concurrent with the completion of the March 2019 Secondary Offering, on March 8, 2019, the Company also
completed its repurchase of 6,333,653 subordinate voting shares and multiple voting shares (the “Shares”) for
cancellation from certain shareholders, including an investment vehicle (the “Berkshire Shareholder”) managed
by Berkshire Partners LLC (“Berkshire”) (the “Share Repurchase”). The purchase price per Share paid by the
Company under the Share Repurchase was the same as the March 2019 Offering Price and resulted in an
aggregate purchase price of $107.0 million paid to the selling shareholders. Total expenses related to the
March 2019 Secondary Offering and Share Repurchase of $2.5 million were paid by the Company and were
reimbursed by the selling shareholders participating in the Share Repurchase, including the Berkshire
Shareholder.
Upon completion of the March 2019 Secondary Offering and Share Repurchase on March 8, 2019, the
Berkshire Shareholder has no remaining equity interest in the Company.
The Company’s subordinate voting shares are listed on the Toronto Stock Exchange under the stock symbol
“ATZ”.
(1)
Basis of presentation
The consolidated financial statements of the Company have been prepared in accordance with International
Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).
The consolidated financial statements have been prepared on a historical cost basis, except for derivative
instruments, deferred share units and restricted share units, as disclosed in the accounting policies set out in
note 3.
The Company’s fiscal year-end is the Sunday closest to the last day of February, typically resulting in a 52-
week year, but occasionally giving rise to an additional week, resulting in a 53-week year. Fiscal 2019 was a
53-week year. All references to 2020 and 2019 represent the fiscal years ended March 1, 2020 and March 3,
2019, respectively.
Seasonality of operations
The Company’s business is affected by the pattern of seasonality common to most retail apparel businesses.
Historically, the Company has recognized a significant portion of its operating profit in the third and fourth
quarters of each fiscal year as a result of increased net revenue during the back-to-school and holiday
seasons.
These consolidated financial statements were authorized for issue on May 28, 2020 by the Company’s Board of
Directors.
IFRS 16 – Leases
In January 2016, the IASB issued IFRS 16, Leases (“IFRS 16”), which sets out a new model for lease
accounting replacing IAS 17, Leases (“IAS 17”) and related interpretations. The standard introduces a single
lessee accounting model and requires a lessee to recognize assets and liabilities for all leases with a term of
more than 12 months, unless the underlying asset is of low value. A lessee is required to recognize a right-of-
use asset representing its right to use the underlying asset and a lease liability representing its obligation to
make lease payments. Lessors continue to classify leases as finance and operating leases. Other areas of the
lease accounting model have been impacted, including the definition of a lease. IFRS 16 became effective for
annual periods beginning on or after January 1, 2019. The Company adopted the standard on March 4, 2019
using the modified retrospective method, with the cumulative effect initially recognized in retained earnings,
with no restatement of prior comparative period.
Substantially all of the Company’s existing leases are real estate leases for its boutiques, distribution centers
and support offices and all were classified as operating leases prior to adoption of IFRS 16. The Company
recognized right-of-use assets and lease liabilities for leases previously classified as operating leases under
IAS 17. The depreciation expense on the right-of-use assets and the finance charge on the lease liabilities
(2)
58 |
Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
substantially replaced the lease-related expenses recorded in costs of goods sold and selling, general and
administrative expenses, previously recognized on a straight-line basis over the lease term under IAS 17.
Variable lease payments and non-lease components are expensed as incurred.
The new standard does not change the amount of cash transferred between the lessor and lessee, but
changes the presentation of the operating and financing cash flows presented on the Company’s consolidated
statements of cash flows.
The Company has elected to apply the following recognition exemptions and practical expedients, as described
under IFRS 16:
i) recognition exemption of short term leases;
ii) recognition exemption of low-value leases;
iii) grandfather prior conclusions on contracts containing leases on transition;
iv) a single discount rate was applied to a portfolio of leases with similar characteristics on transition;
v) initial direct costs were excluded in the measurement of the right-of-use assets on transition; and
vi) hindsight was used in determining lease term at the date of transition.
The lease liabilities were measured at the present value of the remaining lease payments, discounted using the
lessee’s incremental borrowing rate as at March 4, 2019. The right-of-use assets were measured as if the
standard had been applied since the commencement date of the lease, but discounted using the lessee’s
incremental borrowing rate at the date of initial application. The cumulative adjustment was recognized directly
to retained earnings at March 4, 2019.
The following table summarizes the adjustments to opening balances resulting from the initial adoption of IFRS
16:
As previously
reported under
IAS 17, IFRS 16 transition Balance at
March 3, 2019 adjustments March 4, 2019
Assets
Prepaid expenses and other current assets $ 18,422 $ (9,510) $ 8,912
Right-of-use assets - 372,563 372,563
Deferred tax assets 7,606 12,787 20,393
Total impact on assets $ 375,840
Liabilities
Accounts payable and accrued liabilities $ 62,736 $ (6,446) $ 56,290
Income taxes payable 3,644 (2,646) 998
Lease liabilities - 493,502 493,502
Other non-current liabilities 69,828 (64,685) 5,143
Deferred tax liabilities 20,002 (1,483) 18,519
Retained earnings 109,339 (42,402) 66,937
Total impact on liabilities and shareholders’ equity $ 375,840
(3)
The following table reconciles the operating lease commitments disclosed under IAS 17 as at March 3, 2019
and lease liabilities recognized on March 4, 2019 as a result of the adoption of IFRS 16:
The weighted average discount rate reflected in the lease liability recognized on transition was 4.87%.
Principles of consolidation
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries,
including Aritzia LP, domiciled in Canada, and United States of Aritzia Inc, domiciled in the U.S. All
intercompany transactions and balances are eliminated on consolidation, and consistent accounting policies
are applied across the Company.
The functional currency for each entity included in these consolidated financial statements is the currency of the
primary economic environment in which the entity operates. These consolidated financial statements are
presented in Canadian dollars, which is the Company’s functional currency.
Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated into the
functional currencies at the exchange rate at that date. Other consolidated statement of financial position items
denominated in foreign currencies are translated into the functional currencies at the exchange rate prevailing
at the respective transaction dates. Revenues and expenses denominated in foreign currencies are translated
into the functional currencies at average exchange rates during the period. The resulting gains or losses on
translation are included in the determination of net income.
U.S. operations
Assets and liabilities of the Company’s U.S. operations have a functional currency of U.S. dollars and are
translated into Canadian dollars at the exchange rate in effect at the reporting date. Revenues and expenses
are translated into Canadian dollars at average exchange rates during the reporting period. The resulting
unrealized translation gains or losses are included in other comprehensive income (loss).
(4)
60 |
Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Cash and cash equivalents comprise cash on hand and investments in money market instruments with an
original maturity of less than three months. As at March 1, 2020, the Company had $92.9 million in cash held in
money market instruments classified as cash equivalents (March 3, 2019 - $44.9 million).
Prepaid expenses and other current assets comprise of prepaid expenses, deposits and packaging supplies.
Inventory
Inventory, consisting of finished goods, is carried at the lower of cost and net realizable value. Cost is
determined using weighted average costs. Cost of inventories includes the cost of merchandise and all costs
incurred to deliver inventory to the Company’s distribution centres including freight and duty.
The Company periodically reviews its inventories and makes provisions as necessary to appropriately value
obsolete or damaged goods. In addition, as part of inventory valuations, the Company accrues for inventory
shrinkage for lost or stolen items based on historical trends.
Property and equipment are measured at cost less accumulated depreciation and accumulated impairment
losses. Cost includes expenditures that are directly attributable to the acquisition of the asset, including any
costs directly attributable to bringing the asset to a working condition for its intended use. Purchased software
that is integral to the functionality of the related equipment is capitalized as part of that equipment.
The Company capitalizes borrowing costs incurred as part of the financing of the acquisition and construction of
property and equipment. Maintenance and repairs are expensed as incurred. Cost and related accumulated
depreciation for property and equipment are removed from the accounts upon their sale or disposition and the
resulting gain or loss is reflected in the results of operations.
Depreciation is recognized in net income on a straight-line basis over the estimated useful lives of each
component of an item of property and equipment, commencing when the assets are ready for use, as follows:
Estimates of useful lives, residual values and methods of depreciation are reviewed annually. Any changes are
accounted for prospectively as a change in accounting estimate. Depreciation expense is recorded in the
consolidated statements of operations in cost of goods sold and selling, general and administrative expenses.
(5)
Intangible assets
Intangible assets are recorded at cost and include trade names, trademarks, non-competition agreements,
retail leases and internally developed computer software.
Costs to purchase any trademarks from third parties are capitalized and amortized over the useful lives of the
assets. Cost includes all expenditures that are directly attributable to the acquisition or development of the
asset.
The Company capitalizes, in intangible assets, direct costs incurred during the application and infrastructure
development stages of developing computer software for internal use. All costs incurred during the preliminary
project stage, including project scoping, identification and testing of alternatives, are expensed as incurred.
The Aritzia trade name has been determined to have an indefinite life and is not amortized. The remaining
intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:
Estimates of useful lives, residual values and methods of amortization are reviewed annually. Any changes are
accounted for prospectively as a change in accounting estimate. Amortization expense is recorded in the
consolidated statements of operations in selling, general and administrative expenses.
Goodwill
Impairment of assets
Goodwill and intangible assets that have an indefinite useful life are not subject to amortization and are tested
annually for impairment, or more frequently if events or changes in circumstances indicate that they might be
impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that
the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the
asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s
fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are
grouped at the lowest levels for which there are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets or groups of assets (cash-generating unit or “CGU”). Non-
financial assets, other than goodwill, that suffered an impairment are reviewed for possible reversal of the
impairment at the end of each reporting period.
(6)
62 |
Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Leases
The Company assesses whether a contract is or contains a lease at the inception of the contract. Leases are
recognized as a right-of-use asset and corresponding lease liability at the lease commencement date. The
lease liability is measured at the present value of the future fixed payments and variable lease payments that
depend on an index or rate over the lease term, less any lease incentives receivable, discounted using the
lessee’s incremental borrowing rate, unless the implicit interest rate in the lease can be easily determined.
Lease liabilities are subsequently measured at amortized cost using the effective interest rate method.
Lease terms applied are the contractual non-cancellable periods of the lease, plus periods covered by renewal
or termination options, if the Company is reasonably certain to exercise those options. Lease liabilities are
remeasured (with a corresponding adjustment to the right-of-use asset) when there is a change in the lease
term, a change in the future lease payments resulting from a change in an index or rate used to determined
those payments, or when the lease contract is modified and the lease modification is not accounted for as a
separate lease.
The right-of-use assets include the initial measurement of the corresponding lease liabilities, lease payments at
or before the commencement date, any initial direct costs, less any lease incentives received before the
commencement date. The right-of-use assets are subsequently measured at cost and are depreciated on a
straight-line basis from the date the underlying asset is available for use over the lease term.
Variable lease payments that do not depend on an index or rate are not included in the measurement of the
lease liabilities and are recognized in cost of goods sold and selling, general and administrative expenses as
incurred.
Provisions
Provisions are recognized when the Company has a present legal or constructive obligation as a result of a
past event, it is probable that an outflow of economic benefits will be required to settle the obligation, and a
reliable estimate can be made of the amount of the obligation. If the effect of the time value of money is
material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks
specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is
recognized as a finance cost.
An asset retirement obligation is a legal obligation associated with the retirement of tangible long-lived assets
that the Company may be required to settle. The Company’s asset retirement obligations are primarily
associated with leasehold improvements that the Company is contractually obligated to remove at the end of a
lease. At inception of a lease with such conditions, the Company recognizes the best estimate of the fair value
of the liability, with a corresponding increase in the carrying value of the related asset. The liability, recorded in
other non-current liabilities, is estimated based on a number of assumptions requiring management’s judgment,
including store closing costs, cost inflation rates and discount rates, and is accreted to its projected future value
over time. The capitalized asset is depreciated over its useful life. Upon satisfaction of the asset retirement
obligation conditions, differences between the recorded asset retirement obligation liability and the actual
retirement costs incurred are recognized as a gain or loss in the consolidated statements of operations.
(7)
Financial instruments
Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual
provision of the financial instrument. Financial assets are derecognized when the contractual rights to receive
cash flows from the financial asset expire and financial liabilities are derecognized when obligations under the
contract expire, are discharged or cancelled. The Company’s financial assets, which includes cash and cash
equivalents and accounts receivable, are classified as amortized cost. The Company’s financial liabilities, which
includes accounts payable and accrued liabilities and long term debt, are classified as amortized cost. The
Company’s foreign currency forward contracts and equity derivative contracts, if any, are classified as fair value
through profit or loss (“FVTPL”).
Financial assets are initially measured at fair value and subsequently measured at amortized cost using the
effective interest method if both of the following conditions are met and they are not designated as FVTPL:
(i) the financial asset is held within a business model whose objective is to hold financial assets to collect
contractual cash flows; and
(ii) the contractual terms of the financial asset give rise, on specified dates, to cash flows that are solely
payments of principal and interest on the principal amount outstanding. All financial assets not
classified as amortized cost as described above are measured at FVTPL.
Financial liabilities are initially measured at fair value, less any directly attributable transaction costs, and
subsequently measured at amortized cost using the effective interest method.
Financial assets and financial liabilities are measured at fair value using a valuation hierarchy for disclosure of
fair value measurements. The determination of the applicable level within the hierarchy of a particular asset or
liability depends on the inputs used in the valuation as of the measurement date, notably the extent to which
the inputs are market-based (observable) or internally derived (unobservable). Observable inputs are inputs
that market participants would use in pricing the asset or liability based on market data obtained from
independent sources. Unobservable inputs are inputs based on a company’s own assumptions about market
participant assumptions using the best information available. The hierarchy is broken down into three levels
based on the reliability of inputs as follows:
Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities that a company
has the ability to access at the measurement date.
Level 2 - Valuations based on quoted inputs other than quoted prices included within Level 1, that are
observable for the asset or liability, either directly or indirectly through corroboration with observable market
data.
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value
measurement.
(8)
64 |
Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Financial assets and financial liabilities are offset and the net amount is reported in the consolidated statements
of financial position when there is a legally enforceable right to offset the recognized amounts and there is an
intention to settle on a net basis or to realize the asset and settle the liability simultaneously.
Share capital
Multiple voting shares and subordinate voting shares are classified as shareholders’ equity. Incremental costs
directly attributable to the issuance of shares are shown in equity as a deduction, net of tax, from the proceeds
of the issuance. When share capital recognized as equity is re-purchased for cancellation, the amount of
consideration paid, which includes directly attributable costs, net of tax, is recognized as a deduction from
equity. The excess of the purchase price over the carrying amount of the shares is charged to retained
earnings.
Revenue recognition
The Company recognizes revenue when control of the goods or services has been transferred to the customer.
Revenue is measured at the fair value of the amount of consideration to which the Company expects to be
entitled to, including variable consideration, if any, to the extent that it is highly probable that a significant
reversal will not occur.
Net revenue reflects the Company’s sale of merchandise, less returns and discounts. Retail revenue at point-
of-sale is measured at the fair value of the consideration received at the time the sale is made to the customer,
net of discounts and estimated allowance for returns. For merchandise that is ordered and paid for in a
boutique and subsequently picked up by or delivered to the customer, revenue is deferred until control of the
merchandise has been transferred to the customer. eCommerce revenue is recognized at the date control has
been transferred to the customer, and measured at the fair value of the consideration received, net of discounts
and an estimated allowance for returns.
Revenues are reported net of sales taxes collected for various governmental agencies.
Receipts from the sale of gift cards are treated as deferred revenue. When gift cards are redeemed for
merchandise, the Company recognizes the related revenue. The Company estimates gift card breakage, to the
extent there is no requirement for remitting card balances to government agencies under unclaimed property
laws, and recognizes revenue in proportion to actual gift card redemptions as a component of net revenue.
The Company recognizes promotional gift cards as a reduction of revenue upon redemption.
(9)
Cost of goods sold includes inventory and product-related costs and occupancy costs, as well as depreciation
expense for the Company’s stores and distribution centres.
Selling, general and administrative expenses consist of selling expenses that are generally variable with
revenues and general and administrative operating expenses that are primarily fixed. Selling, general and
administrative expenses also include depreciation and amortization expense for all support office assets and
intangible assets.
Employee benefits
Short-term employee benefit obligations, which include wages, salaries, compensated absences and bonuses,
are expensed as the related service is provided.
Termination benefits are recognized as an expense when the Company has demonstrated commitment,
without realistic possibility of withdrawal, to a formal detailed plan to terminate employment before the normal
retirement date.
Current and deferred income taxes are recognized in the Company’s net income, except to the extent that they
relate to a business combination or items recognized directly in equity or other comprehensive income.
Current taxes are recognized for the estimated taxes payable or receivable on taxable income or loss for the
current year and any adjustment to income taxes payable in respect of previous years. Current income taxes
are determined using tax rates and tax laws that have been enacted or substantively enacted by the year-end
date.
(10)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Deferred tax assets and liabilities are recognized where the carrying amount of an asset or liability differs from
its tax base, except for taxable temporary differences arising on the initial recognition of goodwill and temporary
differences arising on the initial recognition of an asset or liability in a transaction that is not a business
combination, and at the time of the transaction affects neither accounting nor taxable income or loss. In
addition, deferred tax liabilities are not recognized for taxable temporary differences arising on investments in
subsidiaries, associates and joint ventures where the reversal of the temporary difference can be controlled and
it is probable that the difference will not reverse in the foreseeable future. The amount of deferred tax provided
is based on the expected manner of realization or settlement of the carrying amount of the asset and liability,
using tax rates enacted or substantively enacted at the year-end date.
A deferred tax asset is recognized for unused tax losses, tax credits and deductible temporary differences, to
the extent that it is probable that future taxable profits will be available against which they can be utilized. The
carrying amount of deferred tax assets is reviewed at each statement of financial position date and reduced to
the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the
asset to be recovered.
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current
tax assets against current tax liabilities and when the deferred income tax assets and liabilities relate to income
tax levied by the same taxation authority on either the taxable entity or different taxable entities where there is
an intention to settle the balances on a net basis.
Prior to the Company’s initial public offering (the “IPO”) the Company had a legacy equity incentive plan (the
“Legacy Plan”) pursuant to which it has granted time-based and performance-based stock options to directors,
employees, consultants and advisors.
Concurrent with the IPO, the Company implemented a new stock option plan (the “Option Plan”), pursuant to
which it can grant time-based stock options to acquire subordinate voting shares to directors, executive officers,
employees and consultants.
For awards with service conditions that are subject to graded vesting, compensation cost is recognized on a
straight-line basis over the requisite service period for each separately vesting portion of the award as if the
award was, in substance, multiple awards. In addition, the total amount of compensation expense to be
recognized is based on the number of awards expected to vest and is adjusted to reflect those awards that do
ultimately vest.
The Company has a Director Deferred Share Unit (“DSU”) Program for non employee board members and a
Restricted Share Unit (“RSU”) Program for employees and consultants. DSUs and RSUs are grants of notional
subordinate voting shares that are redeemable for cash based on the market value of the Company’s shares
(11)
and are non-dilutive to shareholders. The cost of the service received as consideration is initially measured
based on the market value of the Company’s shares at the date of grant. The grant-date fair value is
recognized as stock-based compensation expense with a corresponding increase recorded in other liabilities.
DSUs and RSUs are remeasured at each reporting date based on the market value of the Company’s shares
with changes in fair value recognized as stock-based compensation expense for the proportion of the service
that has been rendered at that date.
Basic net income per share is calculated by dividing the net income for the fiscal year attributable to
shareholders of the Company by the weighted average number of multiple voting shares and subordinate
voting shares outstanding during the year.
Diluted net income per share is calculated by dividing the net income for the fiscal year attributable to
shareholders of the Company by the weighted average number of multiple voting shares and subordinate
voting shares outstanding during the year, plus the weighted average number of subordinate voting shares that
would be issued on exercise of dilutive options granted, as calculated under the treasury stock method.
The preparation of consolidated financial statements in accordance with IFRS requires management to make
judgments, estimates and assumptions that affect the application of accounting policies and the reported
amounts of assets, liabilities, income and expenses. Estimates and assumptions are continuously evaluated
and are based on management’s best judgments and experience and other factors, including expectations of
future events that are believed to be reasonable under the circumstances. Revisions to accounting estimates
are recognized in the period in which the estimates are revised and in any future periods affected. Actual
results may differ from these estimates.
Significant judgments and estimates made by management in the process of applying accounting policies and
that have the most significant effect on the amounts recognized in the consolidated financial statements include
the following:
The provision recorded to remeasure inventories based on the lower of cost and net realizable value
(note 5), which is a critical estimate.
Property and equipment and right-of-use asset impairment testing, which is influenced by judgment in
defining a CGU and determining the indicators of impairment, and estimates used to measure impairment
losses, if any (note 6). These estimates include future cash flow projections, growth rates and discount
rates.
Goodwill and indefinite life intangible asset impairment testing, which requires management to make
critical estimates in the impairment testing model. On an annual basis, the Company tests whether
goodwill and indefinite life intangible assets are impaired. The recoverable value is determined using
(12)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
discounted future cash flow models, which incorporate assumptions regarding future events, specifically
future cash flows, growth rates and discount rates (note 7).
Stock-based compensation expense, which requires the use of judgment in determining the most
appropriate inputs, including estimates and assumptions with respect to expected life, risk-free interest
rate, volatility and forfeiture rate (note 14).
Gift card breakage, which requires the use of judgment in defining the Company’s average gift card
breakage rate, based on historical redemption rates (note 3). The resulting revenue from breakage is
recognized in proportion to actual gift card redemptions.
Return allowances, which require judgement in determining the return rate of merchandise based on
historical patterns of returns.
Income taxes, which requires judgment to determine when tax losses, credits and provisions are
recognized based on tax rules in various jurisdictions (note 17).
Lease terms, which requires judgement on whether the Company is reasonably certain, at the lease
commencement date, it will exercise available renewal or termination options, and thus include such
options in the lease terms (note 8).
Incremental borrowing rate used for calculating lease liabilities and right-of-use-assets. The Company
determines the incremental borrowing rate of each leased asset as the rate of interest that the Company
would have to pay to borrow, over a similar term with a similar security, the funds necessary to obtain an
asset of similar value to the right-of-use asset in a similar economic environment (note 8).
5 Inventory
March 1, March 3,
2020 2019
$ 94,034 $ 112,183
The Company records a reserve to value inventory to its estimated net realizable value. This resulted in an
expense in cost of goods sold of $2.1 million for the year ended March 1, 2020 (March 3, 2019 - $3.2 million).
No inventory write-downs recorded in previous periods were reversed.
All of the Company’s inventory is pledged as security for the Credit Facilities (note 11).
(13)
Furniture Construction-
Leasehold and Computer Computer in-
improvements equipment hardware software progress Total
Cost
Balance, February 25, 2018 169,605 38,214 12,625 6,121 23,349 249,914
Additions 26,596 9,085 3,348 356 14,566 53,951
Transfers from construction-in-
progress 24,099 6,216 290 864 (31,469) -
Dispositions (15,011) (4,057) (1,011) (240) - (20,319)
Foreign exchange 2,022 407 195 (87) 1,835 4,372
Accumulated depreciation
Balance, February 25, 2018 80,369 21,816 7,765 4,292 - 114,242
Depreciation 16,389 4,677 2,859 783 - 24,708
Dispositions (15,011) (4,057) (1,011) (240) - (20,319)
Foreign exchange 1,169 442 57 26 - 1,694
Construction-in-progress includes store build costs for stores not yet opened and support office projects not put
into use.
During the year ended March 1, 2020, interest of $165 was capitalized to assets under construction (March 3,
2019 - $182). These interest costs relating to qualifying assets were capitalized at a weighted average rate of
3.49% (March 3, 2019 – 3.97%).
(14)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Accumulated
amortization
Balance, February 25,
2018 - 10,240 1,709 18,365 3,519 - 33,833
Amortization - 657 - 1,700 - - 2,357
Balance, March
3, 2019 $ - $ 10,897 $ 1,709 $ 20,065 $ 3,519 $ - $ 36,190
Amortization - 656 - 2,368 - 3,024
Dispositions - - - (7) (3,519) - (3,526)
Balance, March
1, 2020 $ - $ 11,553 $ 1,709 $ 22,426 $ - $ - $ 35,688
Construction-in-progress includes internally generated computer software not put into use.
Until December 19, 2005, the operations of the Company were owned by a private, closely held Canadian
company. On December 19, 2005, Berkshire purchased the majority of the operations through a newly created
company, Aritzia Capital Corporation (renamed to Aritzia Inc.). The acquisition transaction was treated as a
business combination and the identified assets and liabilities that were acquired were measured at their
acquisition date fair values, including goodwill and the indefinite life trade name. During the years ended March
1, 2020 and March 3, 2019, there were no additions to goodwill.
Goodwill and the indefinite life trade name are monitored and allocated to the group of CGUs at a country level,
based on the expected future benefits to be derived. The Company allocates goodwill to its Canadian
operations only, while the Company allocates the indefinite life trade name to both Canadian and U.S.
operations.
In assessing goodwill and the indefinite life trade name for impairment, the Company compared the aggregate
recoverable amount of the assets included in each of the CGUs to their respective carrying amounts. The
recoverable amounts have been determined based on the higher of the value in use and fair value less costs of
(15)
disposal. The Company performed its annual impairment test of goodwill and the indefinite life trade name on
the first day of the fourth quarter in fiscal 2020 and fiscal 2019.
The recoverable amount of goodwill and the indefinite life trade name was based on value in use, calculated
using discounted cash flows over five years with a terminal value generated from continuing use of the CGUs.
Cash flows were projected based on actual operating results, annual growth assumptions of 2.00% to account
for what management believes approximates inflationary increases, and terminal growth assumption of 2.00%.
A pre-tax discount rate of 9.93% was used in the model. A decrease in the growth assumptions by 1.00%
would not cause the carrying amount to exceed the estimated recoverable amount. A decrease of the pre-tax
discount rate by 1.00% would not cause the carrying amount to exceed the estimated recoverable amount.
As at March 1, 2020 and March 3, 2019, management has determined that there was no impairment of goodwill
or the indefinite life trade name.
8 Leases
The following table reconciles the change in right-of-use assets for the year ended March 1, 2020:
Right-of-use
assets
Cost
Balance on transition, March 4, 2019 $ 372,563
Additions, net of lease incentives received 62,840
Modifications 1,777
Foreign exchange 2,690
Accumulated depreciation
Balance on transition, March 4, 2019 $ -
Depreciation 59,080
Modifications (27)
Foreign exchange 457
(16)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
The following table reconciles the change in lease liabilities for the year ended March 1, 2020:
Lease
liabilities
Balance on transition, March 4, 2019 $ 493,502
Additions 73,518
Accretion of lease liabilities (note 16) 23,763
Repayment of interest and principal on lease liabilities (85,232)
Modifications 1,765
Foreign exchange 3,211
$ 510,527
During the year ended March 1, 2020, the Company expensed $5.2 million of variable lease payments, which are
not included in the lease liabilities (March 3, 2019 - $5.3 million).
During the year ended March 1, 2020, the Company expensed $1.3 million of base rent payments relating to short-
term leases for which the recognition exemption was applied and these payments were not included in the lease
liabilities.
The future undiscounted minimum lease commitments for the Company’s leases for its premises, excluding other
occupancy charges and variable lease payments, are as follows:
$ 641,534
March 1, March 3,
2020 2019
$ 57,715 $ 62,736
(17)
March 1, March 3,
2020 2019
$ 9,451 $ 69,828
The Company has a term loan and revolving credit facility (collectively the “Credit Facilities”) with its syndicate
of lenders.
a) Long-term debt
March 1, March 3,
2020 2019
The term loan matures on May 22, 2022 and have no scheduled principal payments prior to maturity.
Interest is paid on a monthly basis. Under the Credit Facilities, the Company has the option to borrow
using Banker’s Acceptance borrowings (“BA”), LIBO rate borrowings (“LIBO”), or Canadian prime rate
borrowings (“Prime”) plus a marginal interest rate between 0.50% and 2.50% (March 3, 2019 – 0.50% and
2.50%).
During the year ended March 1, 2020 the Company incurred $2.9 million of interest (March 3, 2019 - $3.4
million), at a weighted average rate of 3.49% (March 3, 2019 – 3.97%). As at March 1, 2020, the interest
rate on the loan was 3.43% (March 3, 2019 – 3.57%), based on a one-month BA rate.
The term loan requires mandatory loan prepayments by the Company of principal and interest if certain
events occur. As at March 1, 2020 and March 3, 2019, the Company was not required to make a
mandatory loan prepayment.
The Company defers third party costs and creditor fees directly associated with acquiring long-term debt.
These deferred costs are classified against long-term debt and bank indebtedness and are amortized as
finance expense over the expected life of the related indebtedness using the effective interest rate
method.
(18)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
b) Bank indebtedness
The Company has a revolving credit facility of $100.0 million (March 3, 2019 - $100.0 million). The
revolving credit facility bears interest at BA, LIBO or Prime plus a marginal rate between 0.50% and 2.50%
(March 3, 2019 – 0.50% and 2.50%). Up to $10.0 million of the facility can be drawn upon by way of a
swingline loan.
As at March 1, 2020 and March 3, 2019, no advances were made under this revolving credit facility.
The Company also has letters of credit facilities of $75.0 million, secured pari passu with the Credit
Facilities. The interest rate for the letters of credit is between 1.00% and 2.50%. The amount available
under these facilities is reduced to $46.5 million (March 3, 2019 - $31.9 million) by certain open letters of
credit (note 19(b)).
The Credit Facilities are collateralized by a first priority lien on all property, plant and equipment, leased real
property interests and inventory. In addition, the Company is to maintain certain financial covenants. As at
March 1, 2020 and March 3, 2019, the Company was in compliance with all financial covenants.
From time to time, the Company uses foreign currency forward contracts to manage its exposure to fluctuations
with respect to the U.S. dollar for U.S. dollar merchandise purchases sold in Canada. The fair value of the
forward contracts is included in prepaid expenses and other current assets or in accounts payable and accrued
liabilities in the consolidated statements of financial position, depending on whether they represent assets or
liabilities to the Company.
The amounts recorded in the consolidated statements of operations in other (income) expense include the
unrealized change in fair value of foreign currency forward contracts during the year ended March 3, 2019,
which was a loss of $0.4 million. During the year ended March 3, 2019, the Company also realized a gain of
$2.3 million, in other (income) expense, arising from the settlement of foreign currency forward contracts.
The foreign currency forward contracts generally have a term of no more than 12 months.
During the year ended March 1, 2020, the Company entered into equity derivative contracts to hedge the share
price exposure on its cash-settled DSUs and RSUs. These contracts were not designated as hedging
instruments for accounting purposes. During the year ended December March 1, 2020, the Company recorded
an unrealized gain of $0.7 million for the change in fair value for these contracts in the consolidated statements
of operations in other (income) expense.
(19)
13 Share capital
On August 7, 2018, in connection with the August 2018 Secondary Offering, certain selling shareholders
exchanged 5,880,000 of their multiple voting shares for subordinate voting shares (note 1).
On March 5, 2019, in connection with the March 2019 Secondary Offering and Share Repurchase, certain
selling shareholders exchanged 14,996,824 of their multiple voting shares for subordinate voting shares (note
1).
On July 11, 2019, the Company announced the commencement of a normal course issuer bid (the “NCIB”) to
repurchase and cancel up to 3,624,915 of its subordinate voting shares, representing approximately 5% of the
public float, over the 12-month period commencing July 16, 2019 and ending July 15, 2020. All repurchases are
made through the facilities of the Toronto Stock Exchange and are done at market prices. The amounts paid
above the average book value of the subordinate voting shares are charged to retained earnings. During the
year ended March 1, 2020, the Company repurchased 32,600 subordinate voting shares for cancellation at an
average price of $15.97 (March 3, 2019 - repurchased 549,880 subordinate voting shares for cancellation at an
average price of $17.07 per subordinate voting share under the normal course issuer bid program effective
during the year ended March 3, 2019).
On August 30, 2019, the Company entered into an automated share purchase plan (the “ASPP”) with a
designated broker for the purpose of permitting the Company to purchase its subordinate voting shares under
the NCIB during self-imposed blackout periods. The volume of purchases is determined by the broker in its sole
discretion based on purchase price and maximum volume parameters established by the Company under the
ASPP. All purchases made under the ASPP will be included in computing the number of subordinate voting
shares purchased under the NCIB. The Company records a liability for purchases that are estimated to occur
during blackout periods based on the parameters of the NCIB and ASPP. As at March 1, 2020, no such liability
was recorded.
As at March 1, 2020, there were 24,537,349 multiple voting shares and 84,811,212 subordinate voting shares
issued and outstanding. There were no preferred shares issued and outstanding as at March 1, 2020. Neither
the multiple voting shares nor the subordinate voting shares issued have a par value.
14 Stock options
The Company has granted stock options under the Legacy Plan and the Option Plan.
Legacy Plan
Following completion of the Company’s IPO, no additional options will be granted under the Legacy Plan, and
the outstanding options under the Legacy Plan are exercisable for subordinate voting shares of the Company.
The options vest annually pro rata on the anniversary of the grant date over a period of five years. All issued
options expire after 10 to 15 years from the date granted.
(20)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Transactions for stock options granted under the Legacy Plan for the years ended March 1, 2020 and March 3,
2019 were as follows:
Information relating to stock options outstanding under the Legacy Plan and exercisable as at March 1, 2020 is
as follows:
Stock-based compensation expense in relation to the options under the Legacy Plan for the year ended March
1, 2020 was $1.1 million (March 3, 2019 – $2.4 million).
Option Plan
Options to acquire subordinate voting shares under the Option Plan may be granted to directors, executive
officers, employees and consultants of the Company. The options vest annually pro rata on the anniversary of
the grant date over a period of five years. All issued options expire after seven years from the date granted.
Transactions for stock options granted under the Option Plan for the years ended March 1, 2020 and March 3,
2019 were as follows:
(21)
Information relating to stock options outstanding under the Option Plan and exercisable as at March 1, 2020 is
as follows:
The weighted average fair value of the time-based stock options granted during the year ended March 1, 2020
was estimated at the date of grant based on the Black-Scholes option-pricing model using the following
assumptions:
Stock-based compensation expense in relation to the options under the Option Plan for the year ended March
1, 2020 was $4.8 million (March 3, 2019 - $8.6 million).
(22)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
Each eligible director receives a portion of his or her annual director retainer in DSUs. DSUs vest when
granted, but are not redeemable for cash settlement until the eligible director ceases to be a member of the
Board. DSUs are granted quarterly and the Company is required to record a liability for the potential future
settlement of the DSUs at each reporting date by reference to the fair value of the liability. The fair value of the
recorded liability in relation to the DSUs was $2.4 million as at March 1, 2020 (March 3, 2019 - $1.1 million),
with an expense of $1.3 million for the year ended March 1, 2020 (March 3, 2019 - $0.5 million), recorded as
stock-based compensation expense.
Transactions for DSUs granted for the years ended March 1, 2020 and March 3, 2019 were as follows:
March 1, March 3,
2020 2019
Number of Number of
DSUs DSUs
Effective October 3, 2018, the Company adopted the RSU Program for employees and consultants. RSUs vest
on the third anniversary of the award date and at that time, are redeemable for cash based on the market value
of the Company’s shares. The Company is required to record a liability for the potential future settlement of the
RSUs at each reporting date by reference to the fair value of the liability. The fair value of the recorded liability
in relation to the RSUs was $0.7 million as at March 1, 2020 (March 3, 2019 - $30), with an expense of $0.6
million for the year ended March 1, 2020 (March 3, 2019 - $30), recorded as stock-based compensation
expense.
(23)
Transactions for RSUs granted for the years ended March 1, 2020 and March 3, 2019 were as follows:
March 1, March 3,
2020 2019
Number of Number of
RSUs RSUs
a) Basic
Basic net income per share is calculated by dividing the income attributable to shareholders of the
Company by the weighted average number of multiple voting shares and subordinate voting shares
outstanding during the period. As all the classes of shares are subject to the same distribution rights, the
Company performs the net income per share calculations as if all shares are a single class.
March 1, March 3,
2020 2019
b) Diluted
Net income per diluted share is calculated by dividing the income attributable to shareholders of the
Company by the weighted average number of multiple voting shares and subordinate voting shares
outstanding during the period adjusted for the effects of potentially dilutive stock options.
March 1, March 3,
2020 2019
(24)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
16 Expenses by nature
March 1, March 3,
2020 2019
Cost of goods sold
Inventory and product-related costs and occupancy costs $ 492,403 $ 510,135
Depreciation expense (notes 2 and 8) 84,762 21,248
$ 577,165 $ 531,383
March 1, March 3,
2020 2019
Personnel expenses
Salaries, wages and employee benefits1 $ 184,556 $ 177,152
Stock-based compensation expense (note 14) 7,790 11,540
$ 192,346 $ 188,692
March 1, March 3,
2020 2019
Finance expense
Interest expense on lease liabilities (note 2 and 8) 23,763 -
Interest expense and banking fees $ 4,344 $ 4,636
Amortization of deferred financing fees 212 185
$ 28,319 $ 4,821
March 1, March 3,
2020 2019
Other (income) expenses
Realized foreign exchange gain $ (964) $ (3,003)
Unrealized foreign exchange gain (loss) 593 (1,250)
Unrealized gain on equity derivative contracts (650) -
Lease exit cost2 - 5,725
Offering transaction cost recovery - (171)
Interest and other income (1,164) (1,696)
$ (2,185) $ (395)
1 Salaries, wages and employee benefits for the year ended March 3, 2019 includes $4.3 million of consultants and contractors related costs. For the year ended
March 1, 2020, consultants and contractors related costs have been excluded from salaries, wages and employee benefits.
2 The lease exit cost of $5.7 million related to an expense for the exit of a lease commitment for the planned repositioning of one of the Company’s flagship
boutiques. However, the Company was later able to secure a long term lease extension for its original flagship location.
(25)
17 Income taxes
March 1, March 3,
2020 2019
Current tax expense
Current period $ 35,254 $ 31,592
Adjustments with respect to prior periods (875) 44
34,379 31,636
1,165 1,286
The Company’s income tax expense differs from that calculated by applying the combined substantively
enacted Canadian federal and provincial statutory income tax rates for the years ended March 1, 2020 and
March 3, 2019 of 26.8% and 26.9%, respectively, as follows:
March 1, March 3,
2020 2019
(26)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
The tax effects of the significant temporary differences that comprise deferred tax assets and liabilities as
at March 1, 2020 and March 3, 2019 are as follows:
March 1, March 3,
2020 2019
March 1, March 3,
2020 2019
$ (13,345) $ 990
Of the deferred income tax balances, the Company expects $3.3 million of the deferred tax assets to be
recovered within 12 months and $1.1 million of the deferred tax liabilities to be settled within 12 months.
The Company intends to indefinitely reinvest the undistributed earnings of its foreign subsidiaries;
accordingly, the Company has not recorded a deferred tax liability on these earnings.
(27)
18 Segment information
The Company defines an operating segment on the same basis that it uses to evaluate performance internally
and to allocate resources by the Chief Operating Decision Maker (the “CODM”). The Company has determined
that the Chief Executive Officer is its CODM and there is one operating segment. Therefore, the Company
reports as a single segment. This includes all sales channels accessed by the Company’s clients, including
sales through the Company’s eCommerce website and sales at the Company’s boutiques.
The following table summarizes net revenue by geographic location of the Company’s clients:
March 1, March 3,
2020 2019
$ 980,589 $ 874,296
The Company’s non-current, non-financial assets (property and equipment, intangible assets and goodwill and
right-of-use assets) are geographically located as follows:
March 1, March 3,
2020 2019
$ 780,546 $ 383,702
As at March 1, 2020, the Company had purchase obligations of $42.2 million (March 3, 2019 - $45.6
million), which represent commitments for fabric expected to be used during upcoming seasons, made in
the normal course of business.
b) Letters of credit
At March 1, 2020, the Company had open letters of credit of $28.5 million (March 3, 2019 - $43.1 million).
Prior to the August 2018 Secondary Offering, the Company was ultimately controlled by Canada Retail
Holdings, L.P., being the Company’s ultimate parent and the Berkshire Shareholder. Effective August 7, 2018,
(28)
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
upon completion of the August 2018 Secondary Offering, neither Canada Retail Holdings, L.P. nor any other
entity maintained ultimate control of the Company. Upon completion of the March 2019 Secondary Offering and
Share Repurchase, on March 8, 2019, the Berkshire Shareholder sold its entire investment in the Company. As
a result, effective March 8, 2019, the Company is ultimately controlled by AHI Holdings Inc., an entity controlled
by a director and officer of the Company.
The Company entered into the following transactions with related parties:
a) During the year ended March 1, 2020, the Company made payments of $4.0 million (March 3, 2019 - $4.1
million), for a lease of premises and management services and $0.6 million (March 3, 2019 - $0.9 million)
for the use of an asset wholly or partially owned by companies that are owned by a director and officer of
the Company. As at March 1, 2020, $0.2 million was included in accounts payable and accrued liabilities
(March 3, 2019 - $0.1 million) and nil was included in prepaid expenses and other current assets (March 3,
2019 - $0.1 million).
b) Total reimbursements to Berkshire for travel, lodging and other costs for the year ended March 3, 2019
was $0.1 million. As at March 3, 2019, $2.5 million was included in accounts receivable relating to the
March 2019 Secondary Offering and Share Repurchase (note 1) and has since been received as of March
8, 2019. As of March 8, 2019, the Berkshire Shareholder has no remaining equity interest in the Company;
as such, transactions with Berkshire subsequent to March 8, 2019 are not considered related party
transactions.
c) Key management includes the Company’s directors and executive team. Compensation awarded to key
management includes:
March 1, March 3,
2020 2019
$ 7,092 $ 7,173
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March 1, March 3,
2020 2019
$ 18,625 $ (39,616)
The Company is exposed to a variety of financial risks in the normal course of operations including currency,
interest rate, credit and liquidity risk, as summarized below. The Company’s overall risk management program
and business practices seek to minimize any potential adverse effects on the Company’s consolidated financial
performance.
Risk management is carried out under practices approved by the Company’s Audit Committee. This includes
reviewing and making recommendations to the Board on the adequacy of the Company’s risk management
policies and procedures with regard to identifying the Company’s principal risks and implementing appropriate
systems and controls to manage these risks. Risk management covers many areas of risk including, but not
limited to, foreign exchange risk, interest rate risk, credit risk and liquidity risk.
The classification of financial instruments and their carrying amounts are as follows:
March 1, March 3,
2020 2019
Financial assets
Cash and cash equivalents $ 117,750 $ 100,897
Accounts receivable 6,555 4,355
Equity derivative contracts 650 -
Financial liabilities
Accounts payable and accrued liabilities $ 57,715 $ 62,736
Long-term debt (net of deferred financing fees) 74,740 74,624
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
The carrying value of cash and cash equivalents, accounts receivable and accounts payable and accrued
liabilities approximates their fair value due to the immediate or short-term maturity of these financial
instruments. The fair value of the lease obligations is approximately equal to their carrying value. For the other
financial liabilities, the fair value is as follows:
March 1, March 3,
2020 2019
a) Market risk
Currency risk
The Company is exposed to foreign exchange risk on foreign currency denominated transactions,
monetary assets and liabilities denominated in a foreign currency, and net investments in foreign
operations. The Company sources the majority of its raw materials and merchandise from various
suppliers in Asia and Europe with the vast majority of purchases denominated in U.S. dollars. In addition,
the Company operates boutiques in the U.S. The Company’s foreign exchange risk is primarily with
respect to the U.S. dollar and the Company has limited exposure to other currencies. Foreign currency
forward contracts are used, from time to time, to mitigate risks associated with forecasted U.S. dollar
merchandise purchases sold in Canada.
As at March 1, 2020, a $0.01 variation in the Canadian dollar against the U.S. dollar on net monetary
accounts in U.S. dollars would, with all other variables being constant, have an approximate favourable (or
unfavourable) impact of $0.3 million on net income.
The Company is exposed to changes in interest rates on its cash and cash equivalents and long-term
debt. Debt issued at variable rates exposes the Company to cash flow interest rate risk. Debt issued at
fixed rates exposes the Company to fair value interest rate risk. During the year, the Company had only
variable rate debt. An increase (or decrease) in interest rate by 1% would result in an increase (or
decrease) of $0.8 million in interest expense on the Credit Facilities.
b) Credit risk
Credit risk is the risk of an unexpected loss if a counterparty to a financial instrument fails to meet its
contractual obligations. Financial instruments that potentially subject the Company to credit risk consist of
cash and cash equivalents, accounts receivable, and derivative contracts used to hedge market risks. The
Company offsets credit risks associated with cash and cash equivalents by depositing its cash and cash
equivalents with major financial institutions that have been assigned high credit ratings by internationally
recognized credit rating agencies. The Company is exposed to credit risk on accounts receivable from its
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landlords for tenant allowances. To reduce this risk, the Company enters into leases with landlords with
established credit history and, for certain leases, the Company may offset rent payments until accounts
receivable are fully satisfied. The Company only enters into derivative contracts and equity derivative
contracts with major financial institutions.
c) Liquidity risk
Liquidity risk is the risk that the Company cannot meet a demand for cash or fund its obligations as they
come due. Liquidity risk also includes the risk of not being able to liquidate assets in a timely manner at a
reasonable price. The Company manages liquidity risk through various means, including monitoring actual
and projected cash flows, taking into account the seasonality of its revenue, income and working capital
needs. The Company’s revolving credit facility is used to maintain liquidity. As at March 1, 2020, the
Company had available credit of $100.0 million (March 3, 2019 - $100.0 million) under its revolving credit
facility. Any amount drawn under this credit facility is presented as bank indebtedness in current liabilities
based on the Company’s estimate of what it expects to settle in the next 12 months. As at March 1, 2020,
the Company also had available credit of $75.0 million under trade finance agreements (March 3, 2019 –
$75.0 million), of which $28.5 million of letters of credit were outstanding (March 3, 2019 – $43.1 million).
The following table identifies the undiscounted contractual maturities of the Company’s financial liabilities
as at March 1, 2020:
23 Capital management
ensure sufficient liquidity to enable the internal financing of capital projects thereby facilitating its growth;
provide a strong capital base so as to maintain investor, creditor and market confidence and to sustain
future development of the business; and
maintain a flexible capital structure that optimizes the cost of capital at acceptable risk and preserves the
ability to meet financial obligations.
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Aritzia Inc.
Notes to Consolidated Financial Statements
March 1, 2020 and March 3, 2019
The Company defines capital as its Credit Facilities and shareholders’ equity. The Company’s primary uses of
capital are to finance increases in non-cash working capital along with capital expenditures for new store
additions, existing store expansion and renovation projects, and other infrastructure investments. The Company
currently funds these requirements out of its internally generated cash flows and Credit Facilities.
The Company is subject to financial covenants and collateral pursuant to the Credit Facilities presented in note
11.
24 Subsequent Events
The Company evaluates events or transactions that occur after the reporting period through to the date which
the financial statements are authorized for issue, for potential recognition or disclosure in its consolidated
financial statements in accordance with IAS 10, Events After The Reporting Period.
On March 11, 2020, the World Health Organization declared the outbreak of the COVID-19 coronavirus a
worldwide pandemic, which continues to spread globally. On March 16, in line with recommendations by public
health officials and guidance from local government authorities, the Company temporarily closed all of its retail
boutiques in Canada and the United States. As of May 28, 2020, the Company has reopened 27 boutiques in
Canada and the U.S.
The Company expects the impacts of COVID-19 will have a material and adverse impact on revenue, operating
cashflows and overall profitability in the next fiscal year.
Subsequent to March 1, 2020, to enhance its short-term liquidity, the Company drew down $100.0 million, from
its revolving credit facility.
Subsequent to March 1, 2020, the Company repurchased 38,664 subordinate voting shares for cancellation at
an average price of $13.51 per subordinate voting share, for total cash consideration of $0.5 million, under the
terms of the ASPP. In addition, on March 17, 2020, the Company amended the ASPP under the NCIB such
that the then authorized trading window ended March 17, 2020. On May 26, 2020, the Board of Directors of the
Company approved a resolution for the Company to further amend its ASPP such that no additional trading
windows will be authorized, which will effectively terminate any further purchases under the ASPP.
On March 27, 2020, the United States Congress signed into law the “Coronavirus Aid, Relief, and Economic
Security Act (“CARES Act”), allowing the immediate expensing of qualified leasehold improvement property
purchased after December 31, 2017 and the carry back of net operating losses to prior years. These two
measures will result in the Company recognizing an income taxes receivable of approximately $5.6 million, to
be applied to income taxes payable in future periods, and a decrease to total income tax expense of
approximately $1.5 million in the first quarter of next fiscal year.
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