The following discussion and analysis should be read in conjunction with our
unaudited condensed consolidated financial statements and the notes thereto
contained in this report and the consolidated financial statements, notes to
consolidated financial statements and Management's Discussion and Analysis of
Financial Condition and Results of Operations contained in our Fiscal 2020

Form
10-K.

                                    OVERVIEW

Business Overview

We are a leading branded apparel company that designs, sources, markets and
distributes products bearing the trademarks of our Tommy Bahama, Lilly Pulitzer
and Southern Tide lifestyle brands and other brands. Tommy Bahama and Lilly
Pulitzer, in the aggregate, represent more than 85% of our net sales and 97% of
our net sales were in the United States.

Our business strategy is to develop and market compelling lifestyle brands and
products that evoke a strong emotional response from our target consumers. We
consider lifestyle brands to be those brands that have a clearly defined and
targeted point of view inspired by an appealing lifestyle or attitude.
Furthermore, we believe lifestyle brands that create an emotional connection,
like Tommy Bahama, Lilly Pulitzer and Southern Tide, can command greater loyalty
and higher price points and create licensing opportunities. We believe the
attraction of a lifestyle brand depends on creating compelling product,
effectively communicating the respective lifestyle brand message and
distributing products to consumers where and when they want them. We believe the
principal competitive factors in the apparel industry are the reputation, value,
and image of brand names; design of differentiated, innovative or otherwise
compelling product; consumer preference; price; quality; marketing; product
fulfillment capabilities; and customer service. Our ability to compete
successfully in the apparel industry is directly related to our proficiency in
foreseeing changes and trends in fashion and consumer preference and presenting
appealing products for consumers. Our design-led, commercially informed
lifestyle brand operations strive to provide exciting, differentiated products
each season.

We generate our net sales primarily through our direct to consumer channels of
distribution, which consist of our brand-specific full-price retail stores, our
brand-specific e-commerce websites, our Tommy Bahama food and beverage
operations and our Tommy Bahama outlets. Our remaining net sales are generated
through our wholesale distribution channels. Our wholesale operations consist of
net sales of products bearing our lifestyle brands, which complement our direct
to consumer operations and provide access to a larger group of consumers, and
the net sales of our Lanier Apparel operating group, which we are in the process
of exiting.

For additional information about our business and each of our operating groups,
see Part I, Item 1. Business of our Fiscal 2020 Form 10-K. Important factors
relating to certain risks which could impact our business are described in
Part II, Item 1A. Risk Factors of this report and Part I. Item 1A. Risk Factors
of our Fiscal 2020 Form 10-K.

Industry Overview


We operate in a highly competitive apparel market that continues to evolve
rapidly with the expanding application of technology to fashion retail. No
single apparel firm or small group of apparel firms dominates the apparel
industry, and our direct competitors vary by operating group and distribution
channel. The apparel industry is cyclical and very dependent upon the overall
level and focus of discretionary consumer spending, which changes as consumer
preferences and regional, domestic and international economic conditions change.
Further, negative economic conditions often have a longer and more severe impact
on the apparel industry than on other industries.

The competitive and evolving environment requires that brands and retailers
approach their operations, including marketing and advertising, very differently
than historical practices and may result in increased operating costs and
capital investments to generate growth or even maintain current sales levels.
Many of these changes in the industry were accelerated or exacerbated by the
COVID-19 pandemic. While this competition and evolution present significant

risks,

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especially for traditional retailers who fail or are unable to adapt, we believe
it also presents a tremendous opportunity for brands and retailers to capitalize
on the changing consumer environment.

We believe our lifestyle brands have true competitive advantages in this
retailing paradigm, and we continue to invest in and leverage technology to
serve our consumers when and where they want to be served. We continue to
believe that our lifestyle brands, with their strong emotional connections with
consumers, are well suited to succeed and thrive in the long term while managing
the various challenges facing our industry.

COVID-19 Pandemic



The COVID-19 pandemic has had a significant effect on overall economic
conditions and our operations and was the primary reason for a 33% reduction in
net sales and a significant net loss in Fiscal 2020 after years of profitable
operating results. While our mission remains the enhancement of long-term
shareholder value, our focus during this crisis has been (1) the health and
well-being of our employees, customers and communities, (2) protecting the
reputation, value and image of our brands and (3) preserving liquidity. Actions
taken in Fiscal 2020 to mitigate the impact of the COVID-19 pandemic on our
business, operations and liquidity are discussed in our Fiscal 2020 Form 10-K.

Due to the COVID-19 pandemic, we saw reduced consumer traffic starting in early
March 2020 and temporarily closed all our retail and restaurant locations. We
began reopening our stores and restaurants in the Second Quarter of Fiscal 2020
in a phased approach in accordance with local government guidelines and with
additional safety protocols. Some of our locations continue to experience
reduced traffic, limited operating hours and capacity, seating and other
limitations, with such factors impacting individual locations to varying
degrees. There can be no assurance that additional closures will not occur as a
result of any resurgence of COVID-19 cases and/or additional government mandates
or recommendations. Generally, locations in outdoor centers or in drivable
resort vacation destinations have performed better than locations in indoor
malls during Fiscal 2020 and the First Half of Fiscal 2021. The shift from
in-store shopping to online shopping has accelerated during the COVID-19
pandemic resulting in strong growth in our e-commerce businesses during the
COVID-19 pandemic.

There remains significant uncertainty as to the duration and severity of the
pandemic as well as the associated business disruption, impact on discretionary
spending and restrictions on our ongoing operations. While the First Half of
Fiscal 2021 saw a significant rebound in retail traffic in the strong consumer
macro-economic environment, there can be no assurance that these short-term
trends will continue. Thus, the ultimate impact of the pandemic and the extent
of the recovery from the pandemic cannot be reasonably estimated at this time.

Lanier Apparel Exit


In the Third Quarter of Fiscal 2020, we decided to exit our Lanier Apparel
business, a business which has been primarily focused on moderately priced
tailored clothing and related products. This decision aligns with our stated
business strategy of developing and marketing compelling lifestyle brands. It
also took into consideration the increased challenges faced by the Lanier
Apparel business, many of which were magnified by the COVID-19 pandemic.

In connection with the exit of our Lanier Apparel business, which is expected to
be completed in the Second Half of Fiscal 2021, we recorded pre-tax charges of
$13 million in the Lanier Apparel operating group during the Second Half of
Fiscal 2020, with an additional $1 million of net charges in the First Half of
Fiscal 2021. The Lanier Apparel exit charges are discussed in Note 7 in the
unaudited condensed consolidated financial statements included in this report.

In addition to the charges incurred through the First Half of Fiscal 2021, we
currently expect to incur additional Lanier Apparel exit charges totaling
approximately $1 million, which are expected to consist primarily of additional
employee charges for employees retained during the exit. We expect to liquidate
substantially all of the remaining Lanier Apparel inventory during the Third
Quarter of Fiscal 2021.

Key Operating Results:

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The following table sets forth our consolidated operating results (in thousands,
except per share amounts) for the First Half of Fiscal 2021 compared to the
First Half of Fiscal 2020:


                                                            First Half
                                                   Fiscal 2021      Fiscal 2020
Net sales                                         $     594,434    $     352,331
Operating income (loss)                           $     102,889    $    (93,506)
Net earnings (loss)                               $      79,928    $    (72,871)
Net earnings (loss) per diluted share             $        4.75    $      

(4.40)


Weighted average shares outstanding -- diluted           16,825           16,580




The improved earnings per share in the First Half of Fiscal 2021 are primarily a
result of (1) improved operating results in each of our operating groups as our
operations continue to recover from the unfavorable impact the COVID-19 pandemic
had on Fiscal 2020 and (2) the absence of impairment charges related to goodwill
and intangible assets in the First Half of Fiscal 2021 after recognizing $60
million of impairment charges related to goodwill and intangible assets in the
First Half of Fiscal 2020. These favorable items were partially offset by a
larger operating loss in Corporate and Other.

The earnings per share of $4.75 for the First Half of Fiscal 2021 is higher than
the earnings per share of $3.05 in the First Half of Fiscal 2019. The higher
earnings per share compared to the First Half of Fiscal 2019 are primarily a
result of increased operating income in each of our Tommy Bahama, Lilly Pulitzer
and Southern Tide operating groups partially offset by a larger operating loss
in Corporate and Other. The increased operating income for Tommy Bahama, Lilly
Pulitzer and Southern Tide were primarily a result of improved gross margin and
increased sales in each operating group.

                                  STORE COUNT

The table below provides store count information for our brands as of the dates
specified. The store count includes our permanent locations and excludes any
pop-up or temporary store locations which have an initial lease term of 12
months or less. While all of our stores and restaurants were temporarily closed
beginning in March 2020 due to the COVID-19 pandemic, as of July 31, 2021,
substantially all of our locations have re-opened, albeit with some continuing
to experience reduced traffic, limited operating hours and capacity, seating and
other limitations, with such factors impacting individual locations to varying
degrees.




                                                     July 31,    January 30,    August 1,    February 1,
                                                       2021         2021          2020          2020
Tommy Bahama retail stores                                104            105          107            111
Tommy Bahama retail-restaurant locations                   21             20           19             16
Tommy Bahama outlets                                       35             35           35             35
Total Tommy Bahama locations                              160            160          161            162
Lilly Pulitzer retail stores                               59             59           59             61
Southern Tide retail stores                                 4             

3            2              1
Total Oxford locations                                    223            222          222            224






                             RESULTS OF OPERATIONS

    SECOND QUARTER OF FISCAL 2021 COMPARED TO SECOND QUARTER OF FISCAL 2020

The discussion and tables below compare our statements of operations for the
Second Quarter of Fiscal 2021 to the Second Quarter of Fiscal 2020, except as
otherwise noted. Each dollar and percentage change provided reflects the change
between these fiscal periods unless indicated otherwise. Each dollar and share
amount included in the tables is in thousands except for per share amounts. We
have calculated all percentages based on actual data, and percentage columns in
tables may not add due to rounding. Individual line items of our consolidated
statements of operations, including gross profit, may not be directly comparable
to those of our competitors, as classification of certain expenses may vary

by
company.

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The following table sets forth the specified line items in our unaudited
condensed consolidated statements of operations both in dollars (in thousands)
and as a percentage of net sales as well as the dollar change and the percentage
change as compared to the same period of the prior year:




                                            Second Quarter
                                  Fiscal 2021             Fiscal 2020          $ Change     % Change

Net sales                      $ 328,672    100.0 %    $ 191,988   100.0 %     $ 136,684        71.2 %
Cost of goods sold               119,046     36.2 %       87,251    45.4 %        31,795        36.4 %
Gross profit                   $ 209,626     63.8 %    $ 104,737    54.6 %     $ 104,889       100.1 %
SG&A                             146,367     44.5 %      115,663    60.2 %        30,704        26.5 %
Royalties and other
operating income                   4,737      1.4 %        2,909     1.5 %         1,828        62.8 %
Operating income (loss)        $  67,996     20.7 %    $ (8,017)   (4.2) %     $  76,013          NM %
Interest expense, net                211      0.1 %          676     0.4 %         (465)      (68.8) %
Earnings (loss) before
income taxes                   $  67,785     20.6 %    $ (8,693)   (4.5) %     $  76,478          NM %
Income tax provision
(benefit)                         16,325      5.0 %      (2,606)   (1.4) %        18,931          NM %
Net earnings (loss)            $  51,460     15.7 %    $ (6,087)   (3.2) %     $  57,547          NM %




Net Sales




                                 Second Quarter
                           Fiscal 2021     Fiscal 2020     $ Change     % Change
Tommy Bahama              $     208,833   $      95,254    $ 113,579       119.2 %
Lilly Pulitzer                   87,333          73,860       13,473        18.2 %
Southern Tide                    14,587           8,812        5,775        65.5 %
Lanier Apparel                    8,492           8,450           42         0.5 %
Corporate and Other               9,427           5,612        3,815        68.0 %
Consolidated net sales    $     328,672   $     191,988    $ 136,684        71.2 %




Consolidated net sales increased $137 million, or 71%, in the Second Quarter of
Fiscal 2021, including increases in each operating group, as our operations
continue to recover from the impact of the COVID-19 pandemic, which resulted in
temporary store closures and reduced traffic in Fiscal 2020, and consumers
become increasingly more comfortable returning to physical shopping. The
increase in net sales included increases in (1) full-price retail sales of $84
million, or 248%, (2) wholesale sales of $28 million, or 80%, (3) restaurant
sales of $17 million, or 203%, (4) full-price e-commerce sales of $13 million,
or 14%, and (5) outlet sales of $10 million, or 125%. These increases were
partially offset by a $15 million decrease in e-commerce flash clearance sales
as Lilly Pulitzer did not have an e-commerce flash clearance sale in the Second
Quarter of Fiscal 2021 after having an e-commerce flash clearance sale in the
Second Quarter of Fiscal 2020. The changes in net sales by operating group are
discussed below.

Consolidated net sales increased $27 million, or 9%, in the Second Quarter of
Fiscal 2021 compared to the $302 million of net sales in the Second Quarter of
Fiscal 2019. The higher sales compared to the Second Quarter of Fiscal 2019
include increases in Tommy Bahama, Lilly Pulitzer, Southern Tide and Corporate
and Other partially offset by lower sales in Lanier Apparel. The increase in net
sales included increases in (1) e-commerce sales of $34 million, or 49%, with
increases in each of our brands, (2) restaurant sales of $5 million, or 26%,
resulting from sales at additional Tommy Bahama Marlin Bars and increased sales
in existing Tommy Bahama food and beverage locations that have reopened, (3)
full-price retail sales of $2 million, or 1%, with an increase in Tommy Bahama
and Southern Tide partially offset by a decrease in Lilly Pulitzer, and (4)
outlet sales of $1 million, or 5%. These increases were partially offset by
decreases in (1) Lanier Apparel sales of $12 million, or 59%, and (2) wholesale
sales of our non-Lanier Apparel businesses of $3 million, or 6%, with reductions
in Tommy Bahama, Lilly Pulitzer and Southern Tide, partially offset by increases
in our smaller brands.

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The following table presents the proportion of our consolidated net sales by distribution channel for each period presented:






                    Second Quarter
              Fiscal 2021    Fiscal 2020
Retail                 41 %           22 %
E-commerce             32 %           56 %
Restaurant              8 %            4 %
Wholesale              19 %           18 %
Total                 100 %          100 %




Tommy Bahama:

Tommy Bahama net sales increased $114 million, or 119%, in the Second Quarter of
Fiscal 2021. The increase in net sales in Tommy Bahama included increases in (1)
full-price retail sales of $60 million, or 255%, (2) restaurant sales of $17
million, or 203%, including higher sales at existing locations and sales at our
additional Tommy Bahama Marlin Bar locations, (3) wholesale sales of $17
million, or 186%, (4) outlet sales of $10 million, or 125%, and (5) e-commerce
sales of $9 million, or 20%. The following table presents the proportion of net
sales by distribution channel for Tommy Bahama for each period presented:




                    Second Quarter
              Fiscal 2021    Fiscal 2020
Retail                 48 %           33 %
E-commerce             27 %           48 %
Restaurant             12 %            9 %
Wholesale              13 %           10 %
Total                 100 %          100 %




Lilly Pulitzer:

Lilly Pulitzer net sales increased $13 million, or 18%, in the Second Quarter of
Fiscal 2021. The increase in net sales in Lilly Pulitzer included increases in
(1) retail sales of $23 million, or 230%, (2) wholesale sales of $3 million, or
23%, with higher full-price and lower off-price wholesale sales, and (3)
full-price e-commerce sales of $2 million, or 6%. These increases were partially
offset by a $15 million decrease in e-commerce flash clearance sales as Lilly
Pulitzer did not have an e-commerce flash clearance sale in the Second Quarter
of Fiscal 2021 after having an e-commerce flash clearance sale in the Second
Quarter of Fiscal 2020. The following table presents the proportion of net sales
by distribution channel for Lilly Pulitzer for each period presented:




                    Second Quarter
              Fiscal 2021    Fiscal 2020
Retail                 38 %           14 %
E-commerce             46 %           71 %
Wholesale              16 %           15 %
Total                 100 %          100 %




Southern Tide:

Southern Tide net sales increased $6 million, or 66%, in the Second Quarter of
Fiscal 2021, with increases in each channel of distribution. The increase in net
sales in Southern Tide included increases in (1) wholesale sales of $4 million,
or 96%, (2) retail sales of $1 million resulting from additional Southern Tide
retail stores and (3) e-commerce sales of $1

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million, or 15%. The following table presents the proportion of net sales by distribution channel for Southern Tide for each period presented:






                    Second Quarter
              Fiscal 2021    Fiscal 2020
Retail                  9 %            5 %
E-commerce             30 %           43 %
Wholesale              61 %           52 %
Total                 100 %          100 %




Lanier Apparel:

Lanier Apparel net sales were comparable with the Second Quarter of Fiscal 2020
as we exit the Lanier Apparel business in Fiscal 2021. We expect to liquidate
substantially all of the remaining Lanier Apparel inventory during the Third
Quarter of Fiscal 2021.



Corporate and Other:

Corporate and Other net sales increased $4 million, or 68%, in the Second Quarter of Fiscal 2021 including increased sales in each of our smaller brands included in Corporate and Other.

Gross Profit



The tables below present gross profit by operating group and in total for the
Second Quarter of Fiscal 2021 and the Second Quarter of Fiscal 2020, as well as
the change between those two periods and gross margin by operating group and in
total. Gross margin is calculated as gross profit divided by net sales.




                                                Second Quarter
                                         Fiscal 2021      Fiscal 2020     $ Change     % Change
Tommy Bahama                            $     133,375    $      53,586    $  79,789       148.9 %
Lilly Pulitzer                                 61,865           44,053       17,812        40.4 %
Southern Tide                                   8,220            2,975        5,245       176.3 %
Lanier Apparel                                  5,766            1,548        4,218       272.5 %
Corporate and Other                               400            2,575      (2,175)          NM %
Consolidated gross profit               $     209,626    $     104,737    $ 104,889       100.1 %
Notable items included in amounts
above:
LIFO adjustments in Corporate and
Other                                   $       4,354    $       (388)
Lanier Apparel exit charges in cost
of goods sold                           $     (2,600)    $           -






                                   Second Quarter
                             Fiscal 2021    Fiscal 2020
Tommy Bahama                        63.9 %         56.3 %
Lilly Pulitzer                      70.8 %         59.6 %
Southern Tide                       56.4 %         33.8 %
Lanier Apparel                      67.9 %         18.3 %
Corporate and Other                   NM %           NM %
Consolidated gross margin           63.8 %         54.6 %




The increase in consolidated gross profit in the Second Quarter of Fiscal 2021
was primarily due to the higher net sales as well as higher gross margin, with
gross margin improvement in each operating group. The higher consolidated gross
margin was primarily due to (1) more full-price selling and less inventory
markdowns, discounts, allowances and

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promotions in the Second Quarter of Fiscal 2021, (2) improved initial product
margins, and (3) a change in sales mix as Lilly Pulitzer e-commerce flash
clearance sales and Lanier Apparel sales represented a smaller proportion of net
sales. These items that favorably impacted gross margin were partially offset by
a $5 million impact of LIFO accounting and increased freight rates associated
with shipping our products from our vendors and shipping our products to our
stores and e-commerce customers. During the Second Quarter of Fiscal 2021, we
reduced inventory markdowns by $4 million, due, in part, to the sale of
previously marked down inventory during the quarter and a $3 million reduction
to Lanier Apparel inventory markdown reserves, which was offset by a $4 million
LIFO accounting charge in Corporate and Other. In the Second Quarter of Fiscal
2020, we recognized $3 million of inventory markdowns and a minimal impact of
LIFO accounting.

The consolidated gross margin in the Second Quarter of Fiscal 2021 also exceeded
the consolidated gross margin in the Second Quarter of Fiscal 2019 of 59.5%. The
improved consolidated gross margin in the Second Quarter of Fiscal 2021 compared
to the Second Quarter of Fiscal 2019 was primarily due to (1) more full-price
selling and less inventory markdowns, discounts, allowances and promotions in
the Second Quarter of Fiscal 2021, (2) improved initial product margins and (3)
a change in sales mix as direct to consumer sales represented a larger
proportion of net sales in the Second Quarter of Fiscal 2021, while wholesale
sales in our brands as well as Lanier Apparel sales represented a smaller
proportion of net sales. The lower inventory markdowns in the Second Quarter of
Fiscal 2021 included a $3 million reduction to Lanier Apparel inventory markdown
reserves during the period. These items that favorably impacted gross margin
were partially offset by an unfavorable impact of LIFO accounting, with the
Second Quarter of Fiscal 2021 including a $4 million LIFO accounting charge
compared to a $1 million LIFO accounting charge in the Second Quarter of Fiscal
2019 and increased freight rates.

Tommy Bahama:



The improved gross margin for Tommy Bahama was primarily due to (1) more
full-price selling and less inventory markdowns, discounts and promotions, with
the amounts in the prior period having a more significant gross margin impact on
the much lower net sales in that period, and (2) improved initial product margin
reflecting a combination of increased sales prices and reductions in product
costs. These items that favorably impacted gross margin were partially offset by
increased freight rates.

Lilly Pulitzer:

The improved gross margin for Lilly Pulitzer was primarily due to (1) more
full-price selling and less inventory markdowns, discounts and promotions, (2)
improved initial product margin reflecting a combination of increased sales
prices and reductions in product costs, and (3) a change in sales mix as
full-price direct to consumer sales represented a larger proportion of sales in
the Second Quarter of Fiscal 2021 as there were no e-commerce flash clearance
sales in the Second Quarter of Fiscal 2021. These items that favorably impacted
gross margin were partially offset by increased freight rates.

Southern Tide:



The improved gross margin for Southern Tide was primarily due to (1) more
full-price selling and less inventory markdowns, with the higher amounts in the
prior period having a more significant gross margin impact on the much lower net
sales in that period, and (2) less off-price wholesale sales in the Second
Quarter of Fiscal 2021. These items that favorably impacted gross margin were
partially offset by increased freight rates.

Lanier Apparel:



The improved gross margin for Lanier Apparel in the Second Quarter of Fiscal
2021 was primarily due to a $3 million reduction in inventory markdowns in the
Second Quarter of Fiscal 2021 as we have disposed of and anticipate disposing of
the remaining Lanier Apparel inventory at higher gross margins than previously
estimated.

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Corporate and Other:

The gross profit in Corporate and Other primarily reflects the gross profit of
TBBC, Duck Head and the Lyons, Georgia distribution center as well as the impact
of LIFO accounting adjustments. The primary driver for the lower gross profit
was the $5 million net unfavorable impact of LIFO accounting with a $4 million
LIFO accounting charge in the Second Quarter of Fiscal 2021 and a $0 million
LIFO accounting credit in the Second Quarter of Fiscal 2020. The unfavorable
impact of LIFO accounting was partially offset by higher net sales in Corporate
and Other. The LIFO accounting impact in Corporate and Other in each period
primarily reflects (1) a charge in Corporate and Other when inventory that had
been marked down to the estimated net realizable value in an operating group in
a prior period was ultimately sold or (2) a credit in Corporate and Other when
inventory had been marked down to the estimated net realizable value in an
operating group in the current period but had not been sold as of period end.

SG&A




                                                 Second Quarter
                                          Fiscal 2021      Fiscal 2020      $ Change     % Change
SG&A                                     $     146,367    $     115,663    $   30,704        26.5 %
SG&A (as a % of net sales)                        44.5 %           60.2 %
Notable items included in amounts
above:
Amortization of Lilly Pulitzer
Signature Store intangible assets        $           -    $          68
Amortization of Southern Tide
intangible assets                        $          72    $          72
Lanier Apparel exit charges in SG&A      $       2,414    $           -




The higher SG&A in the Second Quarter of Fiscal 2021 included (1) increased
employment costs of $25 million, including increased incentive compensation
totaling $7 million and $1 million of Lanier Apparel exit charges consisting of
stay bonus and severance amounts, (2) a $5 million increase in variable expenses
associated with higher sales, including credit card transaction fees, supplies
and other expenses, (3) a $4 million increase in advertising expense, (4) a $2
million increase in occupancy expense, primarily resulting from increased costs
for utilities, maintenance and related expenses as direct to consumer locations
were open for the full quarter in Fiscal 2021, and (5) $2 million of contract
termination charges associated with the Lanier Apparel exit. These increases
were partially offset by (1) a $4 million decrease in estimated provisions for
credit losses and other charges related to bankruptcies and credit exposure with
respect to multiple customers and (2) a $2 million decrease in depreciation
expense, as the prior year included certain leasehold improvement and other
fixed asset impairment charges.

SG&A for the Second Quarter of Fiscal 2021 increased by $3 million from the $143
million of SG&A in the Second Quarter of Fiscal 2019. The higher SG&A was
primarily due to (1) a $6 million increase in incentive compensation, (2) a $3
million increase in advertising expense, with much of that increase related to
digital marketing, (3) a $3 million increase in variable expense related to
higher sales, including credit card transaction fees, supplies and other
expenses, and (4) $2 million of contract termination charges associated with the
Lanier Apparel exit. These increases were partially offset by (1) an $8 million
decrease in employment costs, excluding incentive compensation, resulting from
employee headcount reduction and other initiatives implemented in Fiscal 2020 in
response to the COVID-19 pandemic, and (2) a $2 million reduction in occupancy
costs primarily related to the operation of fewer retail store locations and the
favorable impact of certain concessions with landlords that are amortized over
the remaining lease term.

Royalties and other operating income






                                                Second Quarter
                                         Fiscal 2021      Fiscal 2020      $ Change     % Change

Royalties and other operating income    $       4,737    $       2,909    $

   1,828        62.8 %




Royalties and other operating income primarily reflects income received from
third parties from the licensing of our brands. The increased royalties and
other income in the Second Quarter of Fiscal 2021 was primarily due to increased
royalty income in Tommy Bahama.

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Operating income (loss)




                                               Second Quarter
                                        Fiscal 2021      Fiscal 2020     $ Change     % Change
Tommy Bahama                           $      47,324    $    (12,712)    $  60,036          NM %
Lilly Pulitzer                                25,783           16,264        9,519        58.5 %
Southern Tide                                  2,950            (979)        3,929          NM %
Lanier Apparel                                   850          (6,134)        6,984          NM %
Corporate and Other                          (8,911)          (4,456)      (4,455)          NM %
Consolidated Operating Income
(Loss)                                 $      67,996    $     (8,017)    $  76,013          NM %
Notable items included in amounts
above:
LIFO adjustments in Corporate and
Other                                  $       4,354    $       (388)
Lanier Apparel exit charges in cost
of goods sold                          $     (2,600)    $           -
Amortization of Lilly Pulitzer
Signature Store intangible assets      $           -    $          68
Amortization of Southern Tide
intangible assets                      $          72    $          72
Lanier Apparel exit charges in SG&A    $       2,414    $           -




The improved operating results in the Second Quarter of Fiscal 2021 were due to
the improved operating results in each of our operating groups. These improved
results of our operating groups were partially offset by the higher operating
loss in Corporate and Other. Changes in operating income (loss) by operating
group are discussed below.

Operating income in the Second Quarter of Fiscal 2021 of $68 million was $28
million higher than the $40 million of operating income in the Second Quarter of
Fiscal 2019 primarily due to higher gross margin and higher net sales. Operating
income increased in each operating group partially offset by a higher operating
loss in Corporate and Other.

Tommy Bahama:




                                            Second Quarter
                                     Fiscal 2021      Fiscal 2020     $ Change     % Change
Net sales                           $     208,833    $      95,254    $ 113,579       119.2 %
Gross profit                        $     133,375    $      53,586    $  79,789       148.9 %
Gross margin                                 63.9 %           56.3 %
Operating income (loss)             $      47,324    $    (12,712)    $  60,036          NM %
Operating income (loss) as % of
net sales                                    22.7 %         (13.3) %




The improved operating results for Tommy Bahama in the Second Quarter of Fiscal
2021 were due to higher sales, improved gross margin and increased royalty
income partially offset by increased SG&A. The increased SG&A was primarily due
to (1) $16 million of increased employment costs, including $3 million of
increased incentive compensation, (2) $4 million of increased variable expenses
related to higher sales, including credit card transaction fees, supplies and
other expenses, (3) $2 million of higher occupancy costs, primarily resulting
from increased costs for utilities, maintenance and related expenses as direct
to consumer locations were open for the full quarter in Fiscal 2021, (4) $1
million of increased advertising expense, including higher spend on digital
advertising partially offset by lower spend on printed catalog advertising.
These increases were partially offset by a $2 million decrease in depreciation
expense as the prior year included certain leasehold improvement and other

fixed
asset impairment charges.

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  Table of Contents

Lilly Pulitzer:




                                              Second Quarter
                                       Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                             $      87,333    $      73,860    $   13,473        18.2 %
Gross profit                          $      61,865    $      44,053    $   17,812        40.4 %
Gross margin                                   70.8 %           59.6 %
Operating income                      $      25,783    $      16,264    $    9,519        58.5 %
Operating income as % of net sales             29.5 %           22.0 %
Notable items included in amounts
above:
Amortization of Lilly Pulitzer
Signature Store intangible assets     $           -    $          68





The increased operating income for Lilly Pulitzer in the Second Quarter of
Fiscal 2021 was primarily due to improved gross margin and higher sales
partially offset by increased SG&A. The increased SG&A was primarily due to (1)
$4 million of increased employment costs, including $1 million of increased
incentive compensation, (2) $3 million of higher advertising expense, and (3)
increases in variable and other expense items.

Southern Tide:




                                            Second Quarter
                                     Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                           $      14,587    $       8,812    $    5,775        65.5 %
Gross profit                        $       8,220    $       2,975    $    5,245       176.3 %
Gross margin                                 56.4 %           33.8 %
Operating income (loss)             $       2,950    $       (979)    $    3,929          NM %
Operating income (loss) as % of
net sales                                    20.2 %         (11.1) %
Notable items included in
amounts above:
Amortization of Southern Tide
intangible assets                   $          72    $          72




The improved operating results for Southern Tide in the Second Quarter of Fiscal
2021 were primarily due to higher sales and higher gross margin, partially
offset by higher SG&A. The higher SG&A includes higher SG&A associated with the
Southern Tide retail store operations, advertising, incentive compensation

and
variable expenses.

Lanier Apparel:




                                            Second Quarter
                                     Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                           $       8,492    $       8,450    $       42         0.5 %
Gross profit                        $       5,766    $       1,548    $    4,218       272.5 %
Gross margin                                 67.9 %           18.3 %
Operating income (loss)             $         850    $     (6,134)    $    6,984          NM %
Operating income (loss) as % of
net sales                                    10.0 %         (72.6) %
Notable items included in
amounts above:
Lanier Apparel exit charges in
cost of goods sold                  $     (2,600)    $           -
Lanier Apparel exit charges in
SG&A                                $       2,414    $           -




In the Third Quarter of Fiscal 2020, we decided to exit our Lanier Apparel
business. The exit of the Lanier Apparel business is expected to be completed
during the Second Half of Fiscal 2021, with substantially all remaining
inventory sold during the Third Quarter of Fiscal 2021. The improved operating
results for Lanier Apparel in the Second Quarter of Fiscal 2021 were primarily
due to improved gross margin, as discussed above, and lower SG&A. The lower SG&A
was primarily due to the Second Quarter of Fiscal 2020 including $3 million of
estimated provisions for credit losses and other charges related to bankruptcies
and credit exposure with respect to multiple Lanier Apparel customers as well as
reductions in substantially all SG&A expense categories during the wind down
phase of the business. These reductions

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in costs were partially offset by $2 million of Lanier Apparel exit charges
included in SG&A which primarily consists of $2 million of charges associated
with the termination of a Lanier Apparel license agreement and $1 million of
employee charges, including severance and employee retention costs. The Lanier
Apparel exit charges are discussed in Note 7 in the unaudited condensed
consolidated financial statements included in this report.

Corporate and Other:




                                            Second Quarter
                                     Fiscal 2021      Fiscal 2020     $ Change     % Change
Net sales                           $       9,427    $       5,612    $   3,815        68.0 %
Gross profit                        $         400    $       2,575    $ (2,175)          NM %
Operating loss                      $     (8,911)    $     (4,456)    $ (4,455)          NM %
Notable items included in
amounts above:
LIFO adjustments in Corporate
and Other                           $       4,354    $       (388)




The lower operating results for Corporate and Other were primarily due to the $5
million unfavorable impact of LIFO accounting resulting from a $4 million charge
in the Second Quarter of Fiscal 2021 and a $0 million credit in the Second
Quarter of Fiscal 2020. Additionally, Corporate and Other SG&A increased
primarily due to (1) increased incentive compensation expense of $2 million and
(2) increased SG&A associated with our smaller businesses included in Corporate
and Other. These items were partially offset by increased net sales in each of
the businesses included in Corporate and Other.

Interest expense, net




                                 Second Quarter
                          Fiscal 2021       Fiscal 2020      $ Change     % Change

Interest expense, net    $         211     $         676    $    (465)
(68.8) %




The decreased interest expense in the Second Quarter of Fiscal 2021 was
primarily due to the lack of debt outstanding in the Second Quarter of Fiscal
2021, while in the Second Quarter of Fiscal 2020, we had debt outstanding in
order to maintain a certain level of cash on our balance sheet during the
earlier stages of the COVID-19 pandemic. The interest expense in the Second
Quarter of Fiscal 2021 primarily consists of unused line fees and amortization
of deferred financing fees associated with our $325 million Fourth Amended and
Restated Credit Agreement (as amended, the "U.S. Revolving Credit Agreement")
partially offset by interest income earned on our cash amounts.

Income tax provision (benefit)






                                          Second Quarter
                                   Fiscal 2021      Fiscal 2020     $ Change     % Change
Income tax provision (benefit)    $      16,325    $     (2,606)    $  18,931          NM %
Effective tax rate                         24.1 %           30.0 %




The income tax expense in the Second Quarter of Fiscal 2021 included the benefit
of the impact of restricted stock awards vesting at a price higher than the
grant date value and the utilization of certain net operating loss carryforward
amounts in certain state and foreign jurisdictions.

The income tax benefit in the Second Quarter of Fiscal 2020 included the benefit
of the operating losses that will be realized at a rate of 35% pursuant to the
CARES Act provision allowing the carryback of the Fiscal 2020 loss amounts to
pre-U.S. Tax Reform years, offset by the impact of changes in estimated book to
tax timing differences and certain discrete non-deductible items.

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Net earnings




                                                          Second Quarter
                                                   Fiscal 2021      Fiscal 2020
Net sales                                         $     328,672    $     191,988
Operating income (loss)                           $      67,996    $     (8,017)
Net earnings (loss)                               $      51,460    $     (6,087)
Net earnings (loss) per diluted share             $        3.05    $      

(0.37)


Weighted average shares outstanding -- diluted           16,859           16,547




The improved earnings per share in the Second Quarter of Fiscal 2021 are
primarily a result of improved operating results in each of our operating groups
as our operations continued to recover from the unfavorable impact the COVID-19
pandemic had on Fiscal 2020. These favorable items were partially offset by a
larger operating loss in Corporate and Other.

The earnings per share of $3.05 for the Second Quarter of Fiscal 2021 is higher
than the earnings per share of $1.76 in the Second Quarter of Fiscal 2019. The
higher earnings per share compared to the Second Quarter of Fiscal 2019 are
primarily a result of increased operating income in each of our Tommy Bahama,
Lilly Pulitzer and Southern Tide operating groups partially offset by a higher
operating loss in Corporate and Other. The increased operating income for Tommy
Bahama, Lilly Pulitzer and Southern Tide were primarily a result of improved
gross margin and increased sales in each operating group, while the higher
operating loss in Corporate and Other was primarily due to the unfavorable
impact of LIFO accounting.

FIRST HALF OF FISCAL 2021 COMPARED TO FIRST HALF OF FISCAL 2020



The discussion and tables below compare our statements of operations for the
First Half of Fiscal 2021 to the First Half of Fiscal 2020, except as otherwise
noted. Each dollar and percentage change provided reflects the change between
these fiscal periods unless indicated otherwise. Each dollar and share amount
included in the tables is in thousands except for per share amounts. We have
calculated all percentages based on actual data, and percentage columns in
tables may not add due to rounding. Individual line items of our consolidated
statements of operations, including gross profit, may not be directly comparable
to those of our competitors, as classification of certain expenses may vary by
company.

The following table sets forth the specified line items in our unaudited
condensed consolidated statements of operations both in dollars (in thousands)
and as a percentage of net sales as well as the dollar change and the percentage
change as compared to the same period of the prior year:




                                               First Half
                                  Fiscal 2021             Fiscal 2020             $ Change     % Change
Net sales                      $ 594,434   100.0 %    $  352,331     100.0 %     $  242,103        68.7 %

Cost of goods sold               218,223    36.7 %       153,520      43.6

%         64,703        42.1 %
Gross profit                   $ 376,211    63.3 %    $  198,811      56.4 %     $  177,400        89.2 %
SG&A                             283,492    47.7 %       238,664      67.7 %         44,828        18.8 %
Impairment of goodwill and
intangible assets                      -       - %        60,452      17.2 %       (60,452)     (100.0) %
Royalties and other
operating income                  10,170     1.7 %         6,799       1.9 %          3,371        49.6 %

Operating income (loss)        $ 102,889    17.3 %    $ (93,506)    (26.5) %     $  196,395          NM %
Interest expense, net                463     0.1 %         1,334       0.4 %          (871)      (65.3) %
Earnings (loss) before
income taxes                   $ 102,426    17.2 %    $ (94,840)    (26.9) %     $  197,266          NM %
Income tax provision
(benefit)                         22,498     3.8 %      (21,969)     (6.2) %         44,467          NM %
Net earnings (loss)            $  79,928    13.4 %    $ (72,871)    (20.7) %     $  152,799          NM %




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Net Sales




                                   First Half
                           Fiscal 2021     Fiscal 2020     $ Change    % Change
Tommy Bahama              $     365,531   $     182,238    $ 183,293      100.6 %
Lilly Pulitzer                  160,909         123,009       37,900       30.8 %
Southern Tide                    30,053          17,113       12,940       75.6 %
Lanier Apparel                   20,511          19,175        1,336        7.0 %
Corporate and Other              17,430          10,796        6,634       61.4 %
Consolidated net sales    $     594,434   $     352,331    $ 242,103       68.7 %




Consolidated net sales increased $242 million, or 69%, in the First Half of
Fiscal 2021, including increases in each channel of distribution and each
operating group, as our operations continue to recover from the impact of the
COVID-19 pandemic which resulted in temporary store closures and reduced traffic
in Fiscal 2020, and consumers become increasingly more comfortable returning to
physical shopping. The increase in net sales included increases in (1)
full-price retail sales of $124 million, or 168%, (2) wholesale sales of $53
million, or 63%, (3) full-price e-commerce sales of $33 million, or 23%, (4)
restaurant sales of $31 million, or 152%, and (5) outlet sales of $16 million,
or 118%. These increases were partially offset by a $15 million decrease in
e-commerce flash clearance sales as Lilly Pulitzer did not have an e-commerce
flash clearance sale in the First Half of Fiscal 2021 after having an e-commerce
flash clearance sale in the First Half of Fiscal 2020. The changes in net sales
by operating group are discussed below.

While we had substantial net sales growth in the First Half of Fiscal 2021
compared to the First Half of Fiscal 2020, net sales were $10 million, or 2%,
higher than the $584 million of net sales in the First Half of Fiscal 2019. The
higher net sales compared to the First Half of Fiscal 2019 include increases in
Tommy Bahama, Lilly Pulitzer, Southern Tide and Corporate and Other partially
offset by lower sales in Lanier Apparel. The higher net sales included increases
in (1) full-price e-commerce sales of $61 million, or 51%, with increases in
each of our brands, and (2) restaurant sales of $7 million, or 16%, resulting
from the sales at additional Tommy Bahama Marlin Bars and increased sales in
existing Tommy Bahama food and beverage locations that have reopened. These
increases were partially offset by decreases in (1) Lanier Apparel sales of $26
million, or 56%, (2) sales of our non-Lanier Apparel wholesale businesses of $17
million, or 13%, with reductions in Tommy Bahama, Lilly Pulitzer and Southern
Tide, partially offset by increases in our smaller brands, (3) full-price retail
sales of $13 million, or 6%, with reductions in both Tommy Bahama and Lilly
Pulitzer resulting from lower sales in existing locations as well as fewer
locations, partially offset by an increase in Southern Tide, and (4) outlet
sales of $1 million, or 4%.

The following table presents the proportion of our consolidated net sales by distribution channel for each period presented:






                      First Half
              Fiscal 2021    Fiscal 2020
Retail                 38 %           25 %
E-commerce             30 %           45 %
Restaurant              9 %            6 %
Wholesale              23 %           24 %
Total                 100 %          100 %




Tommy Bahama:

Tommy Bahama net sales increased $183 million, or 101%, in the First Half of
Fiscal 2021. The increase in net sales in Tommy Bahama included increases in (1)
full-price retail sales of $85 million, or 165%, (2) wholesale sales of $31
million, or 116%, with increases in both full-price and off-price sales, (3)
restaurant sales of $31 million, or 152%, including higher sales at existing
locations and sales at our additional Tommy Bahama Marlin Bar locations,
partially offset by lower sales at the Tommy Bahama New York restaurant which
has not yet reopened, (4) e-commerce sales of

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$20 million, or 29%, and (5) outlet store sales of $16 million, or 118%. The
following table presents the proportion of net sales by distribution channel for
Tommy Bahama for each period presented:




                      First Half
              Fiscal 2021    Fiscal 2020
Retail                 45 %           35 %
E-commerce             25 %           39 %
Restaurant             14 %           11 %
Wholesale              16 %           15 %
Total                 100 %          100 %




Lilly Pulitzer:

Lilly Pulitzer net sales increased $38 million, or 31%, in the First Half of
Fiscal 2021. The increase in net sales in Lilly Pulitzer included increases in
(1) retail sales of $37 million, or 169%, (2) full-price e-commerce sales of $9
million, or 14%, and (3) wholesale sales of $7 million, or 27%, with increases
in both full-price and off-price wholesale sales. These increases were partially
offset by a $15 million decrease in e-commerce flash clearance sales as Lilly
Pulitzer did not have an e-commerce flash clearance sale in the First Half of
Fiscal 2021 after having an e-commerce flash clearance sale in the First Half of
Fiscal 2020. The following table presents the proportion of net sales by
distribution channel for Lilly Pulitzer for each period presented:




                      First Half
              Fiscal 2021    Fiscal 2020
Retail                 37 %           18 %
E-commerce             44 %           62 %
Wholesale              19 %           20 %
Total                 100 %          100 %




Southern Tide:

Southern Tide net sales increased $13 million, or 76%, in the First Half of
Fiscal 2021. The increase in net sales in Southern Tide included increases in
(1) wholesale sales of $10 million, or 87%, (2) e-commerce sales of $2 million,
or 32%, and (3) retail sales of $2 million, primarily due to the sales at
additional Southern Tide retail stores. The following table presents the
proportion of net sales by distribution channel for Southern Tide for each
period presented:




                      First Half
              Fiscal 2021    Fiscal 2020
Retail                  6 %            3 %
E-commerce             25 %           32 %
Wholesale              69 %           65 %
Total                 100 %          100 %




Lanier Apparel:

Lanier Apparel net sales increased $1 million, or 7%, in the First Half of
Fiscal 2021 as we exit the Lanier Apparel business in Fiscal 2021. We expect to
liquidate substantially all of the remaining Lanier Apparel inventory during the
Third Quarter of Fiscal 2021.

Corporate and Other:



Corporate and Other net sales increased $7 million, or 61%, in the First Half of
Fiscal 2021 including increased sales in each of our smaller brands included in
Corporate and Other.



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  Table of Contents

Gross Profit

The tables below present gross profit by operating group and in total for the First Half of Fiscal 2021 and the First Half of Fiscal 2020, as well as the change between those two periods and gross margin by operating group and in total. Gross margin is calculated as gross profit divided by net sales.






                                                  First Half
                                         Fiscal 2021      Fiscal 2020     $ Change     % Change
Tommy Bahama                            $     234,908    $     105,267    $ 129,641       123.2 %
Lilly Pulitzer                                113,050           75,752       37,298        49.2 %
Southern Tide                                  16,458            4,514       11,944       264.6 %
Lanier Apparel                                 10,060            4,395        5,665       128.9 %
Corporate and Other                             1,735            8,883      (7,148)          NM %
Consolidated gross profit               $     376,211    $     198,811    $ 177,400        89.2 %
Notable items included in amounts
above:
LIFO adjustments in Corporate and
Other                                   $       7,419    $     (3,642)
Lanier Apparel exit charges in cost
of goods sold                           $     (2,142)    $           -





                                     First Half
                             Fiscal 2021    Fiscal 2020
Tommy Bahama                        64.3 %         57.8 %
Lilly Pulitzer                      70.3 %         61.6 %
Southern Tide                       54.8 %         26.4 %
Lanier Apparel                      49.0 %         22.9 %
Corporate and Other                   NM %           NM %
Consolidated gross margin           63.3 %         56.4 %




The increase in consolidated gross profit in the First Half of Fiscal 2021 was
primarily due to the higher net sales as well as higher gross margin, with gross
margin improvement in each operating group. The higher consolidated gross margin
was primarily due to (1) more full-price selling and less inventory markdowns,
discounts, allowances and promotions in the First Half of Fiscal 2021, (2)
improved initial product margins and (3) a change in sales mix as Lilly Pulitzer
e-commerce flash clearance sales and Lanier Apparel sales represented a smaller
proportion of net sales. These items that favorably impacted gross margin were
partially offset by an $11 million unfavorable impact of LIFO accounting and
increased freight rates associated with shipping our products from our vendors
and shipping our products to our stores and e-commerce customers. During the
First Half of Fiscal 2021, we reduced inventory markdowns by $6 million, due, in
part, to the sale of previously marked down inventory and a $3 million reduction
to Lanier Apparel inventory markdown reserves, which was offset by a $7 million
LIFO accounting charge in Corporate and Other. In the First Half of Fiscal 2020,
we recognized $7 million of inventory markdowns and a $4 million LIFO accounting
credit.

The consolidated gross margin in the First Half of Fiscal 2021 also exceeded the
consolidated gross margin in the First Half of Fiscal 2019 of 59.2%. The
improved consolidated gross margin in the First Half of Fiscal 2021 compared to
the First Half of Fiscal 2019 was primarily due to (1) more full-price selling
and less inventory markdowns, discounts, allowances and promotions in the First
Half of Fiscal 2021, (2) improved initial product margins and (3) a change in
sales mix as direct to consumer sales represented a larger proportion of net
sales in the First Half of Fiscal 2021, while wholesale sales in our brands and
Lanier Apparel represented a smaller proportion of net sales. These items that
favorably impacted gross margin were partially offset by an unfavorable impact
of LIFO accounting, with the First Half of Fiscal 2021 including a $7 million
LIFO accounting charge compared to a $1 million LIFO accounting charge in the
First Half of Fiscal 2019 and increased freight rates.

Tommy Bahama:



The improved gross margin for Tommy Bahama was primarily due to (1) more
full-price selling and less inventory markdowns, discounts and promotions, with
the amounts in the prior period having a more significant gross margin impact on
the much lower net sales in that period, and (2) improved initial product margin
reflecting a combination of

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increased sales prices and reductions in product costs. These items that favorably impacted gross margin were partially offset by increased freight rates.

Lilly Pulitzer:


The improved gross margin for Lilly Pulitzer was primarily due to (1) more
full-price selling and less inventory markdowns, discounts and promotions, (2)
improved initial product margin reflecting a combination of increased sales
prices and reductions in product costs, and (3) a change in sales mix as
full-price direct to consumer sales represented a larger proportion of sales in
the First Half of Fiscal 2021 as there were no e-commerce flash clearance sales
in the First Half of Fiscal 2021. These items that favorably impacted gross
margin were partially offset by increased freight rates.

Southern Tide:



The improved gross margin for Southern Tide was primarily due to (1) more
full-price selling and less inventory markdowns, with the higher amounts in the
prior period having a more significant gross margin impact on the much lower net
sales in that period, and (2) less off-price wholesale sales in the First Half
of Fiscal 2021. These items that favorably impacted gross margin were partially
offset by increased freight rates.

Lanier Apparel:



The improved gross margin for Lanier Apparel in the First Half of Fiscal 2021
was primarily due to a $3 million reduction in inventory markdowns in the First
Half of Fiscal 2021 as we have disposed of and anticipate disposing of the
remaining Lanier Apparel inventory at higher gross margins than previously
estimated.

Corporate and Other:


The gross profit in Corporate and Other primarily reflects the gross profit of
TBBC, Duck Head and the Lyons, Georgia distribution center as well as the impact
of LIFO accounting adjustments. The primary driver for the lower gross profit
was the $11 million net unfavorable impact of LIFO accounting with a $7 million
LIFO accounting charge in the First Half of Fiscal 2021 and a $4 million LIFO
accounting credit in the First Half of Fiscal 2020. The unfavorable impact of
LIFO accounting was partially offset by higher net sales. The LIFO accounting
impact in Corporate and Other in each period primarily reflects (1) a charge in
Corporate and Other when inventory that had been marked down to the estimated
net realizable value in an operating group in a prior period was ultimately sold
or (2) a credit in Corporate and Other when inventory had been marked down to
the estimated net realizable value in an operating group in the current period
but had not been sold as of period end.

SG&A




                                                   First Half
                                          Fiscal 2021      Fiscal 2020      $ Change     % Change
SG&A                                     $     283,492    $     238,664    $   44,828        18.8 %
SG&A (as a % of net sales)                        47.7 %           67.7 %
Notable items included in amounts
above:
Amortization of Lilly Pulitzer
Signature Store intangible assets        $           -    $         136
Amortization of Southern Tide
intangible assets                        $         144    $         144
Lanier Apparel exit charges in SG&A      $       3,229    $           -




The higher SG&A in the First Half of Fiscal 2021 was primarily due to the impact
of the COVID-19 pandemic on our operations in the First Half of Fiscal 2020. The
higher SG&A included (1) increased employment costs of $36 million, including
increased incentive compensation totaling $16 million and $2 million of Lanier
Apparel exit charges primarily consisting of stay bonus and severance amounts,
(2) a $9 million increase in variable expenses related to higher sales,
including credit card transaction fees, supplies, and other expenses, (3) a $4
million increase in advertising expense, (4) a $3 million increase in occupancy
expense, primarily resulting from increased costs for utilities,

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maintenance and related expenses as direct to consumer locations were open for
the full period in Fiscal 2021 and (5) $2 million of contract termination
charges associated with the Lanier Apparel exit. These increases were partially
offset by (1) a $6 million decrease in estimated provisions for credit losses
and other charges related to bankruptcies and credit exposure with respect to
multiple customers, and (2) a $3 million decrease in depreciation expense, as
the prior year included certain leasehold improvement and other fixed asset
impairment charges.

SG&A for the First Half of Fiscal 2021 was comparable to the $283 million of
SG&A in the First Half of Fiscal 2019. The comparable SG&A includes (1) a $10
million decrease in employment cost, excluding incentive compensation, resulting
from employee headcount reduction and other initiatives implemented in Fiscal
2020 in response to the COVID-19 pandemic, (2) a $4 million reduction in
occupancy expenses due to fewer stores and the favorable impact of certain
concessions with landlords that are amortized over the remaining lease term, and
(3) a $3 million reduction in travel expense. These decreases were partially
offset by (1) a $12 million increase in incentive compensation, (2) a $4 million
increase in variable expenses, including credit card transaction fees, supplies
and other expenses, (3) a $2 million increase in advertising expense, and (4) $2
million of contract termination charges associated with the Lanier Apparel exit.

Impairment of goodwill and intangible assets





There were no impairment charges for goodwill or intangible assets in the First
Half of Fiscal 2021. However, in the First Half of Fiscal 2020, impairment
charges for goodwill and intangible assets totaling $60 million were recognized
in Southern Tide. In addition, in the First Half of Fiscal 2020, a small
impairment charge was recognized in Lanier Apparel related to a trademark
acquired in a prior year that was not deemed recoverable. Refer to Note 4 in the
notes to the consolidated financial statements in our Fiscal 2020 Form 10-K for
additional information about the impairment charges.

Royalties and other operating income






                                                  First Half
                                         Fiscal 2021      Fiscal 2020      $ Change     % Change

Royalties and other operating income    $      10,170    $       6,799    $

   3,371        49.6 %




Royalties and other operating income primarily reflects income received from
third parties from the licensing of our brands. The increased royalties and
other income in the First Half of Fiscal 2021 was primarily due to increased
royalty income in Tommy Bahama partially offset by decreased royalty income

in
Lilly Pulitzer.

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Operating income (loss)




                                                 First Half
                                        Fiscal 2021      Fiscal 2020      $ Change     % Change
Tommy Bahama                           $      67,984    $    (36,074)    $  104,058          NM %
Lilly Pulitzer                                45,728           20,410        25,318       124.0 %
Southern Tide                                  6,203         (64,345)        70,548          NM %
Lanier Apparel                                 1,705          (8,771)        10,476          NM %
Corporate and Other                         (18,731)          (4,726)      (14,005)          NM %
Consolidated Operating Income
(Loss)                                 $     102,889    $    (93,506)    $  196,395          NM %
Notable items included in amounts
above:
LIFO adjustments in Corporate and
Other                                  $       7,419    $     (3,642)
Lanier Apparel exit charges in cost
of goods sold                          $     (2,142)    $           -
Amortization of Lilly Pulitzer
Signature Store intangible assets      $           -    $         136
Amortization of Southern Tide
intangible assets                      $         144    $         144
Southern Tide goodwill and
intangible asset impairment charge     $           -    $      60,245
Lanier Apparel intangible asset
impairment charge                      $           -    $         207
Lanier Apparel exit charges in SG&A    $       3,229    $           -




The improved operating results in the First Half of Fiscal 2021 were due to (1)
the improved operating results in each of our operating groups and (2) no
impairment charges related to goodwill and intangible assets in the First Half
of Fiscal 2021 after recognizing $60 million of impairment charges related to
goodwill and intangible assets in the First Half of Fiscal 2020. These items
were partially offset by a higher operating loss in Corporate and Other. Changes
in operating income (loss) by operating group are discussed below.

Operating income in the First Half of Fiscal 2021 of $196 million exceeded the
$70 million of operating income in the First Half of Fiscal 2019 primarily due
to higher gross margin, net sales and royalty income. Operating income in Tommy
Bahama, Lilly Pulitzer and Southern Tide each increased from the First Half of
Fiscal 2019, which was partially offset by a higher operating loss in Corporate
and Other.

Tommy Bahama:




                                              First Half
                                     Fiscal 2021      Fiscal 2020     $ Change     % Change
Net sales                           $     365,531    $     182,238    $ 183,293       100.6 %
Gross profit                        $     234,908    $     105,267    $ 129,641       123.2 %
Gross margin                                 64.3 %           57.8 %
Operating income (loss)             $      67,984    $    (36,074)    $ 104,058          NM %
Operating income (loss) as % of
net sales                                    18.6 %         (19.8) %




The improved operating results for Tommy Bahama in the First Half of Fiscal 2021
were due to higher sales, improved gross margin and increased royalty income
partially offset by increased SG&A. The increased SG&A was primarily due to (1)
$22 million of increased employment costs, including $7 million of increased
incentive compensation, (2) $6 million of increased variable expenses related to
higher sales, including credit card transaction fees, supplies, and other
expenses, and (3) $2 million of higher occupancy costs, primarily resulting from
increased costs for utilities, maintenance and related expenses as direct to
consumer locations were open for the full period in Fiscal 2021. These increases
were partially offset by a $2 million decrease in depreciation expense as the
prior year included certain leasehold improvement and other fixed asset
impairment charges.

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Lilly Pulitzer:




                                                First Half
                                       Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                             $     160,909    $     123,009    $   37,900        30.8 %
Gross profit                          $     113,050    $      75,752    $   37,298        49.2 %
Gross margin                                   70.3 %           61.6 %
Operating income                      $      45,728    $      20,410    $   25,318       124.0 %
Operating income as % of net sales             28.4 %           16.6 %
Notable items included in amounts
above:
Amortization of Lilly Pulitzer
Signature Store intangible assets     $           -    $         136




The increased operating income for Lilly Pulitzer in the First Half of Fiscal
2021 was primarily due to higher sales and improved gross margin partially
offset by increased SG&A. The increased SG&A was primarily due to (1) $6 million
of increased employment costs, including $3 million of increased incentive
compensation, (2) $4 million of higher advertising expense, and (3) $2 million
of increased variable expenses related to higher sales, including credit card
transaction fees, supplies and other expenses.

Southern Tide:




                                              First Half
                                     Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                           $      30,053    $      17,113    $   12,940        75.6 %
Gross profit                        $      16,458    $       4,514    $   11,944       264.6 %
Gross margin                                 54.8 %           26.4 %
Operating income (loss)             $       6,203    $    (64,345)    $   70,548          NM %
Operating income (loss) as % of
net sales                                    20.6 %        (376.0) %
Notable items included in
amounts above:
Amortization of Southern Tide
intangible assets                   $         144    $         144
Southern Tide goodwill and
intangible asset impairment
charge                              $           -    $      60,245




The improved operating results for Southern Tide in the First Half of Fiscal
2021 were primarily due to no impairment charges related to goodwill and
intangible assets in the First Half of Fiscal 2021 compared to $60 million of
impairment charges in the First Half of Fiscal 2020. Additionally, the operating
results of Southern Tide improved due to higher sales and higher gross margin,
partially offset by higher SG&A. The higher SG&A includes higher SG&A associated
with the Southern Tide retail store operations, incentive compensation amounts,
advertising expense and variable expenses partially offset by a decrease in

provisions for credit losses.

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Lanier Apparel:




                                              First Half
                                     Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                           $      20,511    $      19,175    $    1,336         7.0 %
Gross profit                        $      10,060    $       4,395    $    5,665       128.9 %
Gross margin                                 49.0 %           22.9 %
Operating income (loss)             $       1,705    $     (8,771)    $   10,476          NM %
Operating income (loss) as % of
net sales                                     8.3 %         (45.7) %
Notable items included in
amounts above:
Lanier Apparel exit charges in
cost of goods sold                  $     (2,142)    $           -
Lanier Apparel intangible asset
impairment charge                   $           -    $         207
Lanier Apparel exit charges in
SG&A                                $       3,229    $           -




In the Third Quarter of Fiscal 2020, we decided to exit our Lanier Apparel
business. The exit of the Lanier Apparel business is expected to be completed
during the Second Half of Fiscal 2021. The improved operating results for Lanier
Apparel in the First Half of Fiscal 2021 were primarily due to higher gross
margin and lower SG&A. The lower SG&A was primarily due to the First Half of
Fiscal 2020 including $3 million of estimated provisions for credit losses and
other charges related to bankruptcies and credit exposure with respect to
multiple Lanier Apparel customers as well as reductions in substantially all
SG&A expense categories during the wind down phase of the business. These
reductions in costs were partially offset by $3 million of Lanier Apparel exit
charges included in SG&A which primarily consists of $2 million of charges
associated with the termination of a Lanier Apparel license agreement and $2
million of employee charges, including severance and employee retention costs.
The Lanier Apparel exit charges are discussed in Note 7 in the unaudited
condensed consolidated financial statements included in this report.

Corporate and Other:




                                              First Half
                                     Fiscal 2021      Fiscal 2020      $ Change     % Change
Net sales                           $      17,430    $      10,796    $    6,634        61.4 %
Gross profit                        $       1,735    $       8,883    $  (7,148)          NM %
Operating loss                      $    (18,731)    $     (4,726)    $ (14,005)          NM %
Notable items included in
amounts above:
LIFO adjustments in Corporate
and Other                           $       7,419    $     (3,642)




The lower operating results for Corporate and Other were primarily due to the
$11 million unfavorable impact of LIFO accounting resulting from a $7 million
charge in the First Half of Fiscal 2021 and a $4 million credit in the First
Half of Fiscal 2020. Additionally, Corporate and Other SG&A increased primarily
due to (1) increased incentive compensation expense of $5 million and (2)
increased SG&A associated with our smaller businesses included in Corporate and
Other. These items were partially offset by increased net sales in each of the
businesses included in Corporate and Other.

Interest expense, net




                                   First Half
                          Fiscal 2021      Fiscal 2020      $ Change     % Change
Interest expense, net    $         463    $       1,334    $    (871)      (65.3) %




The decreased interest expense in the First Half of Fiscal 2021 was primarily
due to the lack of debt outstanding in the First Half of Fiscal 2021, while in
the First Half of Fiscal 2020, we had debt outstanding in order to maintain a
certain level of cash on our balance sheet during the earlier stages of the
COVID-19 pandemic. The interest expense in the First Half of Fiscal 2021
primarily consists of unused line fees and amortization of deferred financing
fees associated with our $325 million Fourth Amended and Restated Credit
Agreement (as amended, the "U.S. Revolving Credit Agreement") partially offset
by interest income earned on our cash.

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Income tax provision (benefit)






                                            First Half
                                   Fiscal 2021      Fiscal 2020     $ Change     % Change
Income tax provision (benefit)    $      22,498    $    (21,969)    $  44,467          NM %
Effective tax rate                         22.0 %           23.2 %




The income tax expense in the First Half of Fiscal 2021 included the benefit of
a $2 million net reduction in uncertain tax positions resulting from the
settlement of those uncertain tax position amounts during the period as well as
other favorable items including the recognition of certain tax credit amounts,
the impact of restricted stock awards vesting at a price higher than the grant
date value, and the utilization of certain net operating loss carryforward
amounts in certain state and foreign jurisdictions. These favorable items were
partially offset by certain unfavorable permanent items which are not deductible
for income tax purposes. The net impact of these items results in a lower
effective tax rate than the more typical 25% to 26% annual effective tax rate of
Fiscal 2018 and Fiscal 2019, respectively.

The income tax benefit in the First Half of Fiscal 2020 included the benefit of
the operating losses that will be realized at a rate of 35% pursuant to the
CARES Act provision allowing the carryback of the Fiscal 2020 loss amounts to
pre-U.S. Tax Reform years, offset by (1) the non-deductibility of certain
impairment charges which resulted in an estimated effective tax rate of 17% on
the impairment charges, and (2) the impact of restricted stock awards vesting at
a price lower than the grant date value.

Income tax expense is also discussed in Note 5 in the unaudited condensed consolidated financial statements included in this report.



Net earnings




                                                            First Half
                                                   Fiscal 2021      Fiscal 2020
Net sales                                         $     594,434    $     352,331
Operating income (loss)                           $     102,889    $    (93,506)
Net earnings (loss)                               $      79,928    $    (72,871)
Net earnings (loss) per diluted share             $        4.75    $      

(4.40)


Weighted average shares outstanding -- diluted           16,825           16,580




The improved earnings per share in the First Half of Fiscal 2021 are primarily a
result of (1) improved operating results in each of our operating groups as our
operations continue to recover from the unfavorable impact the COVID-19 pandemic
had on Fiscal 2020 and (2) the absence of impairment charges related to goodwill
and intangible assets in the First Half of Fiscal 2021 after recognizing $60
million of impairment charges related to goodwill and intangible assets in the
First Half of Fiscal 2020. These favorable items were partially offset by a
larger operating loss in Corporate and Other.

The earnings per share of $4.75 for the First Half of Fiscal 2021 is higher than
the earnings per share of $3.05 in the First Half of Fiscal 2019. The higher
earnings per share compared to the First Half of Fiscal 2019 are primarily a
result of increased operating income in each of our Tommy Bahama, Lilly Pulitzer
and Southern Tide operating groups partially offset by a higher operating loss
in Corporate and Other. The increased operating income for Tommy Bahama, Lilly
Pulitzer and Southern Tide were primarily a result of improved gross margin and
increased sales in each operating group.





              FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

Our primary source of revenue and cash flow is through our design, sourcing,
marketing and distribution of branded apparel products bearing the trademarks of
our Tommy Bahama, Lilly Pulitzer and Southern Tide lifestyle brands and

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our other brands. We distribute our products to our customers via direct to
consumer and wholesale channels of distribution. Our primary uses of cash flow
include the purchase of branded apparel products from third party contract
manufacturers outside of the United States, as well as operating expenses,
including employee compensation and benefits, occupancy-related costs, marketing
and advertising costs, distribution costs, other general and administrative
expenses and the periodic payment of interest, if any, and other payments
related to our financing arrangements. Additionally, we use cash for the funding
of capital expenditures and other investing activities, dividends and repayment
of indebtedness. In the ordinary course of business, we maintain certain levels
of inventory, extend credit to our wholesale customers and pay our operating
expenses. Thus, we require a certain amount of working capital to operate our
business.

We believe our future cash flow from operating activities, our $180 million of
cash and cash equivalents as July 31, 2021, and, if necessary, borrowings under
our U.S. Revolving Credit Agreement will provide sufficient cash flow to satisfy
our ongoing cash requirements as well as ample opportunity to continue to invest
in our brands, direct to consumer initiatives and other strategic initiatives in
both the near term and long term. We may fund future cash requirements through
various methods, including cash on hand, cash flow from operations, borrowings
under our current or additional credit facilities, and sales of debt or equity
securities.

Key Liquidity Measures




                             July 31,      January 30,     August 1,      February 1,
($ in thousands)               2021           2021            2020           2020
Total current assets         $ 349,046    $     258,316    $  298,417    $     288,826
Total current liabilities    $ 220,184    $     196,252    $  173,701    $     177,779
Working capital              $ 128,862    $      62,064    $  124,716    $     111,047
Working capital ratio             1.59             1.32          1.72             1.62




Our working capital ratio is calculated by dividing total current assets by
total current liabilities. Current assets as of July 31, 2021, increased from
August 1, 2020 due to increased cash and receivables partially offset by lower
inventories. Current liabilities as of July 31, 2021 increased from August 1,
2020 primarily due to higher accrued expenses and other liabilities, accrued
compensation and accounts payable partially offset by a decrease in current
portion of operating lease liabilities.

Balance Sheet



The following tables set forth certain information included in our consolidated
balance sheets (in thousands). Below each table are explanations for any
significant changes in the balances as of July 31, 2021 as compared to August 1,
2020.

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