Note 12 – Restructuring Costs

Fiscal 2014

On June 25, 2014, the Company committed to a plan to permanently close its distribution facility located in Carson, California (the “Carson Distribution Facility”) on or around July 25, 2014. The Company will consolidate the Carson Distribution Facility’s distribution and warehousing operations into the Company’s existing distribution facilities located in LaSalle, Illinois and Chesapeake, Virginia. This consolidation was part of the Company’s continued efforts for simplification and improved efficiencies. The closure of the Carson Distribution Facility resulted in a head count reduction of approximately 77 employees.

The following table summarizes the charges related to the restructure recognized during the thirteen weeks ended June 28, 2014 (in thousands):

The Severance costs were included in fulfillment expense and were also included in accrued liabilities and are expected to be paid during the third quarter of fiscal 2014.

Substantially all of the unsold inventory in the Carson warehouse on the date of closure will be moved to the remaining two warehouses. A charge for $130 was taken for inventory that was not deemed economical to transfer. Additionally, due to expected future capacity constraints, the Company reduced the sales price of certain inventory resulting in a charge of $348. The aggregate charge of $478, was recorded to cost of sales. The cost to move inventory will occur during the third quarter of 2014. Those costs are estimated to be approximately $405 and will be expensed as they are incurred.

During the third quarter, the Company will incur additional restructuring charges to remove certain fixed assets from the Carson Distributions Facility and ship them to the LaSalle warehouse of approximately $89 as well as incur miscellaneous clean-up and warehouse repair costs of approximately $50. Such costs will be expensed as incurred. The timing and costs of the consolidation plan may vary from the Company’s current estimates based on many factors. The Company may incur other charges not currently anticipated due to events that may occur as a result of, or associated with, the consolidation plan and related activities. All restructuring costs incurred in connection with the closure of the Carson Distribution Facility are included in the Base USAP reportable segment.

Fiscal 2013

As part of the Company’s initiatives to reduce labor costs and improve operating efficiencies in response to the challenges in the marketplace and general market conditions, we reduced our workforce in the first quarter and second quarter of 2013. We laid off 13 employees in the United States and 163 employees in the Philippines reducing our workforce by a total of 176 employees in the first quarter of 2013 and 15 employees in the second quarter of 2013. For the thirteen weeks ended June 29, 2013, the severance charges of approximately $225 were recorded in marketing expense, general and administrative expense, fulfillment expense and technology expense for $140, $15, $17 and $53, respectively. For the twenty-six weeks ended June 29, 2013, severance charges of approximately $723 were recorded in marketing expense, general and administrative expense, fulfillment expense and technology expense for $394, $109, $58 and $162, respectively.