5. VARIABLE INTEREST ENTITIES

Based upon the criteria set forth in ASC 810, Consolidation, the Company has determined that it was the primary beneficiary of one variable interest entity (“VIE”) as of January 31, 2016 and February 1, 2015, as the Company absorbs significant economics of the entity and has the power to direct the activities that are considered most significant to the entity.

The Company leases certain retail store facilities and office buildings from SRV, a VIE whose primary purpose and activity is to own this real property. SRV is a Wisconsin limited liability company that is owned by the majority shareholder of the Company. The Company considers itself the primary beneficiary for SRV as the Company is expected to receive a majority of SRV’s expected residual returns based on the activity of SRV. As the Company is the primary beneficiary, it consolidates SRV and the leases are eliminated in consolidation.

On May 21, 2014, the Company acquired certain real property of SRV with a net book value of $1.0 million for cash consideration of $1.1 million. SRV recorded the $0.1 million gain on disposal of this property as an adjustment to retained earnings. The Company recorded the cost and accumulated depreciation of the acquired property at book value and recorded the excess purchase price over net book value as an adjustment to retained earnings. As a result, the consolidated balance sheet was not impacted by this transaction.

Through May 21, 2014, the Company leased certain distribution and administrative office facilities from SE, a VIE whose sole purpose and activity was to own this real property. SE is a Wisconsin limited liability company that is owned by the majority shareholder of the Company. Through May 21, 2014, the Company considered itself the primary beneficiary for SE as the Company was expected to receive a majority of SE’s expected residual returns based on the activity of SE. As the Company was the primary beneficiary, it consolidated SE through that date and the lease was eliminated in consolidation. On May 21, 2014, the Company acquired certain real property of SE with a net book value of $3.0 million for total consideration of $5.0 million. The Company assumed SE’s existing mortgage note on the property, which had a carrying value of $3.4 million and paid the remaining consideration of $1.6 million in cash. SE recorded the $2.0 million gain on disposal of these assets as an adjustment to retained earnings. The Company recorded the cost and accumulated depreciation and amortization of the acquired property and loan origination fees at book value and recorded the excess purchase price over net book value as an adjustment to retained earnings. As a result, the consolidated balance sheet was not impacted by this transaction. As a result of the termination of the lease, the Company no longer leases any assets from SE and the Company no longer considers itself the primary beneficiary for SE.

The consolidated balance sheets include the following amounts as a result of the consolidation of SRV as of January 31, 2016 and February 1, 2015:



	January 31, 2016		February 1, 2015
(in thousands)
Cash	$	92	$	61
Other receivables		9		6
Property and equipment, net		2,823		2,852
Other assets, net		11		2
Total assets	$	2,935	$	2,921

Line of credit	$	—	$	600
Other current liabilities		527		24
Long-term debt		727		817
Noncontrolling interest in VIE		1,681		1,480
Total liabilities and shareholders' equity	$	2,935	$	2,921

The real property owned by SRV is collateral for SRV’s mortgage notes, see (Note 3 “Debt and Lines of Credit”).

The Company does not consolidate Schlecht Port Washington LLC (“SPW”) as the Company is not the primary beneficiary.