Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Nov. 02, 2013 | Dec. 02, 2013 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'J C PENNEY CO INC | ' |
Entity Central Index Key | '0001166126 | ' |
Current Fiscal Year End Date | '--02-01 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 2-Nov-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 304,622,962 |
Trading Symbol | 'jcp | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Current Reporting Status | 'Yes | ' |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, except Per Share data, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | |
Income Statement [Abstract] | ' | ' | ' | ' | |
Total net sales | $2,779 | $2,927 | $8,077 | $9,101 | |
Cost of goods sold | 1,960 | 1,975 | 5,659 | 5,959 | |
Gross margin | 819 | 952 | 2,418 | 3,142 | |
Operating expenses/(income): | ' | ' | ' | ' | |
Selling, general and administrative (SG&A) | 1,006 | 1,087 | 3,110 | 3,297 | |
Pension | 34 | 51 | 102 | 167 | |
Depreciation and amortization | 161 | 133 | 440 | 386 | |
Real estate and other, net | -27 | -197 | -117 | -412 | |
Restructuring and management transition | 46 | 34 | 165 | 269 | |
Total operating expenses | 1,220 | 1,108 | 3,700 | 3,707 | |
Operating income/(loss) | -401 | -156 | -1,282 | -565 | |
Loss on extinguishment of debt | 0 | 0 | 114 | 0 | |
Net interest expense | 99 | 55 | 255 | 169 | |
Income/(loss) before income taxes | -500 | -211 | -1,651 | -734 | |
Income tax expense/(benefit) | -11 | -88 | -228 | -301 | |
Net income/(loss) | ($489) | ($123) | ($1,423) | ($433) | |
Earnings/(loss) per share: | ' | ' | ' | ' | |
Basic | ($1.94) | ($0.56) | ($6.17) | ($1.98) | |
Diluted | ($1.94) | ($0.56) | ($6.17) | ($1.98) | |
Weighted average shares – basic | 251.8 | [1] | 219.4 | 230.8 | 219.1 |
Weighted average shares – diluted | 251.8 | 219.4 | 230.8 | 219.1 | |
[1] | On October 1, 2013, we issued 84 million shares of common stock with a par value of $0.50 per share. |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income/(loss) | ($489) | ($123) | ($1,423) | ($433) |
Other comprehensive income/(loss), net of tax: | ' | ' | ' | ' |
Unrealized gain/(loss) | 0 | 1 | 0 | 34 |
Reclassification adjustment for realized (gain)/loss | 0 | -10 | 0 | -184 |
Net actuarial gain/(loss) arising during the period | 0 | -75 | 0 | -75 |
Reclassification of net prior service (credit)/cost from a curtailment | 0 | -3 | 0 | -3 |
Reclassification for amortization of net actuarial (gain)/loss | 26 | 37 | 81 | 114 |
Reclassification for amortization of prior service (credit)/cost | 0 | -2 | -1 | -6 |
Total other comprehensive income/(loss), net of tax | 26 | -52 | 80 | -120 |
Total comprehensive income/(loss), net of tax | ($463) | ($175) | ($1,343) | ($553) |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Nov. 02, 2013 | Feb. 02, 2013 | Oct. 27, 2012 | |||
In Millions, unless otherwise specified | ||||||
Current assets: | ' | ' | ' | |||
Cash in banks and in transit | $151 | $121 | $141 | |||
Cash short-term investments | 1,076 | 809 | 384 | |||
Cash and cash equivalents | 1,227 | 930 | 525 | |||
Merchandise inventory | 3,747 | 2,341 | 3,362 | |||
Income tax receivable | 0 | 57 | 69 | |||
Deferred taxes | 119 | 106 | 409 | |||
Prepaid expenses and other | 249 | 249 | 265 | |||
Total current assets | 5,342 | 3,683 | 4,630 | |||
Property and equipment (net of accumulated depreciation of $3,178, $3,070 and $2,880) | 5,753 | 5,353 | 5,493 | |||
Prepaid pension | 36 | 0 | 0 | |||
Other assets | 744 | 745 | 767 | |||
Total Assets | 11,875 | 9,781 | 10,890 | |||
Current liabilities: | ' | ' | ' | |||
Merchandise accounts payable | 1,409 | 1,162 | 1,408 | |||
Other accounts payable and accrued expenses | 1,269 | 1,380 | 1,344 | |||
Short-term borrowings | 650 | 0 | 0 | |||
Current portion of capital leases and note payable | 27 | 26 | 22 | |||
Current maturities of long-term debt | 23 | 0 | 0 | |||
Total current liabilities | 3,378 | 2,568 | 2,774 | |||
Long-term capital leases and note payable | 67 | 88 | 75 | |||
Long-term debt | 4,845 | 2,868 | 2,868 | |||
Deferred taxes | 250 | 388 | 786 | |||
Other liabilities | 688 | 698 | 885 | |||
Total Liabilities | 9,228 | 6,610 | 7,388 | |||
Stockholders’ Equity | ' | ' | ' | |||
Common stock | 153 | [1] | 110 | [1] | 110 | [1] |
Additional paid-in capital | 4,575 | 3,799 | 3,789 | |||
Reinvested earnings/(accumulated deficit) | -1,043 | 380 | 932 | |||
Accumulated other comprehensive income/(loss) | -1,038 | -1,118 | -1,329 | |||
Total Stockholders’ Equity | 2,647 | 3,171 | 3,502 | |||
Total Liabilities and Stockholders’ Equity | $11,875 | $9,781 | $10,890 | |||
[1] | 1,250 million shares of common stock are authorized with a par value of $0.50 per share. The total shares issued and outstanding were 304.6 million, 219.2 million and 219.3 million as of November 2, 2013, October 27, 2012 and February 2, 2013, respectively. |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Nov. 02, 2013 | Feb. 02, 2013 | Oct. 27, 2012 |
In Millions, except Per Share data, unless otherwise specified | |||
Statement of Financial Position [Abstract] | ' | ' | ' |
Accumulated depreciation | ($3,178) | ($2,880) | ($3,070) |
Common stock, shares authorized | 1,250 | 1,250 | 1,250 |
Common stock, par value per share | $0.50 | $0.50 | $0.50 |
Common stock, shares issued | 304.6 | 219.3 | 219.2 |
Common stock, shares outstanding | 304.6 | 219.3 | 219.2 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 |
Cash flows from operating activities | ' | ' | ' | ' |
Net income/(loss) | ($489) | ($123) | ($1,423) | ($433) |
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities: | ' | ' | ' | ' |
Restructuring and management transition | 48 | 12 | 109 | 102 |
Asset impairments and other charges | 3 | 6 | 12 | 10 |
Net gain on sale or redemption of non-operating assets | -24 | -197 | -86 | -397 |
Net gain on sale of operating assets | 0 | 0 | -18 | 0 |
Loss on extinguishment of debt | 0 | 0 | 114 | 0 |
Depreciation and amortization | 161 | 133 | 440 | 386 |
Benefit plans | 16 | 31 | 57 | 110 |
Stock-based compensation | 6 | 12 | 22 | 38 |
Excess tax benefits from stock-based compensation | 0 | 6 | 0 | -17 |
Deferred taxes | -14 | -27 | -203 | -224 |
Change in cash from: | ' | ' | ' | ' |
Inventory | -592 | -369 | -1,406 | -446 |
Prepaid expenses and other assets | -30 | -26 | 11 | -41 |
Merchandise accounts payable | 133 | 393 | 247 | 386 |
Current income taxes | 2 | 74 | 62 | 108 |
Accrued expenses and other | 43 | 27 | -135 | -237 |
Net cash provided by/(used in) operating activities | -737 | -48 | -2,197 | -655 |
Cash flows from investing activities | ' | ' | ' | ' |
Capital expenditures | -161 | -341 | -814 | -580 |
Net proceeds from sale or redemption of non-operating assets | 33 | 279 | 88 | 525 |
Acquisition | 0 | 0 | 0 | -9 |
Net proceeds from sale of operating assets | 0 | 0 | 19 | 0 |
Net cash provided by/(used in) investing activities | -128 | -62 | -707 | -64 |
Cash flows from financing activities | ' | ' | ' | ' |
Proceeds from short-term borrowings | 0 | 0 | 850 | 0 |
Payment on short-term borrowings | -200 | 0 | -200 | 0 |
Net proceeds from issuance of long-term debt | 0 | 0 | 2,180 | 0 |
Premium on early retirement of debt | 0 | 0 | -110 | 0 |
Payments of capital leases and note payable | -5 | -13 | -24 | -13 |
Payments of Long-term Debt | 5 | 230 | 250 | 230 |
Financing costs | -18 | 0 | -30 | -4 |
Net proceeds from common stock issued | 786 | 0 | 786 | 0 |
Dividends paid, common | 0 | 0 | 0 | -86 |
Proceeds from stock options exercised | 0 | 1 | 7 | 70 |
Excess tax benefits from stock-based compensation | 0 | -6 | 0 | 17 |
Tax withholding payments for vested restricted stock | -1 | -5 | -8 | -17 |
Net cash provided by/(used in) financing activities | 557 | -253 | 3,201 | -263 |
Net increase/(decrease) in cash and cash equivalents | -308 | -363 | 297 | -982 |
Cash and cash equivalents at beginning of period | 1,535 | 888 | 930 | 1,507 |
Cash and cash equivalents at end of period | 1,227 | 525 | 1,227 | 525 |
Supplemental cash flow information | ' | ' | ' | ' |
Income taxes received/(paid), net | -1 | 134 | 87 | 185 |
Interest received/(paid), net | -125 | -92 | -361 | -205 |
Supplemental non-cash investing and financing activity | ' | ' | ' | ' |
Increase/(decrease) in other accounts payable related to purchases of property and equipment | -53 | -24 | 49 | 139 |
Financing costs withheld from proceeds of long-term debt | 0 | 0 | 70 | 0 |
Purchase of property and equipment and software through capital leases and a note payable | 1 | 57 | 4 | 106 |
Issuance costs withheld from proceeds of common stock issued | 24 | 0 | 24 | 0 |
Return of shares of Martha Stewart Living Omnimedia Inc. previously acquired by the Company | $36 | $0 | $36 | $0 |
Basis_of_Presentation_and_Cons
Basis of Presentation and Consolidation | 9 Months Ended |
Nov. 02, 2013 | |
Basis of Presentation and Consolidation [Abstract] | ' |
Basis of Presentation and Consolidation | ' |
Basis of Presentation and Consolidation | |
Basis of Presentation | |
J. C. Penney Company, Inc. is a holding company whose principal operating subsidiary is J. C. Penney Corporation, Inc. (JCP). JCP was incorporated in Delaware in 1924, and J. C. Penney Company, Inc. was incorporated in Delaware in 2002, when the holding company structure was implemented. The holding company has no independent assets or operations, and no direct subsidiaries other than JCP. The holding company and its consolidated subsidiaries, including JCP, are collectively referred to in this quarterly report as “we,” “us,” “our,” “ourselves” or the “Company,” unless otherwise indicated. | |
J. C. Penney Company, Inc. is a co-obligor (or guarantor, as appropriate) regarding the payment of principal and interest on JCP’s outstanding debt securities. The guarantee of certain of JCP’s outstanding debt securities by J. C. Penney Company, Inc. is full and unconditional. | |
These unaudited Interim Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and in accordance with the rules and regulations of the Securities and Exchange Commission (SEC). The accompanying unaudited Interim Consolidated Financial Statements, in our opinion, include all material adjustments necessary for a fair presentation and should be read in conjunction with the audited Consolidated Financial Statements and notes thereto in our Annual Report on Form 10-K for the fiscal year ended February 2, 2013 (2012 Form 10-K). We follow substantially the same accounting policies to prepare quarterly financial statements as are followed in preparing annual financial statements. A description of such significant accounting policies is included in the 2012 Form 10-K. The February 2, 2013 financial information was derived from the audited Consolidated Financial Statements, with related footnotes, included in the 2012 Form 10-K. Because of the seasonal nature of the retail business, operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. | |
Fiscal Year | |
Our fiscal year ends on the Saturday closest to January 31. As used herein, “three months ended November 2, 2013” and “three months ended October 27, 2012” refer to the 13-week periods ended November 2, 2013 and October 27, 2012, respectively. “Nine months ended November 2, 2013” and “nine months ended October 27, 2012,” refer to the 39-week periods ended November 2, 2013 and October 27, 2012, respectively. Fiscal year 2013 contains 52 weeks and fiscal year 2012 contained 53 weeks. | |
Basis of Consolidation | |
All significant intercompany transactions and balances have been eliminated in consolidation. Certain reclassifications were made to prior period amounts to conform to the current period presentation. None of the reclassifications affected our net income/(loss) in any period. | |
Use of Estimates and Assumptions | |
The preparation of unaudited Interim Consolidated Financial Statements, in conformity with GAAP, requires us to make assumptions and use estimates that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to: inventory valuation under the retail method; valuation of long-lived assets and indefinite-lived intangible assets for impairments; estimation of reserves and valuation allowances specifically related to closed stores, insurance, income taxes, litigation and environmental contingencies and pension accounting. Such estimates and assumptions are subject to inherent uncertainties, which may result in actual amounts differing from reported amounts. |
EarningsLoss_per_Share
Earnings/(Loss) per Share | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings/(Loss) per Share | ' | |||||||||||||||
Earnings/(Loss) per Share | ||||||||||||||||
Net income/(loss) and shares used to compute basic and diluted earnings/(loss) per share (EPS) are reconciled below: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(in millions, except per share data) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Earnings/(loss) | ||||||||||||||||
Net income/(loss) | $ | (489 | ) | $ | (123 | ) | $ | (1,423 | ) | $ | (433 | ) | ||||
Shares | ||||||||||||||||
Weighted average common shares outstanding (basic shares) | 251.8 | (1) | 219.4 | 230.8 | (1) | 219.1 | ||||||||||
Adjustment for assumed dilution: | ||||||||||||||||
Stock options, restricted stock awards and warrant | — | — | — | — | ||||||||||||
Weighted average shares assuming dilution (diluted shares) | 251.8 | 219.4 | 230.8 | 219.1 | ||||||||||||
EPS | ||||||||||||||||
Basic | $ | (1.94 | ) | $ | (0.56 | ) | $ | (6.17 | ) | $ | (1.98 | ) | ||||
Diluted | $ | (1.94 | ) | $ | (0.56 | ) | $ | (6.17 | ) | $ | (1.98 | ) | ||||
(1) On October 1, 2013, we issued 84 million shares of common stock with a par value of $0.50 per share. | ||||||||||||||||
The following average potential shares of common stock were excluded from the diluted EPS calculation because their effect would have been anti-dilutive: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(Shares in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Stock options, restricted stock awards and warrant | 23.9 | 25 | 24.6 | 25.3 | ||||||||||||
Credit_Facility
Credit Facility | 9 Months Ended |
Nov. 02, 2013 | |
Credit Facility [Abstract] | ' |
Credit Facility | ' |
Credit Facility | |
On February 8, 2013, J. C. Penney Company, Inc., JCP and J. C. Penney Purchasing Corporation (Purchasing) entered into an amended and restated revolving credit agreement in the amount up to $1,850 million (2013 Credit Facility), which replaced the Company’s prior credit agreement entered into in January 2012, with largely the same syndicate of lenders under the previous agreement, with JPMorgan Chase Bank, N.A., as administrative agent. The 2013 Credit Facility matures on April 29, 2016, increases the letter of credit sublimit to $750 million and provides an accordion feature that could potentially increase the size of the facility by an additional amount not to exceed $400 million. | |
The 2013 Credit Facility is an asset-based revolving credit facility and is secured by a perfected first-priority security interest in substantially all of our eligible credit card receivables, accounts receivable and inventory. The 2013 Credit Facility is available for general corporate purposes, including the issuance of letters of credit. Pricing under the 2013 Credit Facility is tiered based on JCP’s senior unsecured long-term credit ratings issued by Moody’s Investors Service, Inc. and Standard & Poor’s Ratings Services. JCP’s obligations under the 2013 Credit Facility are guaranteed by J. C. Penney Company, Inc. | |
Availability under the 2013 Credit Facility is limited to a borrowing base which allows us to borrow up to 85% of eligible accounts receivable, plus 90% of eligible credit card receivables, plus 85% of the liquidation value of our inventory, net of certain reserves. Letters of credit reduce the amount available to borrow by their face value. In the event that availability under the 2013 Credit Facility is at any time less than the greater of (1) $125 million or (2) 10% of the lesser of the total facility or the borrowing base then in effect, for a period of at least 30 days, the Company will be subject to a fixed charge coverage ratio covenant of 1.0 to 1.0 which is calculated as of the last day of the quarter and measured on a trailing four-quarter basis. | |
On April 12, 2013, we borrowed $850 million under the 2013 Credit Facility of which $200 million was repaid during the third quarter of 2013. As of the end of the third quarter of 2013, $650 million of the borrowing remains outstanding. The borrowing bears interest at a rate of LIBOR plus 3.0%. As of the end of the third quarter of 2013, we had $534 million in standby and import letters of credit outstanding under the 2013 Credit Facility, the majority of which are standby letters of credit that support our merchandise initiatives and workers’ compensation. None of the standby or import letters of credit have been drawn on. The applicable rate for standby and import letters of credit was 3.00% and 1.50%, respectively, while the required commitment fee was 0.50% for the unused portion of the 2013 Credit Facility. As of the end of the third quarter of 2013, we had $666 million available for future borrowing, of which $481 million is currently accessible due to the limitation of the fixed charge coverage ratio. |
LongTerm_Debt
Long-Term Debt | 9 Months Ended |
Nov. 02, 2013 | |
Debt Disclosure [Abstract] | ' |
Long-Term Debt | ' |
Long-Term Debt | |
Tender Offer | |
On April 30, 2013 we announced the commencement of a cash tender offer (Tender Offer) and consent solicitation for our 7.125% Debentures Due 2023 (Notes) for total consideration consisting of an amount equal to $1,350 per $1,000 principal amount of Notes, including a consent payment in the amount equal to $50 per $1,000 principal amount of Notes. We solicited consents to effect certain proposed amendments to the indenture, as amended and supplemented, governing the Notes (the Indenture) that would eliminate most of the restrictive covenants and certain events of default and other provisions in the Indenture (Proposed Amendments). | |
On May 14, 2013, we announced that we had amended our previously announced Tender Offer (Amended Tender Offer) and related solicitation of consents to extend the expiration date of the consent solicitation and to increase the tender consideration. The Amended Tender Offer increased the total consideration from $1,350 to $1,450 per $1,000 principal amount of the Notes (Amended Tender Offer Consideration); extended the expiration date of the consent solicitation from May 13, 2013 to May 20, 2013 (Consent Expiration) and extended the expiration of the tender offer from May 28, 2013 to June 4, 2013 (Expiration Time). | |
Holders that validly tendered their Notes prior to the Consent Expiration, as extended, received the Amended Tender Offer Consideration. Holders that validly tendered their Notes after the Consent Expiration, as extended, but prior to the Expiration Time, as extended, received only the tender offer consideration of $1,400 per $1,000 principal amount of the Notes (Tender Offer Consideration). Holders whose Notes were accepted for purchase in the Amended Tender Offer also received accrued and unpaid interest to, but not including, the applicable payment date for the Notes. On May 22, 2013, we accepted for purchase $243 million in aggregate principal amount of the Notes, representing 95.41% of the outstanding principal amount, for aggregate Amended Tender Offer Consideration of $352 million. On June 5, 2013, we accepted for purchase an additional $2 million in aggregate principal amount of the Notes, for aggregate Tender Offer Consideration of $3 million. The Tender Offer resulted in a loss on the extinguishment of debt of $114 million which includes the premium paid over face value of the Notes of $110 million, reacquisition costs of $2 million and the write-off of unamortized debt issue costs of $2 million. As a result of receiving the requisite consent of the Holders of at least 66 2/3% of aggregate principal amount of Notes outstanding, the Proposed Amendments were approved and became operative. | |
Term Loan Facility | |
On May 22, 2013, we entered into a $2.25 billion five-year senior secured term loan facility (2013 Term Loan Facility). The 2013 Term Loan Facility is guaranteed by J. C. Penney Company, Inc. and certain subsidiaries of JCP, and is secured by mortgages on certain real estate of JCP and the guarantors, in addition to substantially all other assets of JCP and the guarantors. Proceeds of the 2013 Term Loan Facility were used to fund the Amended Tender Offer and will be used to fund ongoing working capital requirements and general corporate purposes. We are required to make quarterly repayments in a principal amount equal to $5.625 million during the five-year term of the 2013 Term Loan Facility, beginning September 30, 2013, subject to certain reductions for mandatory and optional prepayments. As of the end of the third quarter of 2013, the balance of the 2013 Term Loan Facility is $2.24 billion. |
Fair_Value_Disclosures
Fair Value Disclosures | 9 Months Ended | |||||||||||||||||||||||
Nov. 02, 2013 | ||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||||||||||
Fair Value Disclosures | ' | |||||||||||||||||||||||
Fair Value Disclosures | ||||||||||||||||||||||||
In determining fair value, the accounting standards establish a three-level hierarchy for inputs used in measuring fair value, as follows: | ||||||||||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities. | |||||||||||||||||||||||
• | Level 2 — Significant observable inputs other than quoted prices in active markets for similar assets and liabilities, such as quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. | |||||||||||||||||||||||
• | Level 3 — Significant unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. | |||||||||||||||||||||||
REIT Assets Measured on a Recurring Basis | ||||||||||||||||||||||||
The market value of our investment in public REIT assets are accounted for as available-for-sale securities and are carried at fair value on an ongoing basis in Other assets in the unaudited Interim Consolidated Balance Sheets. We determined the fair value of our investments in REITs using quoted market prices. There were no transfers in or out of any levels during any period presented. Our REIT assets measured at fair value on a recurring basis are as follows: | ||||||||||||||||||||||||
REIT Assets at Fair Value | ||||||||||||||||||||||||
($ in millions) | Cost | Quoted Prices in Active | Significant Other | Significant | ||||||||||||||||||||
Basis | Markets of Identical Assets | Observable Inputs | Unobservable Inputs | |||||||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||
November 2, 2013 | $ | 7 | $ | 32 | $ | — | $ | — | ||||||||||||||||
October 27, 2012 | 9 | 32 | — | — | ||||||||||||||||||||
February 2, 2013 | 7 | 33 | — | — | ||||||||||||||||||||
Other Financial Instruments | ||||||||||||||||||||||||
Carrying values and fair values of financial instruments that are not carried at fair value in the unaudited Interim Consolidated Balance Sheets are as follows: | ||||||||||||||||||||||||
November 2, 2013 | October 27, 2012 | February 2, 2013 | ||||||||||||||||||||||
($ in millions) | Carrying | Fair | Carrying | Fair | Carrying | Fair | ||||||||||||||||||
Amount | Value | Amount | Value | Amount | Value | |||||||||||||||||||
Long-term debt, including current maturities | $ | 4,868 | $ | 4,252 | $ | 2,868 | $ | 2,706 | $ | 2,868 | $ | 2,456 | ||||||||||||
Cost investment (Note 9) | — | — | 36 | — | 36 | — | ||||||||||||||||||
The fair value of long-term debt is estimated by obtaining quotes from brokers or is based on current rates offered for similar debt. The cost investment was for equity securities that were not registered and freely tradable shares and their fair values were not readily determinable; however, we believe the carrying value approximates or was less than the fair value as of October 27, 2012 and February 2, 2013. | ||||||||||||||||||||||||
As of November 2, 2013, October 27, 2012 and February 2, 2013, the fair values of cash and cash equivalents and accounts payable approximate their carrying values due to the short-term nature of these instruments. In addition, the fair values of short-term borrowings, capital lease commitments and the note payable approximate their carrying values. These items have been excluded from the table above. | ||||||||||||||||||||||||
Concentrations of Credit Risk | ||||||||||||||||||||||||
We have no significant concentrations of credit risk. |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |||||||||||||||||||||||
Nov. 02, 2013 | ||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | |||||||||||||||||||||||
Stockholders' Equity | ' | |||||||||||||||||||||||
Stockholders’ Equity | ||||||||||||||||||||||||
The following table shows the change in the components of stockholders’ equity for the nine months ended November 2, 2013: | ||||||||||||||||||||||||
(in millions) | Number | Common | Additional | Reinvested | Accumulated | Total | ||||||||||||||||||
of | Stock | Paid-in | Earnings/ | Other | Stockholders’ | |||||||||||||||||||
Common | Capital | (Accumulated | Comprehensive | Equity | ||||||||||||||||||||
Shares | Deficit) | Income/(Loss) | ||||||||||||||||||||||
February 2, 2013 | 219.3 | $ | 110 | $ | 3,799 | $ | 380 | $ | (1,118 | ) | $ | 3,171 | ||||||||||||
Net income/(loss) | — | — | — | $ | (1,423 | ) | — | $ | (1,423 | ) | ||||||||||||||
Other comprehensive income/(loss) | — | — | — | — | 80 | $ | 80 | |||||||||||||||||
Common stock issued | 84 | 42 | 744 | — | — | 786 | ||||||||||||||||||
Stock-based compensation | 1.3 | 1 | 32 | — | — | 33 | ||||||||||||||||||
November 2, 2013 | 304.6 | $ | 153 | $ | 4,575 | $ | (1,043 | ) | $ | (1,038 | ) | $ | 2,647 | |||||||||||
Comprehensive Income | ||||||||||||||||||||||||
The tax effects allocated to each component of other comprehensive income/(loss) are as follows: | ||||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
November 2, 2013 | October 27, 2012 | |||||||||||||||||||||||
($ in millions) | Gross | Income | Net | Gross | Income | Net | ||||||||||||||||||
Amount | Tax | Amount | Amount | Tax | Amount | |||||||||||||||||||
(Expense)/ | (Expense)/ | |||||||||||||||||||||||
Benefit | Benefit | |||||||||||||||||||||||
REITs | ||||||||||||||||||||||||
Unrealized gain/(loss) | $ | (1 | ) | $ | 1 | $ | — | $ | 1 | $ | — | $ | 1 | |||||||||||
Reclassification adjustment for realized (gain)/loss | — | — | — | (15 | ) | 5 | (10 | ) | ||||||||||||||||
Retirement benefit plans | ||||||||||||||||||||||||
Net actuarial gain/(loss) arising during the period | — | — | — | (125 | ) | 50 | (75 | ) | ||||||||||||||||
Reclassification of net prior service (credit)/cost from a curtailment | — | — | — | (5 | ) | 2 | (3 | ) | ||||||||||||||||
Reclassification for amortization of net actuarial loss/(gain) | 43 | (17 | ) | 26 | 61 | (24 | ) | 37 | ||||||||||||||||
Reclassification for amortization of prior service cost/(credit) | (1 | ) | 1 | — | (4 | ) | 2 | (2 | ) | |||||||||||||||
Total | $ | 41 | $ | (15 | ) | $ | 26 | $ | (87 | ) | $ | 35 | $ | (52 | ) | |||||||||
Nine Months Ended | ||||||||||||||||||||||||
November 2, 2013 | October 27, 2012 | |||||||||||||||||||||||
($ in millions) | Gross | Income | Net | Gross | Income | Net | ||||||||||||||||||
Amount | Tax | Amount | Amount | Tax | Amount | |||||||||||||||||||
(Expense)/ | (Expense)/ | |||||||||||||||||||||||
Benefit | Benefit | |||||||||||||||||||||||
REITs | ||||||||||||||||||||||||
Unrealized gain/(loss) | $ | (1 | ) | $ | 1 | $ | — | $ | 52 | $ | (18 | ) | $ | 34 | ||||||||||
Reclassification adjustment for realized (gain)/loss | — | — | — | (285 | ) | (1) | 101 | (184 | ) | |||||||||||||||
Retirement benefit plans | ||||||||||||||||||||||||
Net actuarial gain/(loss) arising during the period | — | — | — | (125 | ) | 50 | (75 | ) | ||||||||||||||||
Reclassification of net prior service (credit)/cost from a curtailment | — | — | — | (5 | ) | 2 | (3 | ) | ||||||||||||||||
Reclassification for amortization of net actuarial loss/(gain) | 131 | (50 | ) | 81 | 188 | (74 | ) | 114 | ||||||||||||||||
Reclassification for amortization of prior service cost/(credit) | (2 | ) | 1 | (1 | ) | (11 | ) | 5 | (6 | ) | ||||||||||||||
Total | $ | 128 | $ | (48 | ) | $ | 80 | $ | (186 | ) | $ | 66 | $ | (120 | ) | |||||||||
-1 | During the second quarter of 2012, the reclassification adjustment for the Simon Property Group, L.P. (SPG) units of $270 million was calculated by using the closing fair market value per SPG unit of $158.13 on July 19, 2012 for the two million REIT units that were redeemed on July 20, 2012. The REIT units were redeemed at a price of $124.00 per unit (see Note 10). | |||||||||||||||||||||||
The following table shows the changes in accumulated other comprehensive income/(loss) balances for the nine months ended November 2, 2013: | ||||||||||||||||||||||||
($ in millions) | Unrealized | Net Actuarial | Prior Service | Accumulated | ||||||||||||||||||||
Gain/(Loss) | Gain/(Loss) | Credit/(Cost) | Other | |||||||||||||||||||||
on REITs | Comprehensive | |||||||||||||||||||||||
Income/(Loss) | ||||||||||||||||||||||||
February 2, 2013 | $ | 17 | $ | (1,121 | ) | $ | (14 | ) | $ | (1,118 | ) | |||||||||||||
Other comprehensive income/(loss) before reclassifications | — | — | — | — | ||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive income | — | 81 | (1 | ) | 80 | |||||||||||||||||||
Net current-period other comprehensive income | — | 81 | (1 | ) | 80 | |||||||||||||||||||
November 2, 2013 | $ | 17 | $ | (1,040 | ) | $ | (15 | ) | $ | (1,038 | ) | |||||||||||||
Reclassifications out of accumulated other comprehensive income/(loss) are as follows: | ||||||||||||||||||||||||
Amount Reclassified from Accumulated Other | Line Item in the | |||||||||||||||||||||||
Comprehensive Income/(Loss) | Unaudited Interim Consolidated | |||||||||||||||||||||||
Three Months Ended | Nine Months Ended | Statements of Operations | ||||||||||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Realized (gain)/loss on REITs | ||||||||||||||||||||||||
Redemption of SPG REIT units | $ | — | $ | — | $ | — | $ | (270 | ) | Real estate and other, net | ||||||||||||||
Sale of CBL REIT shares | — | (15 | ) | — | (15 | ) | Real estate and other, net | |||||||||||||||||
Tax (expense)/benefit | — | 5 | — | 101 | Income tax expense/(benefit) | |||||||||||||||||||
Total, net of tax | — | (10 | ) | — | (184 | ) | ||||||||||||||||||
Amortization of retirement benefit plans | ||||||||||||||||||||||||
Actuarial loss/(gain)(1) | 44 | 61 | 132 | 188 | Pension | |||||||||||||||||||
Prior service cost/(credit)(1) | 1 | — | 4 | — | Pension | |||||||||||||||||||
Actuarial loss/(gain)(1) | (1 | ) | — | (1 | ) | — | SG&A | |||||||||||||||||
Prior service cost/(credit)(1) | (2 | ) | (4 | ) | (6 | ) | (11 | ) | SG&A | |||||||||||||||
Prior service (credit)/cost from a curtailment | — | (5 | ) | — | (5 | ) | Restructuring and management transition | |||||||||||||||||
Tax (expense)/benefit | (16 | ) | (20 | ) | (49 | ) | (67 | ) | Income tax expense/(benefit) | |||||||||||||||
Total, net of tax | 26 | 32 | 80 | 105 | ||||||||||||||||||||
Total reclassifications | $ | 26 | $ | 22 | $ | 80 | $ | (79 | ) | |||||||||||||||
-1 | These accumulated other comprehensive components are included in the computation of net periodic benefits expense/(income). See Note 8 for additional details. | |||||||||||||||||||||||
Issuance of Common Stock | ||||||||||||||||||||||||
On October 1, 2013, we issued 84 million shares of common stock with a par value of $0.50 per share for $9.65 per share for total net proceeds of $786 million after $24 million of fees. | ||||||||||||||||||||||||
Stockholders' Rights Agreement | ||||||||||||||||||||||||
As authorized by our Company’s Board of Directors, the Company adopted a Rights Agreement, dated as of August 22, 2013 (Rights Agreement), by and between the Company and Computershare Inc., as Rights Agent. Pursuant to the terms of the Rights Agreement that expires on August 20, 2014, one preferred stock purchase right (a Right) was attached to each outstanding share of Common Stock of $0.50 par value of the Company (Common Stock) held by holders of record as of the close of business on September 3, 2013. Additionally, the Company will issue one Right with each new share of Common Stock issued. The Rights, registered on August 23, 2013, will initially trade with and be inseparable from our Common Stock and will not be evidenced by separate certificates unless they become exercisable. | ||||||||||||||||||||||||
Each Right entitles its holder to purchase from the Company 1/1000th of a share of a newly authorized series of participating preferred stock at an exercise price of $55.00, subject to adjustment in accordance with the terms of the Rights Agreement, once the Rights become exercisable. In general terms, under the Rights Agreement, the Rights become exercisable if any person or group acquires 10% or more of the Common Stock or, in the case of any person or group that owned 10% or more of the Common Stock as of August 22, 2013, upon the acquisition of any additional shares by such person or group. In addition, the Company, its subsidiaries, employee benefit plans of the Company or any of its subsidiaries, and any entity holding Common Stock for or pursuant to the terms of any such plan, are excepted. Upon exercise of the Right in accordance with the Rights Agreement, the holder would be able to purchase a number of shares of Common Stock from the Company having an aggregate market value (as defined in the Rights Agreement) equal to twice the then-current exercise price for an amount in cash equal to the then-current exercise price. The Rights will not prevent a takeover of our Company, but may cause substantial dilution to a person that acquires 10% or more of our Common Stock. |
StockBased_Compensation
Stock-Based Compensation | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Stock-Based Compensation [Abstract] | ' | |||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
Stock-Based Compensation | ||||||||||||||||
We grant stock-based compensation awards to employees and non-employee directors under our equity compensation plan. On May 18, 2012, our stockholders approved the J. C. Penney Company, Inc. 2012 Long-Term Incentive Plan (2012 Plan), reserving 7 million shares for future grants (1.5 million newly authorized shares plus up to 5.5 million reserved but unissued shares from our prior 2009 Long-Term Incentive Plan (2009 Plan)). In addition, shares underlying any outstanding stock award or stock option grant canceled prior to vesting or exercise become available for use under the 2012 Plan. The 2009 Plan terminated on May 18, 2012, except for outstanding awards, and all subsequent awards have been granted under the 2012 Plan. As of November 2, 2013, there were approximately 4.6 million shares of stock available for future grant under the 2012 Plan. | ||||||||||||||||
On March 4, 2013, we granted awards to employees consisting of approximately 70,000 stock options at an option price of $16.74 and a fair value of $7.88 per option and approximately 94,000 time-based restricted stock units (RSU’s) with a fair value of $16.74 per RSU award. | ||||||||||||||||
On April 3, 2013, we made an annual grant to employees consisting of approximately 3.3 million stock options at an option price of $14.43 and a fair value of $7.07 per option, approximately 621,000 time-based RSU’s with a fair value of $14.43 per RSU award and approximately 998,000 performance-based restricted stock units (PBRSU’s) with a fair value of $14.43 per PBRSU award. The number of PBRSU’s that ultimately vest is dependent on the achievement of a 2013 internal profitability target (performance condition). | ||||||||||||||||
During the second quarter of 2013, we granted approximately 74,000 stock options to employees at an option price of $18.98 and a fair value of $9.35 per option. Additionally, we granted approximately 77,000 time-based RSU's to employees with a fair value of $18.98 per RSU award as well as approximately 64,000 time-based RSU's to directors with a fair value of $18.72 per RSU award. | ||||||||||||||||
During the third quarter of 2013, we granted approximately 65,000 time-based RSU's to employees with a fair value of $13.20 per RSU award and approximately 9,000 time-based RSUs to directors with a fair value of $13.83 per RSU award. | ||||||||||||||||
The following table presents total stock-based compensation costs by line item in the unaudited Interim Consolidated Statements of Operations: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
SG&A | $ | 5 | $ | 11 | $ | 19 | $ | 34 | ||||||||
Cost of goods sold | 1 | 1 | 3 | 4 | ||||||||||||
Restructuring and management transition (Note 9) | 1 | — | 17 | 9 | ||||||||||||
Total stock-based compensation | $ | 7 | $ | 12 | $ | 39 | $ | 47 | ||||||||
Retirement_Benefit_Plans
Retirement Benefit Plans | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Retirement Benefit Plans [Abstract] | ' | |||||||||||||||
Retirement Benefit Plans | ' | |||||||||||||||
Retirement Benefit Plans | ||||||||||||||||
The components of net periodic benefit expense/(income) for our non-contributory qualified defined benefit pension plan (Primary Pension Plan), non-contributory supplemental pension plans and contributory postretirement health and welfare plan are as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
Primary Pension Plan | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | 20 | $ | 21 | $ | 59 | $ | 67 | ||||||||
Interest cost | 51 | 61 | 153 | 185 | ||||||||||||
Expected return on plan assets | (85 | ) | (95 | ) | (255 | ) | (284 | ) | ||||||||
Amortization of actuarial loss/(gain) | 38 | 55 | 114 | 171 | ||||||||||||
Amortization of prior service cost/(credit) | 1 | — | 4 | — | ||||||||||||
Net periodic benefit expense/(income) | $ | 25 | $ | 42 | $ | 75 | $ | 139 | ||||||||
Supplemental Pension Plans | ||||||||||||||||
Service cost | $ | — | $ | — | $ | — | $ | 1 | ||||||||
Interest cost | 3 | 3 | 9 | 10 | ||||||||||||
Amortization of actuarial loss/(gain) | 6 | 6 | 18 | 17 | ||||||||||||
Amortization of prior service cost/(credit) | — | — | — | — | ||||||||||||
Net periodic benefit expense/(income) | $ | 9 | $ | 9 | $ | 27 | $ | 28 | ||||||||
Primary and Supplemental Pension Plans Total | ||||||||||||||||
Service cost | $ | 20 | $ | 21 | $ | 59 | $ | 68 | ||||||||
Interest cost | 54 | 64 | 162 | 195 | ||||||||||||
Expected return on plan assets | (85 | ) | (95 | ) | (255 | ) | (284 | ) | ||||||||
Amortization of actuarial loss/(gain) | 44 | 61 | 132 | 188 | ||||||||||||
Amortization of prior service cost/(credit) | 1 | — | 4 | — | ||||||||||||
Net periodic benefit expense/(income) | $ | 34 | $ | 51 | $ | 102 | $ | 167 | ||||||||
Postretirement Health and Welfare Plan | ||||||||||||||||
Service cost | $ | — | $ | — | $ | — | $ | — | ||||||||
Interest cost | 1 | — | 1 | 1 | ||||||||||||
Amortization of actuarial loss/(gain) | (1 | ) | — | (1 | ) | — | ||||||||||
Amortization of prior service cost/(credit) | (2 | ) | (4 | ) | (6 | ) | (11 | ) | ||||||||
Net periodic benefit expense/(income) | $ | (2 | ) | $ | (4 | ) | $ | (6 | ) | $ | (10 | ) | ||||
Retirement Benefit Plans Total | ||||||||||||||||
Service cost | $ | 20 | $ | 21 | $ | 59 | $ | 68 | ||||||||
Interest cost | 55 | 64 | 163 | 196 | ||||||||||||
Expected return on plan assets | (85 | ) | (95 | ) | (255 | ) | (284 | ) | ||||||||
Amortization of actuarial loss/(gain) | 43 | 61 | 131 | 188 | ||||||||||||
Amortization of prior service cost/(credit) | (1 | ) | (4 | ) | (2 | ) | (11 | ) | ||||||||
Net periodic benefit expense/(income) | $ | 32 | $ | 47 | $ | 96 | $ | 157 | ||||||||
Net periodic benefit expense/(income) for our noncontributory postretirement health and welfare plan is predominantly included in SG&A expense in the unaudited Interim Consolidated Statements of Operations. | ||||||||||||||||
Curtailments | ||||||||||||||||
During the first half of 2012, we took actions to reduce our work force. During the third quarter of 2012, when substantially all employee exits were completed, we recorded a net curtailment gain of $7 million due to the reduction in the expected years of future service related to our retirement benefit plans. The net curtailment gain is included in the line item Restructuring and management transition in the unaudited Interim Consolidated Statements of Operations (see Note 9). | ||||||||||||||||
Defined Contribution Plans | ||||||||||||||||
Our defined contribution plans include a qualified Savings, Profit-Sharing and Stock Ownership Plan (401(k) plan), which includes a non-contributory retirement account, and a non-qualified contributory unfunded mirror savings plan offered to certain members of management. Total expense for our defined contribution plans for the third quarters of 2013 and 2012 was $12 million and $13 million, respectively, and was predominantly included in SG&A expenses in the unaudited Interim Consolidated Statements of Operations. Total expense for the first nine months of 2013 and 2012 was $38 million and $43 million, respectively. |
Restructuring_and_Management_T
Restructuring and Management Transition | 9 Months Ended | |||||||||||||||||||||||
Nov. 02, 2013 | ||||||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ' | |||||||||||||||||||||||
Restructuring and Management Transition | ' | |||||||||||||||||||||||
Restructuring and Management Transition | ||||||||||||||||||||||||
The composition of restructuring and management transition charges was as follows: | ||||||||||||||||||||||||
Three Months Ended | Nine Months Ended | Cumulative | ||||||||||||||||||||||
Amount Through | ||||||||||||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | November 2, 2013 | |||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Supply chain | $ | — | $ | 3 | $ | — | $ | 19 | $ | 60 | ||||||||||||||
Home office and stores | (6 | ) | 4 | 26 | 105 | 180 | ||||||||||||||||||
Software and systems | — | — | — | 36 | 36 | |||||||||||||||||||
Store fixtures | 10 | 18 | 55 | 60 | 133 | |||||||||||||||||||
Management transition | 3 | 6 | 32 | 36 | 203 | |||||||||||||||||||
Other | 39 | 3 | 52 | 13 | 100 | |||||||||||||||||||
Total | $ | 46 | $ | 34 | $ | 165 | $ | 269 | $ | 712 | ||||||||||||||
Supply chain | ||||||||||||||||||||||||
As a result of consolidating and streamlining our supply chain organization as part of a restructuring program that began in 2011, during the three and nine months ended October 27, 2012 we recorded charges of $3 million and $19 million, respectively, related to increased depreciation, termination benefits and unit closing costs. This restructuring activity was completed during the third quarter of 2012. | ||||||||||||||||||||||||
Home office and stores | ||||||||||||||||||||||||
During the three months ended November 2, 2013 and October 27, 2012, we recorded a $6 million credit and $4 million of net charges, respectively, associated with employee termination benefits for actions to reduce our store and home office expenses. The $6 million credit for the third quarter of 2013 resulted from termination benefits paid that were lower than expected primarily because employees found other positions within the Company and revisions were made to the restructuring plan. During the third quarter of 2012, when substantially all employee exits were completed, we recorded a net curtailment gain of $7 million (see Note 8). The net curtailment gain was more than offset by charges associated with employee termination benefits of $11 million. During the nine months ended November 2, 2013 and October 27, 2012, we recorded net charges of $26 million and $105 million, respectively, related to store and home office employee termination benefits. | ||||||||||||||||||||||||
Software and systems | ||||||||||||||||||||||||
During the nine months ended October 27, 2012, we recorded a charge of $36 million related to the disposal of software and systems that based on our evaluation no longer supported our then current strategy. Included in this amount is $3 million of consulting fees related to that evaluation. | ||||||||||||||||||||||||
Store fixtures | ||||||||||||||||||||||||
During the three months ended November 2, 2013, we recorded $2 million for the impairment of certain store fixtures related to our former shops strategy that were used in our prototype department store and $8 million of increased depreciation as a result of shortening the useful lives of fixtures in our department stores that were replaced during the first nine months of 2013. During the nine months ended November 2, 2013, we recorded $7 million of charges for the write-off of store fixtures related to the renovations in our home department and $37 million of increased depreciation as a result of shortening the useful lives of fixtures in our department stores that were replaced during the first nine months of 2013. In addition, during the nine months ended November 2, 2013, we recorded $11 million of charges for the impairment of certain store fixtures related to our former shops strategy that were used in our prototype department store. | ||||||||||||||||||||||||
During the three months ended October 27, 2012, we recorded $11 million of charges related to the removal of store fixtures in our department stores. In addition, we recorded $7 million of increased depreciation as a result of shortening the useful lives of fixtures in our department stores that were replaced throughout 2013 with the build out of additional attractions. During the nine months ended October 27, 2012, we recorded charges of $60 million related to the write-off and increased depreciation for store fixtures that were replaced with new store attraction fixtures. | ||||||||||||||||||||||||
Management transition | ||||||||||||||||||||||||
During the three months ended November 2, 2013 and October 27, 2012, we implemented several changes within our management leadership team that resulted in management transition costs of $3 million and $6 million, respectively, for both incoming and outgoing members of management. During the nine months ended November 2, 2013 and October 27, 2012, we recorded management transition charges of $32 million and $36 million, respectively. | ||||||||||||||||||||||||
Other | ||||||||||||||||||||||||
During the three months ended November 2, 2013 and October 27, 2012, we recorded $39 million and $3 million, respectively, of miscellaneous restructuring charges. During the nine months ended November 2, 2013 and October 27, 2012, we recorded $52 million and $13 million, respectively, of miscellaneous restructuring charges. The charges during 2013 were primarily related to contract termination costs and other costs associated with our previous marketing and shops strategy, including a non-cash charge of $36 million during the third quarter relating to the return of shares of Martha Stewart Living Omnimedia Inc. previously acquired by the Company, which was accounted for as a cost investment (Note 5). The charges in the first quarter of 2012 were primarily related to the exit of our specialty websites CLAD™ and Gifting Grace™, and the charges in the second quarter of 2012 were primarily related to costs associated with the closing of our Pittsburgh, Pennsylvania customer call center. | ||||||||||||||||||||||||
Activity for the restructuring and management transition liability for the nine months ended November 2, 2013 was as follows: | ||||||||||||||||||||||||
($ in millions) | Supply | Home Office | Store | Management | Other | Total | ||||||||||||||||||
Chain | and Stores | Fixtures | Transition | |||||||||||||||||||||
February 2, 2013 | $ | 2 | $ | 4 | $ | — | $ | — | $ | 12 | $ | 18 | ||||||||||||
Charges | — | 26 | (1) | 55 | 32 | 52 | 165 | |||||||||||||||||
Cash payments | (2 | ) | (27 | ) | — | (16 | ) | (15 | ) | (60 | ) | |||||||||||||
Non-cash | — | (2 | ) | (55 | ) | (16 | ) | (36 | ) | (109 | ) | |||||||||||||
November 2, 2013 | $ | — | $ | 1 | $ | — | $ | — | $ | 13 | $ | 14 | ||||||||||||
(1) Includes the $6 million credit in the third quarter of 2013 resulting from termination benefits paid that were lower than expected primarily because employees found other positions within the Company and revisions were made to the restructuring plan. | ||||||||||||||||||||||||
Non-cash amounts represent charges that do not result in cash expenditures including increased depreciation, write-off of store fixtures and a cost investment and stock-based compensation expense for accelerated vesting related to terminations. |
Real_Estate_and_Other_Net
Real Estate and Other, Net | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Real Estate and Other, Net [Abstract] | ' | |||||||||||||||
Real Estate and Other, Net | ' | |||||||||||||||
Real Estate and Other, Net | ||||||||||||||||
Real estate and other consists of ongoing operating income from our real estate subsidiaries whose investments are in REITs, as well as investments in joint ventures that own regional mall properties. Real estate and other also includes net gains from the sale of facilities and equipment that are no longer used in operations, asset impairments and other non-operating charges and credits. The composition of real estate and other, net was as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Gain on sale or redemption of non-operating assets, net: | ||||||||||||||||
Redemption of SPG REIT units | $ | — | $ | — | $ | — | $ | (200 | ) | |||||||
Sale of CBL & Associates Properties, Inc. (CBL) REIT shares | — | (15 | ) | — | (15 | ) | ||||||||||
Sale of leveraged leases | — | (28 | ) | — | (28 | ) | ||||||||||
Sale of investment in joint ventures | (23 | ) | (151 | ) | (85 | ) | (151 | ) | ||||||||
Sale of other non-operating assets | (1 | ) | (3 | ) | (1 | ) | (3 | ) | ||||||||
Net gain on sale or redemption of non-operating assets | (24 | ) | (197 | ) | (86 | ) | (397 | ) | ||||||||
Dividend income from REITs | — | (1 | ) | — | (6 | ) | ||||||||||
Investment income from joint ventures | (1 | ) | (3 | ) | (5 | ) | (9 | ) | ||||||||
Gain on sale of operating assets | — | — | (18 | ) | — | |||||||||||
Other | (2 | ) | 4 | (8 | ) | — | ||||||||||
Real estate and other (income)/expense, net | $ | (27 | ) | $ | (197 | ) | $ | (117 | ) | $ | (412 | ) | ||||
REIT Assets | ||||||||||||||||
On July 20, 2012, SPG redeemed two million of our REIT units at a price of $124.00 per unit for a total redemption price of $246 million, net of fees. As of the market close on July 19, 2012, the SPG REIT units had a fair market value of $158.13 per unit. In connection with the redemption, we realized a net gain of $200 million determined using the first-in-first-out method for determining the cost of REIT units sold. Following the transaction, we continue to hold approximately 205,000 REIT units in SPG. | ||||||||||||||||
On October 23, 2012, we sold all of our CBL REIT shares at a price of $21.35 per share for a total price of $40 million, net of fees. In connection with the sale, we realized a net gain of $15 million. | ||||||||||||||||
Leveraged Leases | ||||||||||||||||
During the third quarter of 2012, we sold all of our leveraged lease assets for $146 million, net of fees. The investments in the leveraged lease assets as of the dates of the sales were $118 million and we recorded a net gain of $28 million. | ||||||||||||||||
Joint Venture | ||||||||||||||||
During the third quarter of 2013, we sold our investment in three joint ventures for $32 million, resulting in a net gain of $23 million. During the second quarter of 2013, we sold our investment in a joint venture for $55 million, resulting in a net gain of $62 million. The gain exceeded the cash proceeds as a result of distributions of cash related to refinancing transactions in prior periods that were recorded as net reductions in the carrying amount of the investment. The net book value of the joint venture investment was a negative $7 million and was included in Other liabilities in the unaudited Interim Consolidated Balance Sheets. | ||||||||||||||||
During the third quarter of 2012, we sold our investments in four joint ventures for $90 million, resulting in net gains totaling $151 million. The gain exceeded the cash proceeds as a result of distributions of cash related to refinancing transactions in prior periods that were recorded as net reductions in the carrying amount of the investments. The cumulative net book value of the joint venture investments was a negative $61 million. | ||||||||||||||||
Other Non-Operating Assets | ||||||||||||||||
During the third quarter of 2013, we sold approximately 10 acres of excess land for net proceeds and gain of $1 million. During the third quarter of 2012, we sold a building used in our former drugstore operations for net proceeds and a gain of $3 million. | ||||||||||||||||
Operating Assets | ||||||||||||||||
During the first quarter of 2013, we sold our leasehold interest of a former department store location with a net book value of $2 million for net proceeds of $18 million, realizing a gain of $16 million. During the second quarter of 2013, we sold two properties, realizing a gain of $2 million. |
Income_Taxes
Income Taxes | 9 Months Ended |
Nov. 02, 2013 | |
Income Taxes [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
The income tax benefit for the three months ended November 2, 2013 was $11 million as compared to $88 million for the three months ended October 27, 2012. The effective tax rate for the three months ended November 2, 2013 was (2.2)% as compared to (41.7)% for the three months ended October 27, 2012. The income tax benefit for the nine months ended November 2, 2013 was $228 million compared to $301 million for the nine months ended October 27, 2012. The effective tax rate for the nine months ended November 2, 2013 was (13.8)% compared to (41.0)% for the nine months ended October 27, 2012. Our effective tax rate for the three and nine months ended November 2, 2013 was negatively impacted by increases to the tax valuation allowance for deferred tax assets of $184 million and $416 million, respectively. | |
In assessing the need for the valuation allowance, we considered both positive and negative evidence related to the likelihood of realization of the deferred tax assets. As a result of our assessment, we concluded that, beginning in the second quarter of 2013, our estimate of the realization of deferred tax assets would be based solely on the future reversals of existing taxable temporary differences and tax planning strategies that we would make use of to accelerate taxable income to utilize expiring carryforwards. Accordingly, in the third quarter of 2013, the valuation allowance was increased to offset the net deferred tax assets created in the quarter relating primarily to the increase in net operating loss carryforwards. A valuation allowance of $482 million has been recorded against our deferred tax assets as of November 2, 2013. This resulted in an increase to the valuation allowance during the quarter ended November 2, 2013 of $184 million, of which $154 million relates to the increase in the deferred tax assets created for federal net operating loss carryforwards and $30 million relates to deferred tax assets created for state net operating loss carryforwards. | |
As a result of the valuation allowance, for the three months ended November 2, 2013, we recorded a net tax benefit of only $11 million. The net tax benefit consists of a $16 million non-cash benefit relating to other comprehensive income, offset by state and foreign tax expenses of $3 million and $2 million of tax expense on the amortization of certain indefinite-lived intangible assets that were not available to offset existing deferred taxes. In accordance with accounting standards, we are required to allocate a portion of our tax provision between operating losses and accumulated other comprehensive income. Application of this guidance required the recognition of a non-cash income tax benefit of $16 million in operating results, offset by a $16 million charge to other comprehensive income for the quarter. | |
As of November 2, 2013, we have approximately $2.5 billion of net operating losses available for U.S. federal income tax purposes which expire in 2032 and 2033 for which a net deferred tax asset of $527 million has been recorded, net of a valuation allowance of $337 million. A net deferred tax asset of $50 million, net of a valuation allowance of $145 million, has been recorded for state net operating losses that expire at various dates through 2033. |
Litigation_Other_Contingencies
Litigation, Other Contingencies and Guarantees | 9 Months Ended |
Nov. 02, 2013 | |
Litigation, Other Contingencies and Guarantees [Abstract] | ' |
Litigation, Other Contingencies and Guarantees | ' |
Litigation, Other Contingencies and Guarantees | |
Litigation | |
Macy’s Litigation | |
On August 16, 2012, Macy’s, Inc. and Macy’s Merchandising Group, Inc. (together the Plaintiffs) filed suit against J. C. Penney Corporation, Inc. in the Supreme Court of the State of New York, County of New York, alleging that the Company tortiously interfered with, and engaged in unfair competition relating to a 2006 agreement between Macy’s and Martha Stewart Living Omnimedia, Inc. (MSLO) by entering into a partnership agreement with MSLO in December 2011. The Plaintiffs seek primarily to prevent the Company from implementing our partnership agreement with MSLO as it relates to products in the bedding, bath, kitchen and cookware categories. The suit was consolidated with an already-existing breach of contract lawsuit by the Plaintiffs against MSLO, and a bench trial commenced on February 20, 2013. On March 7, 2013, the judge adjourned the trial until April 8, 2013, and ordered the parties into mediation. The parties did not reach a settlement, and the trial continued on April 8, 2013. The parties concluded their presentations of evidence on April 26, 2013, and completed post-trial briefs in late May, 2013. The court held closing arguments on August 1, 2013. The court has not yet issued a final decision in the case. On October 21, 2013, the Company and MSLO entered into an amendment of the partnership agreement, providing in part that the Company will not sell MSLO-designed merchandise in the bedding, bath, kitchen and cookware categories. While no assurance can be given as to the ultimate outcome of this matter, we currently believe that the final resolution of this action will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. | |
Other Legal Proceedings | |
We are subject to various legal and governmental proceedings involving routine litigation incidental to our business. Reserves have been established based on our best estimates of our potential liability in certain of these matters. These estimates have been developed in consultation with in-house and outside counsel. While no assurance can be given as to the ultimate outcome of these matters, management currently believes that the final resolution of these actions, individually or in the aggregate, will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources. | |
Contingencies | |
As of November 2, 2013, we estimated our total potential environmental liabilities to range from $17 million to $24 million and recorded our best estimate of $18 million in other liabilities in the unaudited Interim Consolidated Balance Sheet as of that date. This estimate covered potential liabilities primarily related to underground storage tanks, remediation of environmental conditions involving our former drugstore locations and asbestos removal in connection with approved plans to renovate or dispose of our facilities. We continue to assess required remediation and the adequacy of environmental reserves as new information becomes available and known conditions are further delineated. If we were to incur losses at the upper end of the estimated range, we do not believe that such losses would have a material adverse effect on our results of operations, financial position, liquidity or capital resources. | |
Guarantees | |
As of November 2, 2013, we had a guarantee totaling $20 million for the maximum exposure on insurance reserves established by a former subsidiary included in the sale of our Direct Marketing Services business. In connection with the sale of the operations of our outlet stores, we assigned leases on 7 outlet store locations to the purchaser. In the event that the purchaser fails to make the required lease payments, we continue for a period of time to be liable for lease payments to each landlord of the 7 assigned leases. The purchaser’s obligations under the leases are guaranteed to us by certain principals and affiliates of the purchaser. However, the purchaser has elected to exit the outlet business and is expected to terminate the leases with the landlords. Consequently, we expect that our continuing obligations under each lease will be extinguished in connection with each termination. As of November 2, 2013, our maximum liability in connection with the assigned leases is $9 million. | |
In connection with the redemption of two million of our SPG REIT units, we agreed to make future capital contributions to SPG under certain circumstances. Capital contributions would be required only if (i) one or more unsecured senior notes or term loans of SPG are in default and (ii) the aggregate amount received and/or realized by the lenders with respect to such notes or loans upon the exhaustion of all other remedies available to them is less than the maximum amount of all capital contribution commitments of the Company and other parties with similar commitments. Our contribution obligation is subject to a maximum aggregate amount of $360 million, and is proportionate to our share of all similar commitments provided by the Company and other parties. Under certain circumstances, including the disposition of its remaining SPG REIT units, the Company can terminate its obligation. On November 19, 2013, our SPG REIT units were converted to shares and, as a result, the capital contribution obligation will terminate 90 days from that date. The possibility that we would be required to make a contribution is considered remote, and as such, no amount has been recorded in the unaudited Interim Consolidated Financial Statements. |
Recently_Issued_Accounting_Pro
Recently Issued Accounting Pronouncement | 9 Months Ended |
Nov. 02, 2013 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ' |
Recently Issued Accounting Pronouncement | ' |
Recently Issued Accounting Pronouncement | |
In July 2013, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2013-11, Income Taxes (Topic 740) - Presentation of an Unrecognized Tax Benefit when a Net Operating Loss Carryforward or Tax Credit Carryforward Exists. This update provides that an entity’s unrecognized tax benefit, or a portion of its unrecognized tax benefit, should be presented in its financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with one exception. That exception states that, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This update applies prospectively to all entities that have unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. Retrospective application is also permitted. This update is effective for annual periods, and interim periods within those years, beginning after December 15, 2013. We do not anticipate the adoption to have a material impact on our consolidated results operations, cash flows or financial position. |
Basis_of_Presentation_and_Cons1
Basis of Presentation and Consolidation (Policy) | 9 Months Ended |
Nov. 02, 2013 | |
Basis of Presentation and Consolidation [Abstract] | ' |
Consolidation, Policy | ' |
J. C. Penney Company, Inc. is a holding company whose principal operating subsidiary is J. C. Penney Corporation, Inc. (JCP). JCP was incorporated in Delaware in 1924, and J. C. Penney Company, Inc. was incorporated in Delaware in 2002, when the holding company structure was implemented. The holding company has no independent assets or operations, and no direct subsidiaries other than JCP. The holding company and its consolidated subsidiaries, including JCP, are collectively referred to in this quarterly report as “we,” “us,” “our,” “ourselves” or the “Company,” unless otherwise indicated. | |
J. C. Penney Company, Inc. is a co-obligor (or guarantor, as appropriate) regarding the payment of principal and interest on JCP’s outstanding debt securities. The guarantee of certain of JCP’s outstanding debt securities by J. C. Penney Company, Inc. is full and unconditional. | |
These unaudited Interim Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and in accordance with the rules and regulations of the Securities and Exchange Commission (SEC). The accompanying unaudited Interim Consolidated Financial Statements, in our opinion, include all material adjustments necessary for a fair presentation and should be read in conjunction with the audited Consolidated Financial Statements and notes thereto in our Annual Report on Form 10-K for the fiscal year ended February 2, 2013 (2012 Form 10-K). We follow substantially the same accounting policies to prepare quarterly financial statements as are followed in preparing annual financial statements. A description of such significant accounting policies is included in the 2012 Form 10-K. The February 2, 2013 financial information was derived from the audited Consolidated Financial Statements, with related footnotes, included in the 2012 Form 10-K. Because of the seasonal nature of the retail business, operating results for interim periods are not necessarily indicative of the results that may be expected for the full year. | |
Fiscal Period, Policy | ' |
Fiscal Year | |
Our fiscal year ends on the Saturday closest to January 31. As used herein, “three months ended November 2, 2013” and “three months ended October 27, 2012” refer to the 13-week periods ended November 2, 2013 and October 27, 2012, respectively. “Nine months ended November 2, 2013” and “nine months ended October 27, 2012,” refer to the 39-week periods ended November 2, 2013 and October 27, 2012, respectively. Fiscal year 2013 contains 52 weeks and fiscal year 2012 contained 53 weeks. | |
Use of Estimates, Policy | ' |
Use of Estimates and Assumptions | |
The preparation of unaudited Interim Consolidated Financial Statements, in conformity with GAAP, requires us to make assumptions and use estimates that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to: inventory valuation under the retail method; valuation of long-lived assets and indefinite-lived intangible assets for impairments; estimation of reserves and valuation allowances specifically related to closed stores, insurance, income taxes, litigation and environmental contingencies and pension accounting. | |
Reclassification, Policy | ' |
Certain reclassifications were made to prior period amounts to conform to the current period presentation. None of the reclassifications affected our net income/(loss) in any period. |
EarningsLoss_per_Share_Tables
Earnings/(Loss) per Share (Tables) | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Earnings/(Loss) per Share | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(in millions, except per share data) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Earnings/(loss) | ||||||||||||||||
Net income/(loss) | $ | (489 | ) | $ | (123 | ) | $ | (1,423 | ) | $ | (433 | ) | ||||
Shares | ||||||||||||||||
Weighted average common shares outstanding (basic shares) | 251.8 | (1) | 219.4 | 230.8 | (1) | 219.1 | ||||||||||
Adjustment for assumed dilution: | ||||||||||||||||
Stock options, restricted stock awards and warrant | — | — | — | — | ||||||||||||
Weighted average shares assuming dilution (diluted shares) | 251.8 | 219.4 | 230.8 | 219.1 | ||||||||||||
EPS | ||||||||||||||||
Basic | $ | (1.94 | ) | $ | (0.56 | ) | $ | (6.17 | ) | $ | (1.98 | ) | ||||
Diluted | $ | (1.94 | ) | $ | (0.56 | ) | $ | (6.17 | ) | $ | (1.98 | ) | ||||
(1) On October 1, 2013, we issued 84 million shares of common stock with a par value of $0.50 per share. | ||||||||||||||||
Antidilutive common stock | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(Shares in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Stock options, restricted stock awards and warrant | 23.9 | 25 | 24.6 | 25.3 | ||||||||||||
Fair_Value_Disclosures_Tables
Fair Value Disclosures (Tables) | 9 Months Ended | |||||||||||||||||||||||
Nov. 02, 2013 | ||||||||||||||||||||||||
Fair Value Disclosures | ' | |||||||||||||||||||||||
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | ' | |||||||||||||||||||||||
REIT Assets at Fair Value | ||||||||||||||||||||||||
($ in millions) | Cost | Quoted Prices in Active | Significant Other | Significant | ||||||||||||||||||||
Basis | Markets of Identical Assets | Observable Inputs | Unobservable Inputs | |||||||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||
November 2, 2013 | $ | 7 | $ | 32 | $ | — | $ | — | ||||||||||||||||
October 27, 2012 | 9 | 32 | — | — | ||||||||||||||||||||
February 2, 2013 | 7 | 33 | — | — | ||||||||||||||||||||
Fair Value, by Balance Sheet Grouping [Table Text Block] | ' | |||||||||||||||||||||||
November 2, 2013 | October 27, 2012 | February 2, 2013 | ||||||||||||||||||||||
($ in millions) | Carrying | Fair | Carrying | Fair | Carrying | Fair | ||||||||||||||||||
Amount | Value | Amount | Value | Amount | Value | |||||||||||||||||||
Long-term debt, including current maturities | $ | 4,868 | $ | 4,252 | $ | 2,868 | $ | 2,706 | $ | 2,868 | $ | 2,456 | ||||||||||||
Cost investment (Note 9) | — | — | 36 | — | 36 | — | ||||||||||||||||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | |||||||||||||||||||||||
Nov. 02, 2013 | ||||||||||||||||||||||||
Stockholders' Equity Note [Abstract] | ' | |||||||||||||||||||||||
Schedule of Stockholders Equity [Table Text Block] | ' | |||||||||||||||||||||||
(in millions) | Number | Common | Additional | Reinvested | Accumulated | Total | ||||||||||||||||||
of | Stock | Paid-in | Earnings/ | Other | Stockholders’ | |||||||||||||||||||
Common | Capital | (Accumulated | Comprehensive | Equity | ||||||||||||||||||||
Shares | Deficit) | Income/(Loss) | ||||||||||||||||||||||
February 2, 2013 | 219.3 | $ | 110 | $ | 3,799 | $ | 380 | $ | (1,118 | ) | $ | 3,171 | ||||||||||||
Net income/(loss) | — | — | — | $ | (1,423 | ) | — | $ | (1,423 | ) | ||||||||||||||
Other comprehensive income/(loss) | — | — | — | — | 80 | $ | 80 | |||||||||||||||||
Common stock issued | 84 | 42 | 744 | — | — | 786 | ||||||||||||||||||
Stock-based compensation | 1.3 | 1 | 32 | — | — | 33 | ||||||||||||||||||
November 2, 2013 | 304.6 | $ | 153 | $ | 4,575 | $ | (1,043 | ) | $ | (1,038 | ) | $ | 2,647 | |||||||||||
Schedule of Comprehensive Income (Loss) [Table Text Block] | ' | |||||||||||||||||||||||
Three Months Ended | ||||||||||||||||||||||||
November 2, 2013 | October 27, 2012 | |||||||||||||||||||||||
($ in millions) | Gross | Income | Net | Gross | Income | Net | ||||||||||||||||||
Amount | Tax | Amount | Amount | Tax | Amount | |||||||||||||||||||
(Expense)/ | (Expense)/ | |||||||||||||||||||||||
Benefit | Benefit | |||||||||||||||||||||||
REITs | ||||||||||||||||||||||||
Unrealized gain/(loss) | $ | (1 | ) | $ | 1 | $ | — | $ | 1 | $ | — | $ | 1 | |||||||||||
Reclassification adjustment for realized (gain)/loss | — | — | — | (15 | ) | 5 | (10 | ) | ||||||||||||||||
Retirement benefit plans | ||||||||||||||||||||||||
Net actuarial gain/(loss) arising during the period | — | — | — | (125 | ) | 50 | (75 | ) | ||||||||||||||||
Reclassification of net prior service (credit)/cost from a curtailment | — | — | — | (5 | ) | 2 | (3 | ) | ||||||||||||||||
Reclassification for amortization of net actuarial loss/(gain) | 43 | (17 | ) | 26 | 61 | (24 | ) | 37 | ||||||||||||||||
Reclassification for amortization of prior service cost/(credit) | (1 | ) | 1 | — | (4 | ) | 2 | (2 | ) | |||||||||||||||
Total | $ | 41 | $ | (15 | ) | $ | 26 | $ | (87 | ) | $ | 35 | $ | (52 | ) | |||||||||
Nine Months Ended | ||||||||||||||||||||||||
November 2, 2013 | October 27, 2012 | |||||||||||||||||||||||
($ in millions) | Gross | Income | Net | Gross | Income | Net | ||||||||||||||||||
Amount | Tax | Amount | Amount | Tax | Amount | |||||||||||||||||||
(Expense)/ | (Expense)/ | |||||||||||||||||||||||
Benefit | Benefit | |||||||||||||||||||||||
REITs | ||||||||||||||||||||||||
Unrealized gain/(loss) | $ | (1 | ) | $ | 1 | $ | — | $ | 52 | $ | (18 | ) | $ | 34 | ||||||||||
Reclassification adjustment for realized (gain)/loss | — | — | — | (285 | ) | (1) | 101 | (184 | ) | |||||||||||||||
Retirement benefit plans | ||||||||||||||||||||||||
Net actuarial gain/(loss) arising during the period | — | — | — | (125 | ) | 50 | (75 | ) | ||||||||||||||||
Reclassification of net prior service (credit)/cost from a curtailment | — | — | — | (5 | ) | 2 | (3 | ) | ||||||||||||||||
Reclassification for amortization of net actuarial loss/(gain) | 131 | (50 | ) | 81 | 188 | (74 | ) | 114 | ||||||||||||||||
Reclassification for amortization of prior service cost/(credit) | (2 | ) | 1 | (1 | ) | (11 | ) | 5 | (6 | ) | ||||||||||||||
Total | $ | 128 | $ | (48 | ) | $ | 80 | $ | (186 | ) | $ | 66 | $ | (120 | ) | |||||||||
-1 | During the second quarter of 2012, the reclassification adjustment for the Simon Property Group, L.P. (SPG) units of $270 million was calculated by using the closing fair market value per SPG unit of $158.13 on July 19, 2012 for the two million REIT units that were redeemed on July 20, 2012. The REIT units were redeemed at a price of $124.00 per unit (see Note 10). | |||||||||||||||||||||||
Schedule of Accumulated Other Comprehensive (Loss)/Income [Table Text Block] | ' | |||||||||||||||||||||||
($ in millions) | Unrealized | Net Actuarial | Prior Service | Accumulated | ||||||||||||||||||||
Gain/(Loss) | Gain/(Loss) | Credit/(Cost) | Other | |||||||||||||||||||||
on REITs | Comprehensive | |||||||||||||||||||||||
Income/(Loss) | ||||||||||||||||||||||||
February 2, 2013 | $ | 17 | $ | (1,121 | ) | $ | (14 | ) | $ | (1,118 | ) | |||||||||||||
Other comprehensive income/(loss) before reclassifications | — | — | — | — | ||||||||||||||||||||
Amounts reclassified from accumulated other comprehensive income | — | 81 | (1 | ) | 80 | |||||||||||||||||||
Net current-period other comprehensive income | — | 81 | (1 | ) | 80 | |||||||||||||||||||
November 2, 2013 | $ | 17 | $ | (1,040 | ) | $ | (15 | ) | $ | (1,038 | ) | |||||||||||||
Schedule Of Reclassifications Out Of Accumulated Other Comprehensive Income [Table Text Block] | ' | |||||||||||||||||||||||
Amount Reclassified from Accumulated Other | Line Item in the | |||||||||||||||||||||||
Comprehensive Income/(Loss) | Unaudited Interim Consolidated | |||||||||||||||||||||||
Three Months Ended | Nine Months Ended | Statements of Operations | ||||||||||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Realized (gain)/loss on REITs | ||||||||||||||||||||||||
Redemption of SPG REIT units | $ | — | $ | — | $ | — | $ | (270 | ) | Real estate and other, net | ||||||||||||||
Sale of CBL REIT shares | — | (15 | ) | — | (15 | ) | Real estate and other, net | |||||||||||||||||
Tax (expense)/benefit | — | 5 | — | 101 | Income tax expense/(benefit) | |||||||||||||||||||
Total, net of tax | — | (10 | ) | — | (184 | ) | ||||||||||||||||||
Amortization of retirement benefit plans | ||||||||||||||||||||||||
Actuarial loss/(gain)(1) | 44 | 61 | 132 | 188 | Pension | |||||||||||||||||||
Prior service cost/(credit)(1) | 1 | — | 4 | — | Pension | |||||||||||||||||||
Actuarial loss/(gain)(1) | (1 | ) | — | (1 | ) | — | SG&A | |||||||||||||||||
Prior service cost/(credit)(1) | (2 | ) | (4 | ) | (6 | ) | (11 | ) | SG&A | |||||||||||||||
Prior service (credit)/cost from a curtailment | — | (5 | ) | — | (5 | ) | Restructuring and management transition | |||||||||||||||||
Tax (expense)/benefit | (16 | ) | (20 | ) | (49 | ) | (67 | ) | Income tax expense/(benefit) | |||||||||||||||
Total, net of tax | 26 | 32 | 80 | 105 | ||||||||||||||||||||
Total reclassifications | $ | 26 | $ | 22 | $ | 80 | $ | (79 | ) | |||||||||||||||
-1 | These accumulated other comprehensive components are included in the computation of net periodic benefits expense/(income). See Note 8 for additional details. |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
SG&A | $ | 5 | $ | 11 | $ | 19 | $ | 34 | ||||||||
Cost of goods sold | 1 | 1 | 3 | 4 | ||||||||||||
Restructuring and management transition (Note 9) | 1 | — | 17 | 9 | ||||||||||||
Total stock-based compensation | $ | 7 | $ | 12 | $ | 39 | $ | 47 | ||||||||
Retirement_Benefit_Plans_Table
Retirement Benefit Plans (Tables) | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Retirement Benefit Plans | ' | |||||||||||||||
Schedule of Pension Plan Expense/(Income) | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
Primary Pension Plan | 2013 | 2012 | 2013 | 2012 | ||||||||||||
Service cost | $ | 20 | $ | 21 | $ | 59 | $ | 67 | ||||||||
Interest cost | 51 | 61 | 153 | 185 | ||||||||||||
Expected return on plan assets | (85 | ) | (95 | ) | (255 | ) | (284 | ) | ||||||||
Amortization of actuarial loss/(gain) | 38 | 55 | 114 | 171 | ||||||||||||
Amortization of prior service cost/(credit) | 1 | — | 4 | — | ||||||||||||
Net periodic benefit expense/(income) | $ | 25 | $ | 42 | $ | 75 | $ | 139 | ||||||||
Supplemental Pension Plans | ||||||||||||||||
Service cost | $ | — | $ | — | $ | — | $ | 1 | ||||||||
Interest cost | 3 | 3 | 9 | 10 | ||||||||||||
Amortization of actuarial loss/(gain) | 6 | 6 | 18 | 17 | ||||||||||||
Amortization of prior service cost/(credit) | — | — | — | — | ||||||||||||
Net periodic benefit expense/(income) | $ | 9 | $ | 9 | $ | 27 | $ | 28 | ||||||||
Primary and Supplemental Pension Plans Total | ||||||||||||||||
Service cost | $ | 20 | $ | 21 | $ | 59 | $ | 68 | ||||||||
Interest cost | 54 | 64 | 162 | 195 | ||||||||||||
Expected return on plan assets | (85 | ) | (95 | ) | (255 | ) | (284 | ) | ||||||||
Amortization of actuarial loss/(gain) | 44 | 61 | 132 | 188 | ||||||||||||
Amortization of prior service cost/(credit) | 1 | — | 4 | — | ||||||||||||
Net periodic benefit expense/(income) | $ | 34 | $ | 51 | $ | 102 | $ | 167 | ||||||||
Postretirement Health and Welfare Plan | ||||||||||||||||
Service cost | $ | — | $ | — | $ | — | $ | — | ||||||||
Interest cost | 1 | — | 1 | 1 | ||||||||||||
Amortization of actuarial loss/(gain) | (1 | ) | — | (1 | ) | — | ||||||||||
Amortization of prior service cost/(credit) | (2 | ) | (4 | ) | (6 | ) | (11 | ) | ||||||||
Net periodic benefit expense/(income) | $ | (2 | ) | $ | (4 | ) | $ | (6 | ) | $ | (10 | ) | ||||
Retirement Benefit Plans Total | ||||||||||||||||
Service cost | $ | 20 | $ | 21 | $ | 59 | $ | 68 | ||||||||
Interest cost | 55 | 64 | 163 | 196 | ||||||||||||
Expected return on plan assets | (85 | ) | (95 | ) | (255 | ) | (284 | ) | ||||||||
Amortization of actuarial loss/(gain) | 43 | 61 | 131 | 188 | ||||||||||||
Amortization of prior service cost/(credit) | (1 | ) | (4 | ) | (2 | ) | (11 | ) | ||||||||
Net periodic benefit expense/(income) | $ | 32 | $ | 47 | $ | 96 | $ | 157 | ||||||||
Restructuring_and_Management_T1
Restructuring and Management Transition Charges (Tables) | 9 Months Ended | |||||||||||||||||||||||
Nov. 02, 2013 | ||||||||||||||||||||||||
Restructuring Reserve [Abstract] | ' | |||||||||||||||||||||||
Schedule Of Current And Cumulative Restructuring and Management Transition Charges Text Block | ' | |||||||||||||||||||||||
Three Months Ended | Nine Months Ended | Cumulative | ||||||||||||||||||||||
Amount Through | ||||||||||||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | November 2, 2013 | |||||||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||||||||||
Supply chain | $ | — | $ | 3 | $ | — | $ | 19 | $ | 60 | ||||||||||||||
Home office and stores | (6 | ) | 4 | 26 | 105 | 180 | ||||||||||||||||||
Software and systems | — | — | — | 36 | 36 | |||||||||||||||||||
Store fixtures | 10 | 18 | 55 | 60 | 133 | |||||||||||||||||||
Management transition | 3 | 6 | 32 | 36 | 203 | |||||||||||||||||||
Other | 39 | 3 | 52 | 13 | 100 | |||||||||||||||||||
Total | $ | 46 | $ | 34 | $ | 165 | $ | 269 | $ | 712 | ||||||||||||||
Restructuring and Management Transition Charges | ' | |||||||||||||||||||||||
($ in millions) | Supply | Home Office | Store | Management | Other | Total | ||||||||||||||||||
Chain | and Stores | Fixtures | Transition | |||||||||||||||||||||
February 2, 2013 | $ | 2 | $ | 4 | $ | — | $ | — | $ | 12 | $ | 18 | ||||||||||||
Charges | — | 26 | (1) | 55 | 32 | 52 | 165 | |||||||||||||||||
Cash payments | (2 | ) | (27 | ) | — | (16 | ) | (15 | ) | (60 | ) | |||||||||||||
Non-cash | — | (2 | ) | (55 | ) | (16 | ) | (36 | ) | (109 | ) | |||||||||||||
November 2, 2013 | $ | — | $ | 1 | $ | — | $ | — | $ | 13 | $ | 14 | ||||||||||||
(1) Includes the $6 million credit in the third quarter of 2013 resulting from termination benefits paid that were lower than expected primarily because employees found |
Real_Estate_and_Other_Net_Tabl
Real Estate and Other, Net (Tables) | 9 Months Ended | |||||||||||||||
Nov. 02, 2013 | ||||||||||||||||
Real Estate and Other, Net [Abstract] | ' | |||||||||||||||
Real Estate and Other, Net | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
($ in millions) | November 2, | October 27, | November 2, | October 27, | ||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Gain on sale or redemption of non-operating assets, net: | ||||||||||||||||
Redemption of SPG REIT units | $ | — | $ | — | $ | — | $ | (200 | ) | |||||||
Sale of CBL & Associates Properties, Inc. (CBL) REIT shares | — | (15 | ) | — | (15 | ) | ||||||||||
Sale of leveraged leases | — | (28 | ) | — | (28 | ) | ||||||||||
Sale of investment in joint ventures | (23 | ) | (151 | ) | (85 | ) | (151 | ) | ||||||||
Sale of other non-operating assets | (1 | ) | (3 | ) | (1 | ) | (3 | ) | ||||||||
Net gain on sale or redemption of non-operating assets | (24 | ) | (197 | ) | (86 | ) | (397 | ) | ||||||||
Dividend income from REITs | — | (1 | ) | — | (6 | ) | ||||||||||
Investment income from joint ventures | (1 | ) | (3 | ) | (5 | ) | (9 | ) | ||||||||
Gain on sale of operating assets | — | — | (18 | ) | — | |||||||||||
Other | (2 | ) | 4 | (8 | ) | — | ||||||||||
Real estate and other (income)/expense, net | $ | (27 | ) | $ | (197 | ) | $ | (117 | ) | $ | (412 | ) |
Basis_of_Presentation_and_Cons2
Basis of Presentation and Consolidation (Nature of Operations) (Details) | 9 Months Ended |
Nov. 02, 2013 | |
Basis of Presentation and Consolidation [Abstract] | ' |
State of incorporation | 'Delaware |
Year founded | '1924 |
EarningsLoss_per_Share_Details
Earnings/(Loss) per Share (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |||||
In Millions, except Per Share data, unless otherwise specified | Oct. 01, 2013 | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Aug. 22, 2013 | Feb. 02, 2013 | |
Earnings Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | |
Net income/(loss) | ' | ($489) | ($123) | ($1,423) | ($433) | ' | ' | |
Weighted average common shares outstanding (basic shares) | ' | 251.8 | [1] | 219.4 | 230.8 | 219.1 | ' | ' |
Weighted average shares assuming dilution (diluted shares) | ' | 251.8 | 219.4 | 230.8 | 219.1 | ' | ' | |
Basic | ' | ($1.94) | ($0.56) | ($6.17) | ($1.98) | ' | ' | |
Diluted | ' | ($1.94) | ($0.56) | ($6.17) | ($1.98) | ' | ' | |
Stock options, restricted stock awards and warrant | ' | 23.9 | 25 | 24.6 | 25.3 | ' | ' | |
Common stock, par value per share | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | |
Common stock issued, shares | 84 | ' | ' | ' | ' | ' | ' | |
[1] | On October 1, 2013, we issued 84 million shares of common stock with a par value of $0.50 per share. |
Credit_Facility_Details
Credit Facility (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Apr. 12, 2013 | Feb. 02, 2013 | |
Line of credit facility, initiation date | ' | ' | 8-Feb-13 | ' | ' | ' |
Line of credit facility, maximum borrowing capacity | $1,850,000,000 | ' | $1,850,000,000 | ' | ' | ' |
Line of credit facility, maturity date | ' | ' | 29-Apr-16 | ' | ' | ' |
Line of Credit Facility, Capacity Available for Trade Purchases | 750,000,000 | ' | 750,000,000 | ' | ' | ' |
Accordian Feature That Potentially Increases Credit Facility Limit | 400,000,000 | ' | 400,000,000 | ' | ' | ' |
Debt Covenant, Fixed Charge Coverage Ratio | ' | ' | 1 | ' | ' | ' |
Line of Credit Facility, amount borrowed | ' | ' | ' | ' | 850,000,000 | ' |
Line of Credit Facility, Interest Rate Description | ' | ' | 'A portion of the borrowing bears interest at a rate of LIBOR plus 3.0% with the remaining portion bearing interest at a base rate (as defined in the 2013 Credit Facility) plus 2.0%Â per annum | ' | ' | ' |
Line of Credit Facility, Revolving Credit, Description | ' | ' | 'On February 8, 2013, J. C. Penney Company, Inc., JCP and J. C. Penney Purchasing Corporation (Purchasing) entered into an amended and restated revolving credit agreement in the amount up to $1,850 million (2013 Credit Facility), which replaces the Company’s prior credit agreement entered into in January 2012, with largely the same syndicate of lenders under the previous agreement, with JPMorgan Chase Bank, N.A., as administrative agent. The 2013 Credit Facility matures on April 29, 2016, increases the letter of credit sublimit to $750 million from $500 million and provides an accordion feature that could potentially increase the size of the facility by an additional amount not to exceed $400 million. The 2013 Credit Facility is an asset-based revolving credit facility and is secured by a perfected first-priority security interest in substantially all of our eligible credit card receivables, accounts receivable and inventory. The 2013 Credit Facility is available for general corporate purposes, including the issuance of letters of credit. Pricing under the 2013 Credit Facility is tiered based on JCP’s senior unsecured long-term credit ratings issued by Moody’s Investors Service, Inc. and Standard & Poor’s Ratings Services. JCP’s obligations under the 2013 Credit Facility are guaranteed by J. C. Penney Company, Inc. | ' | ' | ' |
Line of Credit Facility, Borrowing Capacity, Description | ' | ' | 'Availability under the 2013 Credit Facility is limited to a borrowing base which allows us to borrow up to 85% of eligible accounts receivable, plus 90% of eligible credit card receivables, plus 85% of the liquidation value of our inventory, net of certain reserves. Letters of credit reduce the amount available to borrow by their face value. In the event that availability under the 2013 Credit Facility is at any time less than the greater of (1) $125 million or (2)Â 10% of the lesser of the total facility or the borrowing base then in effect, for a period of at least 30 days, the Company will be subject to a fixed charge coverage ratio covenant of 1.0 to 1.0 which is calculated as of the last day of the quarter and measured on a trailing four-quarter basis. | ' | ' | ' |
Letters of Credit | 534,000,000 | ' | 534,000,000 | ' | ' | ' |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | ' | ' | 0.50% | ' | ' | ' |
Line of Credit Facility, maximum borrowing capacity less amount outstanding | 666,000,000 | ' | 666,000,000 | ' | ' | ' |
Line of Credit Facility, Remaining Borrowing Capacity | 481,000,000 | ' | 481,000,000 | ' | ' | ' |
Repayments of Short-term Debt | 200,000,000 | 0 | 200,000,000 | 0 | ' | ' |
Short-term borrowings | 650,000,000 | 0 | 650,000,000 | 0 | ' | 0 |
Domestic Line of Credit [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate at Period End | 3.00% | ' | 3.00% | ' | ' | ' |
Foreign Line of Credit [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate at Period End | 1.50% | ' | 1.50% | ' | ' | ' |
Interest rate in addition to LIBOR [Member] | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate During Period | 3.00% | ' | ' | ' | ' | ' |
Eligible accounts receivable [Member] | ' | ' | ' | ' | ' | ' |
Borrowing Base Components | 85.00% | ' | ' | ' | ' | ' |
Eligible credit card receivables [Member] | ' | ' | ' | ' | ' | ' |
Borrowing Base Components | 90.00% | ' | ' | ' | ' | ' |
Liquidation value of inventory, net of reserves [Member] | ' | ' | ' | ' | ' | ' |
Borrowing Base Components | 85.00% | ' | ' | ' | ' | ' |
Avaliability factor, dollars, threshold for fixed charge coverage ratio [Member] | ' | ' | ' | ' | ' | ' |
Availibility component, dollars, threshold for fixed charge coverage ratio | $125,000,000 | ' | ' | ' | ' | ' |
Lesser of total facility or borrowing base, factor, threshold for fixed charge coverage ratio [Member] | ' | ' | ' | ' | ' | ' |
Availibility component, percentage, threshold for fixed charge coverage ratio | 10.00% | ' | ' | ' | ' | ' |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jun. 05, 2013 | 22-May-13 | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | |
Aggregate Principal Amount of Notes Accepted for Purchase | $2,000,000 | $243,000,000 | ' | ' | ' | ' |
Amended Tender Offer Consideration | 3,000,000 | 352,000,000 | ' | ' | ' | ' |
Loss on extinguishment of debt | ' | ' | 0 | 0 | 114,000,000 | 0 |
Minimum requisite consent of note holders for proposed amendments | 66.67% | ' | ' | ' | ' | ' |
2013 Term Loan Facility | ' | 2,250,000,000 | ' | ' | ' | ' |
2013 Term Loan Facility, Periodic Payment, Principal | ' | ' | ' | ' | 5,625,000 | ' |
2013 Term Loan Facility | ' | ' | 2,240,000,000 | ' | 2,240,000,000 | ' |
Premium Paid [Member] | ' | ' | ' | ' | ' | ' |
Loss on extinguishment of debt | ' | ' | ' | ' | 110,000,000 | ' |
Reacquisition Costs [Member] | ' | ' | ' | ' | ' | ' |
Loss on extinguishment of debt | ' | ' | ' | ' | 2,000,000 | ' |
Unamortized Debt Issue Costs [Member] | ' | ' | ' | ' | ' | ' |
Loss on extinguishment of debt | ' | ' | ' | ' | $2,000,000 | ' |
LongTerm_Debt_Tender_Offer_Det
Long-Term Debt Tender Offer (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |||
22-May-13 | Jun. 03, 2013 | 14-May-13 | Apr. 30, 2013 | Nov. 02, 2013 | Nov. 02, 2013 | |
Debt Instruments [Abstract] | ' | ' | ' | ' | ' | ' |
2013 Term Loan Facility, Term | '5 years | ' | ' | ' | ' | ' |
Debt Instrument, tender offer, Description | ' | ' | ' | ' | ' | 'On April 30, 2013 we announced the commencement of a cash tender offer (Tender Offer) and consent solicitation for our 7.125% Debentures Due 2023 (Notes) for total consideration consisting of an amount equal to $1,350 per $1,000 principal amount of Notes, including a consent payment in the amount equal to $50 per $1,000 principal amount of Notes. We solicited consents to effect certain proposed amendments to the indenture, as amended and supplemented, governing the Notes (the Indenture) that would eliminate most of the restrictive covenants and certain events of default and other provisions in the Indenture (Proposed Amendments). On May 14, 2013, we announced that we had amended our previously announced Tender Offer (Amended Tender Offer) and related solicitation of consents to extend the expiration date of the consent solicitation and to increase the tender consideration. The Amended Tender Offer increased the total consideration from $1,350 to $1,450 per $1,000 principal amount of the Notes (Amended Tender Offer Consideration); extended the expiration date of the consent solicitation from May 13, 2013 to May 20, 2013 (Consent Expiration) and extended the expiration of the tender offer from May 28, 2013 to June 4, 2013 (Expiration Time). Holders that validly tendered their Notes prior to the Consent Expiration, as extended, received the Amended Tender Offer Consideration. Holders that validly tendered their Notes after the Consent Expiration, as extended, but prior to the Expiration Time, as extended, received only the tender offer consideration of $1,400 per $1,000 principal amount of the Notes (Tender Offer Consideration). Holders whose Notes were accepted for purchase in the Amended Tender Offer also received accrued and unpaid interest to, but not including, the applicable payment date for the Notes. |
Commencement of Tender Offer | ' | ' | ' | ' | ' | 30-Apr-13 |
Tender Offer Notes, Interest Rate | ' | ' | ' | ' | 7.13% | 7.13% |
Tender Offer per $1,000 Prinicipal Amount of Notes | ' | $1,400 | $1,450 | $1,350 | ' | ' |
Blocks of $1,000 Prinicipal Amount of Notes for Tender Offer | ' | ' | ' | ' | 1,000 | ' |
Consent Payment per $1,000 Prinicipal Amount of Notes for Tender Offer | ' | ' | ' | $50 | ' | ' |
Expiration of Tender Offer | ' | ' | ' | ' | ' | 4-Jun-13 |
Percentage of Principal Amount Redeemed in Tender Offer | 95.41% | ' | ' | ' | ' | ' |
Fair_Value_Disclosures_REIT_As
Fair Value Disclosures (REIT Assets Measured on Recurring Basis) (Details) (USD $) | Nov. 02, 2013 | Feb. 02, 2013 | Oct. 27, 2012 |
In Millions, unless otherwise specified | |||
Cost basis of REITs | $7 | $7 | $9 |
Fair Value, Inputs, Level 1 [Member] | ' | ' | ' |
REIT assets | 32 | 33 | 32 |
Fair Value, Inputs, Level 2 [Member] | ' | ' | ' |
REIT assets | 0 | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ' | ' | ' |
REIT assets | $0 | $0 | $0 |
Fair_Value_Disclosures_Other_F
Fair Value Disclosures (Other Financial Instruments) (Details) (USD $) | 9 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2013 | Feb. 02, 2013 | Oct. 27, 2012 |
Fair Value Disclosures | ' | ' | ' |
Long-term debt | $4,868 | $2,868 | $2,868 |
Long-term debt, including current maturities, Fair Value | 4,252 | 2,456 | 2,706 |
Cost investment, Carrying Value | $0 | $36 | $36 |
Fair Value, Estimate Not Practicable, Reasons, Cost Method Investments | 'The cost investment was for equity securities that were not registered and freely tradable shares and their fair values were not readily determinable; however, we believe the carrying value approximates or was less than the fair value | ' | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Oct. 01, 2013 | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Nov. 02, 2013 | Nov. 02, 2013 | Feb. 02, 2013 | Nov. 02, 2013 |
Common Stock [Member] | Additional Paid-in Capital [Member] | Reinvested Earnings/(Accumulated Deficit) [Member] | Reinvested Earnings/(Accumulated Deficit) [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] | ||||||
Schedule of Capitalization, Equity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
February 2, 2013, shares | ' | ' | ' | 219.3 | ' | 219.3 | ' | ' | ' | ' |
2-Feb-13 | ' | ' | ' | $3,171 | ' | $110 | $3,799 | ($1,043) | $380 | ($1,118) |
Net income/(loss) | ' | -489 | -123 | -1,423 | -433 | ' | ' | ' | ' | ' |
Other comprehensive income/(loss) | ' | 26 | -52 | 80 | -120 | ' | ' | ' | ' | 80 |
Common stock issued, shares | 84 | ' | ' | ' | ' | 84 | ' | ' | ' | ' |
Common stock issued | ' | ' | ' | 786 | ' | 42 | 744 | ' | ' | ' |
Stock-based compensation, shares | ' | ' | ' | ' | ' | 1.3 | ' | ' | ' | ' |
Stock-based compensation | ' | ' | ' | 33 | ' | 1 | 32 | ' | ' | ' |
November 2, 2013, shares | ' | 304.6 | 219.2 | 304.6 | 219.2 | 304.6 | ' | ' | ' | ' |
2-Nov-13 | ' | $2,647 | ' | $2,647 | ' | $153 | $4,575 | ($1,043) | $380 | ($1,038) |
Stockholders_Equity_Components
Stockholders' Equity (Components of Other Comprehensive Income/ (Loss) (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Jul. 20, 2012 | Jul. 19, 2012 | |
Schedule of Capitalization, Equity [Line Items] | ' | ' | ' | ' | ' | ' | |
Unrealized gain/(loss), gross amount | ($1) | $1 | ($1) | $52 | ' | ' | |
Unrealized gain/(loss) on REITs, tax | 1 | 0 | 1 | -18 | ' | ' | |
Unrealized gain/(loss), net amount | 0 | 1 | 0 | 34 | ' | ' | |
Reclassification adjustment for realized (gain)/loss, gross amount | 0 | -15 | 0 | -285 | [1] | ' | ' |
Reclassification adjustment for realized (gain)/loss, tax | 0 | 5 | 0 | 101 | ' | ' | |
Reclassification adjustment for realized (gain)/loss, net amount | 0 | -10 | 0 | -184 | ' | ' | |
Net actuarial gain/(loss) arising during the period, gross amount | 0 | -125 | 0 | -125 | ' | ' | |
Net actuarial gain/(loss) arising during the period, tax | 0 | 50 | 0 | 50 | ' | ' | |
Net actuarial gain/(loss) arising during the period, net amount | 0 | 75 | 0 | 75 | ' | ' | |
Reclassification of net prior service (credit)/cost from a curtailment, gross amount | 0 | -5 | 0 | -5 | ' | ' | |
Reclassification of net prior service (credit)/cost from a curtailment, tax | 0 | 2 | 0 | 2 | ' | ' | |
Reclassification of net prior service (credit)/cost from a curtailment, net amount | 0 | -3 | 0 | -3 | ' | ' | |
Reclassification for amortization of net actuarial loss/(gain), gross amount | 43 | 61 | 131 | 188 | ' | ' | |
Reclassification for amortization of net actuarial loss/(gain), tax | -17 | -24 | -50 | -74 | ' | ' | |
Reclassification for amortization of net actuarial loss/(gain), net | 26 | 37 | 81 | 114 | ' | ' | |
Reclassification for amortization of prior service cost/(credit), gross amount | -1 | -4 | -2 | -11 | ' | ' | |
Reclassification for amortization of prior service cost/(credit), tax | 1 | 2 | 1 | 5 | ' | ' | |
Reclassification for amortization of prior service cost/(credit), net amount | 0 | -2 | -1 | -6 | ' | ' | |
Other Comprehensive Income (Loss), before Tax, Total | 41 | -87 | 128 | -186 | ' | ' | |
Accumulated other comprehensive (loss), Deferred Tax Asset | -15 | 35 | -48 | 66 | ' | ' | |
Other comprehensive income/(loss) | 26 | -52 | 80 | -120 | ' | ' | |
Fair Market Value per SPG REIT unit sold | ' | ' | ' | ' | ' | 158.13 | |
REIT Units Redeemed | ' | ' | ' | ' | 2 | 2 | |
Sales price per REIT unit sold | ' | ' | ' | ' | 124 | ' | |
Real estate and other, net [Member] | ' | ' | ' | ' | ' | ' | |
Schedule of Capitalization, Equity [Line Items] | ' | ' | ' | ' | ' | ' | |
Reclassification adjustment for realized (gain)/loss, gross amount | ' | ' | ' | ($270) | ' | ' | |
[1] | During the second quarter of 2012, the reclassification adjustment for the Simon Property Group, L.P. (SPG) units of $270 million was calculated by using the closing fair market value per SPG unit of $158.13 on July 19, 2012 for the two million REIT units that were redeemed on July 20, 2012. The REIT units were redeemed at a price of $124.00 per unit (see Note 10). |
Stockholders_Equity_Accumulate
Stockholders' Equity (Accumulated Other Comprehensive Income/ (Loss) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Feb. 02, 2013 | Nov. 02, 2013 | Nov. 02, 2013 | Nov. 02, 2013 |
Unrealized Gain/ (Loss) on REITs [Member] | Unrealized Gain/ (Loss) on REITs [Member] | Net Actuarial Gain/(Loss) [Member] | Prior Service Credit/(Cost) [Member] | Accumulated Other Comprehensive Income/(Loss) [Member] | |||||
Schedule of Capitalization, Equity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2-Feb-13 | ' | ' | ($1,118) | ' | $17 | $17 | ($1,121) | ($14) | ($1,118) |
Amounts reclassified from accumulated other comprehensive income, Net Actuarial Gain/(Loss) | 26 | 37 | 81 | 114 | ' | ' | 81 | ' | ' |
Amounts reclassified from accumulated other comprehensive income, Prior Service Creidt/(Cost) | 0 | -2 | -1 | -6 | ' | ' | ' | -1 | ' |
Amounts reclassified from accumulated other comprehensive income, Accumulated Other Comprehensive Income/(Loss) | ' | ' | ' | ' | ' | ' | ' | ' | 80 |
Net current-period other comprehensive income | 26 | -52 | 80 | -120 | ' | ' | 81 | -1 | 80 |
3-Aug-13 | ($1,038) | ($1,329) | ($1,038) | ($1,329) | $17 | $17 | ($1,040) | ($15) | ($1,038) |
Stockholders_Equity_Reclassifi
Stockholders' Equity (Reclassifications Out of Accumulated Other Comprehensive Income/ (Loss) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Realized (gain)/loss on REITs, Redemption of SPG REIT units | $0 | ($15) | $0 | ($285) | [1] | |||
Realized (gain)/loss on REITs, Sale of CBL REIT shares | 0 | -5 | 0 | -101 | ||||
Realized (gain)/loss on REITs, Total, net of tax | 0 | -10 | 0 | -184 | ||||
Amortization of retirement benefit plans, Actuarial loss/(gain) | 43 | 61 | 131 | 188 | ||||
Amortization of retirement benefit plans, Prior service cost/(credit) | -1 | -4 | -2 | -11 | ||||
Amortization of retirement benefit plans, Prior service (credit)/cost from a curtailment | 0 | -2 | -1 | -6 | ||||
Amortization of retirement benefit plans, Total, net of tax | 26 | -52 | 80 | -120 | ||||
Real estate and other, net [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Realized (gain)/loss on REITs, Redemption of SPG REIT units | ' | ' | ' | -270 | ||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Realized (gain)/loss on REITs, Total, net of tax | ' | -10 | ' | -184 | ||||
Total reclassifications | 26 | 22 | 80 | -79 | ||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | Real estate and other, net [Member] | SPG [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Realized (gain)/loss on REITs, Redemption of SPG REIT units | ' | 0 | ' | -270 | ||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | Real estate and other, net [Member] | CBL [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Realized (gain)/loss on REITs, Redemption of SPG REIT units | ' | -15 | ' | -15 | ||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | Total Amortization Of Retirement Benefit Plans, Net Of Tax [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Amortization of retirement benefit plans, Total, net of tax | 26 | 32 | 80 | 105 | ||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | SG&A [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Amortization of retirement benefit plans, Actuarial loss/(gain) | -1 | ' | -1 | [2] | ' | |||
Amortization of retirement benefit plans, Prior service cost/(credit) | -2 | [2] | -4 | [2] | -6 | [2] | -11 | [2] |
Amortization of retirement benefit plans, Prior service (credit)/cost from a curtailment | ' | -5 | ' | -5 | ||||
Reclassification out of Accumulated Other Comprehensive Income [Member] | Primary and Supplemental Pension Plan Total [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Amortization of retirement benefit plans, Actuarial loss/(gain) | 44 | [2] | 61 | [2] | 132 | [2] | 188 | [2] |
Amortization of retirement benefit plans, Prior service cost/(credit) | 1 | [2] | ' | 4 | [2] | ' | ||
Reclassification out of Accumulated Other Comprehensive Income [Member] | Income Tax Expense/(Benefit) [Member] | ' | ' | ' | ' | ||||
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ' | ' | ' | ' | ||||
Realized (gain)/loss on REITs, Sale of CBL REIT shares | ' | 5 | ' | 101 | ||||
Amortization of retirement benefit plans, Tax (expense)/benefit | ($16) | ($20) | ($49) | ($67) | ||||
[1] | During the second quarter of 2012, the reclassification adjustment for the Simon Property Group, L.P. (SPG) units of $270 million was calculated by using the closing fair market value per SPG unit of $158.13 on July 19, 2012 for the two million REIT units that were redeemed on July 20, 2012. The REIT units were redeemed at a price of $124.00 per unit (see Note 10). | |||||||
[2] | These accumulated other comprehensive components are included in the computation of net periodic benefits expense/(income). See Note 8 for additional details. |
Stockholders_Equity_Stockholde
Stockholders' Equity Stockholders' Equity (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Oct. 01, 2013 | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Aug. 22, 2013 | Feb. 02, 2013 | Oct. 01, 2013 | Aug. 22, 2013 | Aug. 22, 2013 |
Common Stock [Member] | Common Stock [Member] | Preferred Stock [Member] | ||||||||
right | ||||||||||
Schedule of Capitalization, Equity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock sold during the period | 84,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, par value per share | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | $0.50 | ' | ' |
Sale of common stock (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | $9.65 | ' | ' |
Proceeds from sale of common stock | ' | $786 | $0 | $786 | $0 | ' | ' | $786 | ' | ' |
Stock issuance costs incurred | ' | ' | ' | ' | ' | ' | ' | $24 | ' | ' |
Number of stock purchase rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 |
Portion of share authorized to purchase, per right | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.001 |
Exercise price of stock purchase rights (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55 |
Stock purchase right, exercisable upon reaching individual common stock ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' |
Stock purchase right, substantial dilution affecting stockholder ownership (percent) | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (USD $) | Nov. 02, 2013 | 18-May-12 | Apr. 03, 2013 | Mar. 04, 2013 | Aug. 03, 2013 | Apr. 03, 2013 | Mar. 04, 2013 | Nov. 02, 2013 | Aug. 03, 2013 | Apr. 03, 2013 | Nov. 02, 2013 | Aug. 03, 2013 | 18-May-12 | 18-May-12 |
Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Performance Based Restricted Stock Units (PBRSUs) [Member] | Director [Member] | Director [Member] | Newly Authorized Shares [Member] | Reserved But Unissued Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | ' | 7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | 5,500,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 4,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, Stock Options | ' | ' | 3,300,000 | 70,000 | 74,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, Weighted-Average Exercise Price Per Share | ' | ' | $14.43 | $16.74 | $18.98 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Grants of stock options - fair value per option | ' | ' | $7.07 | $7.88 | $9.35 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted, Stock Awards | ' | ' | ' | ' | ' | 621,000 | 94,000 | 65,000 | 77,000 | 998,000 | 9,000 | 64,000 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | ' | ' | ' | ' | ' | $14.43 | $16.74 | $13.20 | $18.98 | $14.43 | $13.83 | $18.72 | ' | ' |
StockBased_Compensation_StockB
Stock-Based Compensation (Stock-Based Compensation Costs) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 |
SG&A [Member] | ' | ' | ' | ' |
Stock-based compensation costs by line item | $5 | $11 | $19 | $34 |
Cost of Sales [Member] | ' | ' | ' | ' |
Stock-based compensation costs by line item | 1 | 1 | 3 | 4 |
Restructuring and management transition [Member] | ' | ' | ' | ' |
Stock-based compensation costs by line item | 1 | 0 | 17 | 9 |
Total [Member] | ' | ' | ' | ' |
Stock-based compensation costs by line item | $7 | $12 | $39 | $47 |
Retirement_Benefit_Plans_Net_P
Retirement Benefit Plans (Net Periodic Expense) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 |
Net periodic benefit expense/(income) | $34 | $51 | $102 | $167 |
Retirement Benefit Plans Total [Member] | ' | ' | ' | ' |
Service cost | 20 | 21 | 59 | 68 |
Interest cost | 55 | 64 | 163 | 196 |
Expected return on plan assets | -85 | -95 | -255 | -284 |
Amortization of actuarial loss/(gain) | 43 | 61 | 131 | 188 |
Amortization of prior service cost/(credit) | -1 | -4 | -2 | -11 |
Net periodic benefit expense/(income) | 32 | 47 | 96 | 157 |
Primary and Supplemental Pension Plan Total [Member] | ' | ' | ' | ' |
Service cost | 20 | 21 | 59 | 68 |
Interest cost | 54 | 64 | 162 | 195 |
Expected return on plan assets | -85 | -95 | -255 | -284 |
Amortization of actuarial loss/(gain) | 44 | 61 | 132 | 188 |
Amortization of prior service cost/(credit) | 1 | 0 | 4 | 0 |
Net periodic benefit expense/(income) | 34 | 51 | 102 | 167 |
Primary Pension Plan [Member] | ' | ' | ' | ' |
Service cost | 20 | 21 | 59 | 67 |
Interest cost | 51 | 61 | 153 | 185 |
Expected return on plan assets | -85 | -95 | -255 | -284 |
Amortization of actuarial loss/(gain) | 38 | 55 | 114 | 171 |
Amortization of prior service cost/(credit) | 1 | 0 | 4 | 0 |
Net periodic benefit expense/(income) | 25 | 42 | 75 | 139 |
Supplemental Pension Plans [Member] | ' | ' | ' | ' |
Service cost | 0 | 0 | 0 | 1 |
Interest cost | 3 | 3 | 9 | 10 |
Amortization of actuarial loss/(gain) | 6 | 6 | 18 | 17 |
Amortization of prior service cost/(credit) | 0 | 0 | 0 | 0 |
Net periodic benefit expense/(income) | 9 | 9 | 27 | 28 |
Postretirement Health and Welfare Plan [Member] | ' | ' | ' | ' |
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 1 | 0 | 1 | 1 |
Amortization of actuarial loss/(gain) | -1 | 0 | -1 | 0 |
Amortization of prior service cost/(credit) | -2 | -4 | -6 | -11 |
Net periodic benefit expense/(income) | ($2) | ($4) | ($6) | ($10) |
Retirement_Benefit_Plans_Defin
Retirement Benefit Plans (Defined Contribution Plans) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 |
Retirement Benefit Plans | ' | ' | ' | ' |
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Settlements and Curtailments | ' | $7 | ' | ' |
Defined contribution plan, total expense | $12 | $13 | $38 | $43 |
Restructuring_and_Managment_Tr
Restructuring and Managment Transition Cumulative Charges (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | |
Recognized net curtailment gain | ' | $7 | ' | ' | |
Total [Member] | ' | ' | ' | ' | |
Charges | 46 | 34 | 165 | 269 | |
Cumulative Amount | ' | ' | 712 | ' | |
Supply Chain [Member] | ' | ' | ' | ' | |
Charges | 0 | 3 | 0 | 19 | |
Cumulative Amount | ' | ' | 60 | ' | |
Home Office And Stores [Member] | ' | ' | ' | ' | |
Charges | -6 | 4 | 26 | [1] | 105 |
Cumulative Amount | ' | ' | 180 | ' | |
Curtailment [Member] | ' | ' | ' | ' | |
Recognized net curtailment gain | ' | 7 | ' | ' | |
Termination Benefits [Member] | ' | ' | ' | ' | |
Charges | ' | 11 | ' | ' | |
Software and Systems [Member] | ' | ' | ' | ' | |
Charges | 0 | 0 | 0 | 36 | |
Cumulative Amount | ' | ' | 36 | ' | |
Consulting Fees [Member] | ' | ' | ' | ' | |
Charges | ' | ' | ' | 3 | |
Home Department Store Fixtures [Member] | ' | ' | ' | ' | |
Charges | ' | ' | 7 | ' | |
Store Fixtures [Member] | ' | ' | ' | ' | |
Charges | 10 | 18 | 55 | 60 | |
Cumulative Amount | ' | ' | 133 | ' | |
Prototype Store Fixtures [Member] | ' | ' | ' | ' | |
Charges | 2 | 11 | 11 | ' | |
Depreciation [Member] | ' | ' | ' | ' | |
Charges | 8 | 7 | 37 | ' | |
Management Transition [Member] | ' | ' | ' | ' | |
Charges | 3 | 6 | 32 | 36 | |
Cumulative Amount | ' | ' | 203 | ' | |
Other Restructuring And Management Transition [Member] | ' | ' | ' | ' | |
Charges | 39 | 3 | 52 | 13 | |
Cumulative Amount | ' | ' | 100 | ' | |
Return of Martha Stewart Living Omnimedia Inc. Shares [Member] | ' | ' | ' | ' | |
Charges | $36 | ' | ' | ' | |
[1] | Includes the $6 million credit in the third quarter of 2013 resulting from termination benefits paid that were lower than expected primarily because employees found other positions within the Company and revisions were made to the restructuring plan. |
Restructuring_and_Management_T2
Restructuring and Management Transition Charges (Liability Activity) (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | |
Total [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
2-Feb-13 | ' | ' | $18 | ' | |
Charges | 46 | 34 | 165 | 269 | |
Cash payments | ' | ' | -60 | ' | |
Non-cash | ' | ' | -109 | ' | |
2-Nov-13 | 14 | ' | 14 | ' | |
Supply Chain [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
2-Feb-13 | ' | ' | 2 | ' | |
Charges | 0 | 3 | 0 | 19 | |
Cash payments | ' | ' | -2 | ' | |
Non-cash | ' | ' | 0 | ' | |
2-Nov-13 | 0 | ' | 0 | ' | |
Home Office And Stores [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
2-Feb-13 | ' | ' | 4 | ' | |
Charges | -6 | 4 | 26 | [1] | 105 |
Cash payments | ' | ' | -27 | ' | |
Non-cash | ' | ' | -2 | ' | |
2-Nov-13 | 1 | ' | 1 | ' | |
Software and Systems [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
Charges | 0 | 0 | 0 | 36 | |
Store Fixtures [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
2-Feb-13 | ' | ' | 0 | ' | |
Charges | 10 | 18 | 55 | 60 | |
Cash payments | ' | ' | 0 | ' | |
Non-cash | ' | ' | -55 | ' | |
2-Nov-13 | 0 | ' | 0 | ' | |
Management Transition [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
2-Feb-13 | ' | ' | 0 | ' | |
Charges | 3 | 6 | 32 | 36 | |
Cash payments | ' | ' | -16 | ' | |
Non-cash | ' | ' | -16 | ' | |
2-Nov-13 | 0 | ' | 0 | ' | |
Other Restructuring And Management Transition [Member] | ' | ' | ' | ' | |
Restructuring Reserve [Roll Forward] | ' | ' | ' | ' | |
2-Feb-13 | ' | ' | 12 | ' | |
Charges | 39 | 3 | 52 | 13 | |
Cash payments | ' | ' | -15 | ' | |
Non-cash | ' | ' | -36 | ' | |
2-Nov-13 | $13 | ' | $13 | ' | |
[1] | Includes the $6 million credit in the third quarter of 2013 resulting from termination benefits paid that were lower than expected primarily because employees found other positions within the Company and revisions were made to the restructuring plan. |
Real_Estate_and_Other_Net_Deta
Real Estate and Other, Net (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||
In Millions, except Share data, unless otherwise specified | Nov. 02, 2013 | Aug. 03, 2013 | 4-May-13 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | Jul. 20, 2012 | Jul. 19, 2012 | Jul. 20, 2012 | Nov. 02, 2013 | Jul. 19, 2012 | Oct. 23, 2012 |
joint_venture | property | joint_venture | acre | SPG [Member] | SPG [Member] | SPG [Member] | CBL [Member] | |||||
acre | ||||||||||||
Real Estate and Other, Net Components [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Redemption of SPG REIT units | $0 | ' | ' | $0 | $0 | ($200) | ' | ' | ' | ' | ' | ' |
Sale of CBL & Associates Properties, Inc. (CBL) REIT shares | 0 | ' | ' | -15 | 0 | -15 | ' | ' | ' | ' | ' | ' |
Sale of leveraged leases | 0 | ' | ' | -28 | 0 | -28 | ' | ' | ' | ' | ' | ' |
Sale of investment in joint ventures | -23 | -62 | ' | -151 | -85 | -151 | ' | ' | ' | ' | ' | ' |
Sale of other non-operating assets | -1 | ' | ' | -3 | -1 | -3 | ' | ' | ' | ' | ' | ' |
Net gain on sale or redemption of non-operating assets | -24 | ' | ' | -197 | -86 | -397 | ' | ' | ' | ' | ' | ' |
Dividend income from REITs | 0 | ' | ' | -1 | 0 | -6 | ' | ' | ' | ' | ' | ' |
Investment income from joint ventures | -1 | ' | ' | -3 | -5 | -9 | ' | ' | ' | ' | ' | ' |
Gain on sale of operating assets | 0 | -2 | -16 | 0 | -18 | 0 | ' | ' | ' | ' | ' | ' |
Other | -2 | ' | ' | 4 | -8 | 0 | ' | ' | ' | ' | ' | ' |
Real estate and other (income)/expense, net | -27 | ' | ' | -197 | -117 | -412 | ' | ' | ' | ' | ' | ' |
Redemption of Simon Property Group, L.P. (SPG) REIT units | ' | ' | ' | ' | ' | ' | 2,000,000 | 2,000,000 | 2,000,000 | ' | ' | ' |
Sales price per REIT unit sold | ' | ' | ' | ' | ' | ' | 124 | ' | 124 | ' | ' | 21.35 |
Proceeds from sale of REITs net of fees | ' | ' | ' | ' | ' | ' | ' | ' | 246 | ' | ' | 40 |
Fair Market Value per SPG REIT unit sold | ' | ' | ' | ' | ' | ' | ' | 158.13 | ' | ' | 158.13 | ' |
Net gain on redemption of REIT units | ' | ' | ' | ' | ' | ' | ' | ' | 200 | ' | ' | 15 |
Investment owned SPG, shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | 205,000 | ' | ' |
Proceeds from sale of leveraged lease investments, net of fees | ' | ' | ' | 146 | ' | ' | ' | ' | ' | ' | ' | ' |
Leveraged Lease Investment | ' | ' | ' | 118 | ' | 118 | ' | ' | ' | ' | ' | ' |
Number of joint ventures sold | 3 | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from sale of investment in joint venture | 32 | 55 | 18 | 90 | ' | ' | ' | ' | ' | ' | ' | ' |
Net book Value of Joint Ventures Sold | 7 | ' | ' | 61 | 7 | 61 | ' | ' | ' | ' | ' | ' |
Land sold (in acres) | 10 | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' |
Net book value of leasehold interest sold | ' | ' | $2 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of properties sold | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Nov. 02, 2013 | Oct. 27, 2012 | Nov. 02, 2013 | Oct. 27, 2012 | |
Effective Income Tax Rate, Continuing Operations | -2.20% | -41.70% | -13.80% | -41.00% |
Valuation Allowance, Deferred Tax Asset, Change in Amount | $184,000,000 | ' | $416,000,000 | ' |
Valuation Allowance, Methodologies and Assumptions | ' | ' | 'In assessing the need for the valuation allowance, we considered both positive and negative evidence related to the likelihood of realization of the deferred tax assets. As a result of our assessment, we concluded that, beginning in the second quarter of 2013, our estimate of the realization of deferred tax assets would be based solely on the future reversals of existing taxable temporary differences and tax planning strategies that we would make use of to accelerate taxable income to utilize expiring carryforwards. Accordingly, in the third quarter of 2013, the valuation allowance was increased to offset the net deferred tax assets created in the quarter relating primarily to the increase in net operating loss carryforwards. | ' |
Income tax benefit | 11,000,000 | 88,000,000 | 228,000,000 | 301,000,000 |
Income tax expense (benefit), tax allocation | -16,000,000 | ' | ' | ' |
Operating Loss Carryforwards | 2,500,000,000 | ' | 2,500,000,000 | ' |
Valuation allowance | 482,000,000 | ' | 482,000,000 | ' |
Domestic Tax Authority [Member] | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | 154,000,000 | ' | ' | ' |
Net operating loss carryforward | 527,000,000 | ' | 527,000,000 | ' |
Valuation allowance | 337,000,000 | ' | 337,000,000 | ' |
State and Local Jurisdiction [Member] | ' | ' | ' | ' |
Valuation Allowance, Deferred Tax Asset, Change in Amount | 30,000,000 | ' | ' | ' |
Net operating loss carryforward | 50,000,000 | ' | 50,000,000 | ' |
Valuation allowance | 145,000,000 | ' | 145,000,000 | ' |
Operating Loss Carryforward 2013 [Member] | ' | ' | ' | ' |
Operating Loss Carryforwards, Expiration Date | ' | ' | 28-Jan-33 | ' |
Operating Loss Carryforward 2012 [Member] | ' | ' | ' | ' |
Operating Loss Carryforwards, Expiration Date | ' | ' | 29-Jan-32 | ' |
State and Foreign [Member] | ' | ' | ' | ' |
Other Tax Expense (Benefit) | 3,000,000 | ' | ' | ' |
Amortization Of Certain Indefinite-Lived Intangible Assets [Member] | ' | ' | ' | ' |
Other Tax Expense (Benefit) | $2,000,000 | ' | ' | ' |
Litigation_Other_Contingencies1
Litigation, Other Contingencies and Guarantees (Narrative) (Details) (USD $) | Nov. 02, 2013 | Jul. 20, 2012 | Jul. 19, 2012 | Nov. 02, 2013 | Nov. 02, 2013 | Nov. 02, 2013 |
In Millions, unless otherwise specified | J.C.Penney Direct Marketing Services, Inc. [Member] | Property Lease Guarantee [Member] | Capital Contribution Guarantee [Member] | |||
Estimate Potential Environmental Liabilities Minimum | $17 | ' | ' | ' | ' | ' |
Estimate Potential Environmental Liabilities Maximum | 24 | ' | ' | ' | ' | ' |
Recorded Best Estimate | 18 | ' | ' | ' | ' | ' |
Guarantor Obligations, Origin and Purpose | ' | ' | ' | ' | ' | 'In connection with the redemption of two million of our SPG REIT units, we agreed to make future capital contributions to SPG under certain circumstances. |
Guarantor Obligations, Triggering Event | ' | ' | ' | ' | ' | 'Capital contributions would be required only if (i)Â one or more unsecured senior notes or term loans of SPG are in default and (ii)Â the aggregate amount received and/or realized by the lenders with respect to such notes or loans upon the exhaustion of all other remedies available to them is less than the maximum amount of all capital contribution commitments of the Company and other parties with similar commitments. |
Maximum Exposure of Guarantee | ' | ' | ' | $20 | $9 | $360 |
7 Assigned Leases on Sold Outlet Store Locations | 7 | ' | ' | ' | ' | ' |
REIT Units Redeemed | ' | 2 | 2 | ' | ' | ' |
Guarantor Obligations, Term | ' | ' | ' | ' | ' | 'Under certain circumstances, including the disposition of its remaining SPG REIT units, the Company can terminate its obligation. On November 19, 2013, our SPG REIT units were converted to shares and, as a result, the capital contribution obligation will terminate 90 days from that date. |
Recently_Issued_Accounting_Pro1
Recently Issued Accounting Pronouncement (Details) | 9 Months Ended |
Nov. 02, 2013 | |
Accounting Changes and Error Corrections [Abstract] | ' |
New Accounting Pronouncement or Change in Accounting Principle, Name | 'Accounting Standards Update (ASU) 2013-11, Income Taxes (Topic 740) - Presentation of an Unrecognized Tax Benefit when a Net Operating Loss Carryforward or Tax Credit Carryforward Exists |
New Accounting Pronouncement or Change in Accounting Principle, Description | 'This update provides that an entity’s unrecognized tax benefit, or a portion of its unrecognized tax benefit, should be presented in its financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, with one exception. That exception states that, to the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position, or the tax law of the applicable jurisdiction does not require the entity to use, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. This update applies prospectively to all entities that have unrecognized tax benefits when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists at the reporting date. Retrospective application is also permitted. This update is effective for annual periods, and interim periods within those years, beginning after December 15, 2013. We do not anticipate the adoption to have a material impact on our consolidated results operations, cash flows or financial position. |