Five Below (FIVE) 10-Q 3 Jun 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Apr. 30, 2016	Jun. 02, 2016
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Apr. 30, 2016
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Trading Symbol	FIVE
Entity Registrant Name	Five Below, Inc.
Entity Central Index Key	1,177,609
Current Fiscal Year End Date	--01-28
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		54,725,136

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Current assets:
Cash and cash equivalents	$ 25,774	$ 53,081	$ 52,391
Short-term investment securities	55,851	46,335	0
Inventories	156,300	148,370	119,820
Prepaid income taxes	4,411	1,341	6,941
Prepaid expenses and other current assets	21,620	15,618	16,736
Total current assets	263,956	264,745	195,888
Property and equipment, net of accumulated depreciation and amortization of $80,522, $74,395 and $63,573, respectively.	123,765	119,784	98,134
Deferred income taxes	8,720	8,507	8,533
Other assets	278	258	293
Total assets	396,719	393,294	302,848
Current liabilities:
Line of credit	0	0	0
Accounts payable	57,784	58,225	42,146
Income taxes payable	802	11,942	253
Accrued salaries and wages	5,672	7,661	4,590
Other accrued expenses	28,777	24,368	30,463
Total current liabilities	93,035	102,196	77,452
Deferred rent and other	49,367	46,617	43,659
Total liabilities	$ 142,402	$ 148,813	$ 121,111
Commitments and contingencies (note 4)
Shareholders’ equity:
Common stock, $0.01 par value. Authorized 120,000,000 shares; issued and outstanding 54,724,935, 54,590,641 and 54,478,408 shares, respectively.	$ 547	$ 546	$ 545
Additional paid-in capital	309,599	306,522	297,181
Accumulated deficit	(55,829)	(62,587)	(115,989)
Total shareholders’ equity	254,317	244,481	181,737
Total liabilities and shareholders' equity (deficit)	$ 396,719	$ 393,294	$ 302,848

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Statement of Financial Position [Abstract]
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	$ 80,522	$ 74,395	$ 63,573
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01
Common stock, shares authorized	120,000,000	120,000,000	120,000,000
Common stock, shares issued	54,724,935	54,590,641	54,478,408
Common stock, shares outstanding	54,724,935	54,590,641	54,478,408

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Income Statement [Abstract]
Net sales	$ 192,715	$ 153,727
Cost of goods sold	132,448	106,566
Gross profit	60,267	47,161
Selling, general and administrative expenses	49,515	40,140
Operating income	10,752	7,021
Interest income (expense), net	74	(9)
Income before income taxes	10,826	7,012
Income tax expense	4,068	2,734
Net income	$ 6,758	$ 4,278
Basic (loss) income per common share (dollars per share)	$ 0.12	$ 0.08
Diluted (loss) income per common share (dollars per share)	$ 0.12	$ 0.08
Weighted average shares outstanding:
Basic shares	54,681,646	54,448,634
Diluted shares	54,964,890	54,717,146

Consolidated Statement of Share

Consolidated Statement of Shareholders' Equity - 3 months ended Apr. 30, 2016 - USD ($) $ in Thousands	Total	Common stock [Member]	Treasury Stock [Member]	Additional Paid-in Capital [Member]	Accumulated deficit [Member]
Balance at Jan. 30, 2016	$ 244,481	$ 546		$ 306,522	$ (62,587)
Balance, common stock, shares at Jan. 30, 2016	54,590,641	54,590,641
Share-based compensation expense	$ 2,813			2,813	0
Issuance of unrestricted stock awards (in shares)		1,676
Issuance of unrestricted stock awards	$ 70	$ 0		70	0
Exercise of options to purchase common stock (in shares)	88,654	88,654
Exercise of options to purchase common stock	$ 1,127	$ 1		1,126	0
Vesting of restricted and performance-based stock units (in shares)		77,904
Common shares withheld for taxes (in shares)			(33,940)
Common shares withheld for taxes	(1,299)			(1,299)
Excess tax benefit related to exercises of stock options	367			367
Net income	6,758				6,758
Balance at Apr. 30, 2016	$ 254,317	$ 547		$ 309,599	$ (55,829)
Balance, common stock, shares at Apr. 30, 2016	54,724,935	54,724,935

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Operating activities:
Net income	$ 6,758	$ 4,278
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization	6,125	4,740
Share-based compensation expense	2,888	2,465
Deferred income tax benefit	(213)	(652)
Other non-cash expenses	22	13
Changes in operating assets and liabilities:
Prepaid income taxes	(3,070)	(5,002)
Inventories	(7,931)	(4,168)
Prepaid expenses and other assets	(6,028)	1,428
Accounts payable	(4,254)	(7,307)
Income taxes payable	(11,140)	(14,189)
Accrued salaries and wages	(1,989)	(685)
Deferred rent	2,832	3,192
Other accrued expenses	5,550	15,103
Net cash used in operating activities	(10,450)	(784)
Investing activities:
Purchases of investment securities	(15,036)	0
Sales, maturities, and redemptions of investment securities	5,520	0
Capital expenditures	(7,536)	(10,738)
Net cash used in investing activities	(17,052)	(10,738)
Financing activities:
Proceeds from exercise of options to purchase common stock	1,127	368
Common shares withheld for taxes	(1,299)	0
Excess tax benefit related to exercises of stock options	367	359
Net cash provided by financing activities	195	727
Net decrease in cash and cash equivalents	(27,307)	(10,795)
Cash and cash equivalents at beginning of period	53,081	63,186
Cash and cash equivalents at end of period	25,774	52,391
Supplemental disclosures of cash flow information:
Decrease in accrued purchases of property and equipment	$ (2,583)	$ (5,144)

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Apr. 30, 2016
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies (a) Nature of Business Five Below, Inc. (collectively with its wholly owned subsidiary as the "Company") is a specialty value retailer offering merchandise targeted at the teen and pre-teen demographic. The Company offers an edited assortment of products, priced at $5 and below. The Company’s edited assortment of products includes select brands and licensed merchandise. The Company believes its merchandise is readily available, and that there are a number of potential vendors that could be utilized, if necessary, under approximately the same terms the Company is currently receiving; thus, it is not dependent on a single vendor or a group of vendors. The Company is incorporated in the Commonwealth of Pennsylvania and, as of April 30, 2016 , operated in 28 states that include Pennsylvania, New Jersey, Delaware, Maryland, Virginia, Massachusetts, New Hampshire, West Virginia, North Carolina, New York, Connecticut, Rhode Island, Ohio, Illinois, Indiana, Michigan, Missouri, Georgia, Texas, Tennessee, Maine, Alabama, Kentucky, Kansas, Florida, South Carolina, Mississippi, and Louisiana. As of April 30, 2016 and May 2, 2015 , the Company operated 458 stores and 385 stores, respectively, each operating under the name “Five Below.” (b) Fiscal Year The Company operates on a 52/53-week fiscal year ending on the Saturday closest to January 31. References to "fiscal year 2016" or "fiscal 2016" refer to the period from January 31, 2016 to January 28, 2017 and consists of a 52-week fiscal year. References to "fiscal year 2015" or "fiscal 2015" refer to the period from February 1, 2015 to January 30, 2016 and consists of a 52-week fiscal year. References to “fiscal year 2014” or “fiscal 2014” refer to the period from February 2, 2014 to January 31, 2015 and consists of a 52-week fiscal year. The fiscal quarters ended April 30, 2016 and May 2, 2015 refer to the thirteen weeks ended as of those dates. (c) Basis of Presentation The consolidated balance sheets as of April 30, 2016 and May 2, 2015 , the consolidated statements of operations for the thirteen weeks ended April 30, 2016 and May 2, 2015 , the consolidated statement of shareholders’ equity for the thirteen weeks ended April 30, 2016 and the consolidated statements of cash flows for the thirteen weeks ended April 30, 2016 and May 2, 2015 have been prepared by the Company in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim reporting and are unaudited. In the opinion of management, the aforementioned financial statements include all known adjustments (which consist primarily of normal, recurring accruals, estimates and assumptions that impact the financial statements) necessary to present fairly the financial position at the balance sheet dates and the results of operations and cash flows for the periods ended April 30, 2016 and May 2, 2015 . The balance sheet as of January 30, 2016 , presented herein, has been derived from the audited balance sheet included in the Company's Annual Report on Form 10-K for fiscal 2015 as filed with the Securities and Exchange Commission on March 24, 2016 and referred to herein as the “Annual Report,” but does not include all annual disclosures required by U.S. GAAP. These consolidated financial statements should be read in conjunction with the financial statements for the fiscal year ended January 30, 2016 and footnotes thereto included in the Annual Report. The consolidated results of operations for the thirteen weeks ended April 30, 2016 and May 2, 2015 are not necessarily indicative of the consolidated operating results for the year ending January 28, 2017 or any other period. The Company's business is seasonal and as a result, the Company's net sales fluctuate from quarter to quarter. Net sales are usually highest in the fourth fiscal quarter due to the year-end holiday season. Use of Estimates The preparation of the consolidated financial statements requires management of the Company to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, valuation allowances for inventories, income taxes and share-based compensation expense. (f) Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are classified using the following hierarchy, which is based upon the transparency of inputs to the valuation at the measurement date: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Inputs, other than Level 1, that are either directly or indirectly observable. Level 3: Unobservable inputs developed using the Company’s estimates and assumptions which reflect those that market participants would use. The classification of fair value measurements within the hierarchy is based upon the lowest level of input that is significant to the measurement. The Company’s financial instruments consist primarily of cash equivalents, short-term investment securities, accounts payable, and borrowings, if any, under a line of credit. The Company believes that: (1) the carrying value of cash equivalents and accounts payable are representative of their respective fair value due to the short-term nature of these instruments; and (2) the carrying value of the borrowings, if any, under the line of credit approximates fair value because the line of credit’s interest rates vary with market interest rates. Under the fair value hierarchy, the fair market values of the short-term investments in corporate bonds are level 1 while the short-term in certificates of deposits and municipals bonds are level 2. The fair market values of level 2 instruments are determined by management with the assistance of a third party pricing service. Since quoted prices in active markets for identical assets are not available, these prices are determined by the third party pricing service using observable market information such as quotes from less active markets and quoted prices of similar securities. As of April 30, 2016 , January 30, 2016 , and May 2, 2015 , the Company had cash equivalents of $6.6 million , $22.6 million and $43.9 million , respectively. The Company’s cash equivalents consist of credit and debit card receivables, money market funds, certificates of deposit, and short-term municipal bonds. Fair value for cash equivalents was determined based on Level 1 inputs. As of April 30, 2016 and January 30, 2016 , the Company's short-term investment securities are classified as held-to-maturity since the Company has the intent and ability to hold the investments to maturity. Such securities are carried at amortized cost plus accrued interest and consist of the following (in thousands): As of April 30, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Short-term: Corporate bonds $ 36,159 $ — $ 8 $ 36,151 Certificates of deposit 1,645 — — 1,645 Municipal bonds 18,046 6 — 18,053 Total $ 55,850 $ 6 $ 8 $ 55,849 As of January 30, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Short-term: Corporate bonds $ 37,127 $ — $ 29 $ 37,098 Certificates of deposit 6,916 6 — 6,923 Municipal bonds 2,291 — — $ 2,291 Total $ 46,335 $ 6 $ 29 $ 46,312 Investment securities as of April 30, 2016 and January 30, 2016 all mature in one year or less.

Income (Loss) Per Common Share

Income (Loss) Per Common Share	3 Months Ended
	Apr. 30, 2016
Earnings Per Share [Abstract]
Income (Loss) Per Common Share	Income Per Common Share Basic income per common share amounts are calculated using the weighted-average number of common shares outstanding for the period. Diluted income per common share amounts are calculated using the weighted-average number of common shares outstanding for the period and include the dilutive impact of exercise of stock options as well as assumed lapse of restrictions on restricted stock awards and shares currently available for purchase under the Company's Employee Stock Purchase Plan, using the treasury stock method. Performance-based restricted stock units are considered contingently issuable shares for diluted income per common share purposes and the dilutive impact, if any, is not included in the weighted-average shares until the performance conditions are met. The following table reconciles net income and the weighted average common shares outstanding used in the computations of basic and diluted income per common share (in thousands, except for share and per share data): Thirteen Weeks Ended April 30, 2016 May 2, 2015 Numerator: Net income $ 6,758 $ 4,278 Denominator: Weighted average common shares outstanding - basic 54,681,646 54,448,634 Dilutive impact of options, restricted stock units and employee stock purchase plan 283,244 268,512 Weighted average common shares outstanding - diluted 54,964,890 54,717,146 Per common share: Basic income per common share $ 0.12 $ 0.08 Diluted income per common share $ 0.12 $ 0.08 The effects of the assumed exercise of stock options for 459,387 shares of common stock for the thirteen weeks ended April 30, 2016 were excluded from the calculation of diluted net income per share as their impact would have been anti-dilutive. The effects of the assumed exercise of stock options for 689,025 shares of common stock for the thirteen weeks ended May 2, 2015 were excluded from the calculation of diluted net income per share as their impact would have been anti-dilutive. The aforementioned excluded shares do not reflect the impact of any incremental repurchases under the treasury stock method.

Line of Credit

Line of Credit	3 Months Ended
	Apr. 30, 2016
Debt Disclosure [Abstract]
Financing Transactions, Line of Credit and Note Payable	Line of Credit The Company has a revolving credit facility (the "Revolving Credit Facility") that allows maximum borrowings of $20.0 million with advances tied to a borrowing base and expires on the earliest to occur of (i) May 16, 2017 or (ii) upon the occurrence of an event of default. The Revolving Credit Facility may be increased to $30.0 million upon certain conditions. The Revolving Credit Facility includes a $5.0 million sub-limit for the issuance of letters of credit. The borrowing base is 90% of eligible credit card receivables plus 90% of the net recovery percentage of eligible inventory less established reserves. The Revolving Credit Facility provides for interest on borrowings, at the Company's option, at (a) a prime rate plus a margin of (i) 0.75% if excess availability is greater than or equal to 75% , (ii) 1.0% if excess availability is less than 75% but greater than or equal to 33% or (iii) 1.25% if excess availability is less than 33% or (b) a LIBOR-based rate plus a margin of (i) 1.75% if excess availability is greater than or equal to 75% , (ii) 2.00% if excess availability is less than 75% but greater than or equal to 33% or (iii) 2.25% if excess availability is less than 33% . The Revolving Credit Facility further provides for a letter of credit fee equal to the LIBOR-based rate plus (i) 1.75% if excess availability is greater than or equal to 75% , (ii) 2.00% if excess availability is less than 75% but greater than or equal to 33% or (iii) 2.25% if excess availability is less than 33% . The Revolving Credit Facility also contains an unused credit facility fee of 0.375% per annum and is subject to a servicing fee of approximately $12.0 thousand per year. The Revolving Credit Facility includes a covenant which requires the Company to maintain minimum excess collateral availability of no less than the greater of (i) 10% of the then effective maximum credit and (ii) $3.0 million . The Revolving Credit Facility also includes customary negative and affirmative covenants including, among others, limitations on the Company's ability to (i) incur additional debt; (ii) create liens; (iii) make certain investments, loans and advances; (iv) sell assets; (v) pay dividends or make distributions or other restricted payments; (vi) engage in mergers or consolidations; or (vii) change the Company's business. Additionally, the Revolving Credit Facility is subject to payment upon the receipt of certain proceeds, including those from the sale of certain assets and is subject to an increase in the interest rate on borrowings and the letter of credit fee of 2.0% upon an event of default. Amounts under the Revolving Credit Facility may become due upon certain events of default including, among others, failure to comply with the Revolving Credit Facility’s covenants, bankruptcy, default on certain other indebtedness or a change in control. As of April 30, 2016 , the Company had no borrowings under the Revolving Credit Facility and had approximately $20.0 million available on the line of credit. All obligations under the Revolving Credit Facility are secured by substantially all of the Company's assets and are guaranteed by the Company's subsidiary. As of April 30, 2016 and May 2, 2015 , the Company was in compliance with the covenants applicable to it under the Revolving Credit Facility.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Apr. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments Leases The Company leases property and equipment under non-cancelable operating leases. Certain retail store lease agreements provide for contingent rental payments if the store’s net sales exceed stated levels (percentage rents) and/or contain escalation clauses, which provide for increases in base rental for increases in future operating costs. Many of the Company’s leases provide for one or more renewal options for periods of five years . The Company’s operating lease agreements, including assumed extensions, which are generally those that take the lease to a ten -year term, expire through fiscal 2031. During the thirteen weeks ended April 30, 2016 , the Company committed to 26 new store leases with terms of 10 years that have future minimum lease payments of approximately $49.3 million . Other contractual commitments As of April 30, 2016 , the Company has other purchase commitments of approximately $2.6 million consisting of purchase agreements for materials that will be used in the construction of new stores. Contingencies Legal Matters From time to time, the Company is involved in certain legal actions arising in the ordinary course of business. In management’s opinion, the outcome of such actions will not have a material adverse effect on the Company’s financial condition or results of operations.

Share-Based Compensation

Share-Based Compensation	3 Months Ended
	Apr. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Share-Based Compensation	Share-Based Compensation Equity Incentive Plan Pursuant to the Company's 2002 Equity Incentive Plan (the “Plan”), the Company’s board of directors may grant stock options, restricted shares, and restricted stock units to officers, directors, key employees and professional service providers. The Plan, as amended, allows for the issuance of up to a total of 7,600,000 shares under the Plan. As of April 30, 2016 , 3,591,495 stock options, restricted shares, or restricted stock units were available for grant. Common Stock Options All stock options have a term not greater than ten years. Stock options vest and become exercisable in whole or in part, in accordance with vesting conditions set by the compensation committee of the Company’s board of directors. Options granted to date generally vest over four years from the date of grant. Stock option activity under the Plan was as follows: Options Weighted Weighted Balance as of January 30, 2016 1,088,674 $ 26.31 7.5 Granted 51,611 39.30 Forfeited (11,250 ) 38.06 Exercised (88,654 ) 12.70 Balance as of April 30, 2016 1,040,381 27.99 7.2 Exercisable as of April 30, 2016 508,272 $ 20.25 6.3 The fair value of each option award granted to employees, including outside directors, is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions: Thirteen Weeks Ended April 30, 2016 May 2, 2015 Expected volatility 47.6 % 47.0 % Risk-free interest rate 1.6 % 1.8 % Expected life of options 6.4 years 6.4 years Expected dividend yield — % — % The Company uses the simplified method to estimate the expected term of the option. The expected volatility incorporates historical and implied volatility of similar entities whose share prices are publicly available. The risk-free rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The per-share weighted average grant-date fair value of stock options granted for the thirteen weeks ended April 30, 2016 and May 2, 2015 was $18.89 and $13.67 , respectively. Restricted Stock Units and Performance-Based Restricted Stock Units All restricted stock units ("RSU") and performance-based restricted stock units ("PSU") vest in accordance with vesting conditions set by the compensation committee of the Company’s board of directors. RSU's granted to date have vesting periods ranging from less than one year to five years from the date of grant. PSU's granted to date have vesting periods ranging from one year to five years from the date of grant, including grants that have a cumulative three year performance period, subject to satisfaction of the applicable performance goals established for the respective grant. The Company periodically assesses the probability of achievement of the performance criteria and adjusts the amount of compensation expense accordingly. Compensation is recognized over the vesting period and adjusted for the probability of achievement of the performance criteria. RSU and PSU activity during the thirteen weeks ended April 30, 2016 was as follows: Restricted Stock Units Performance-Based Restricted Stock Units Number Weighted-Average Grant Date Fair Value Number Weighted-Average Grant Date Fair Value Non-vested balance as of January 30, 2016 211,682 $ 33.47 477,463 $ 36.48 Granted 84,563 39.23 127,160 39.22 Vested (645 ) 38.71 (77,260 ) 38.83 Forfeited (5,511 ) 32.09 — — Non-vested balance as of April 30, 2016 290,089 $ 35.16 527,363 $ 36.80 In connection with the vesting of RSU's and PSU's during the thirteen weeks ended April 30, 2016 , the Company withheld 33,940 shares with an aggregate value of $1.3 million in satisfaction of minimum tax withholding obligations due upon vesting. As of April 30, 2016 , there was $27.0 million of total unrecognized compensation costs related to non-vested share-based compensation arrangements (including stock options, restricted stock units and performance-based restricted stock units) granted under the Plan. That cost is expected to be recognized over a weighted average vesting period of 2.7 years.

Income Taxes

Income Taxes	3 Months Ended
	Apr. 30, 2016
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The following table summarizes the Company’s income tax expense and effective tax rates for the thirteen weeks ended April 30, 2016 and May 2, 2015 (in thousands): Thirteen Weeks Ended April 30, 2016 May 2, 2015 Income before income taxes $ 10,826 $ 7,012 Income tax expense $ 4,068 $ 2,734 Effective tax rate 37.6 % 39.0 % The effective tax rates for the thirteen weeks ended April 30, 2016 and May 2, 2015 were based on the Company’s forecasted annualized effective tax rates and were adjusted for discrete items that occurred within the periods presented. The effective tax rate for the thirteen weeks ended April 30, 2016 was lower than the thirteen weeks ended May 2, 2015 as a result of a change in the Company's average state tax rate. The Company had no material accrual for uncertain tax positions or interest or penalties related to income taxes on the Company’s balance sheets as of April 30, 2016 , January 30, 2016 , or May 2, 2015 and has not recognized any material uncertain tax positions or interest and/or penalties related to income taxes in the consolidated statements of operations for the thirteen weeks ended April 30, 2016 or May 2, 2015 . The Company files a federal income tax return as well as state tax returns. The Company’s U.S. federal income tax returns for the fiscal years ended February 1, 2014 and thereafter remain subject to examination by the U.S. Internal Revenue Service (“IRS”). State returns are filed in various state jurisdictions, as appropriate, with varying statutes of limitation and remain subject to examination for varying periods up to 3 to 4 years depending on the state.

Summary of Significant Accoun13

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Apr. 30, 2016
Accounting Policies [Abstract]
Nature of Business	Nature of Business Five Below, Inc. (collectively with its wholly owned subsidiary as the "Company") is a specialty value retailer offering merchandise targeted at the teen and pre-teen demographic. The Company offers an edited assortment of products, priced at $5 and below. The Company’s edited assortment of products includes select brands and licensed merchandise. The Company believes its merchandise is readily available, and that there are a number of potential vendors that could be utilized, if necessary, under approximately the same terms the Company is currently receiving; thus, it is not dependent on a single vendor or a group of vendors. The Company is incorporated in the Commonwealth of Pennsylvania and, as of April 30, 2016 , operated in 28 states that include Pennsylvania, New Jersey, Delaware, Maryland, Virginia, Massachusetts, New Hampshire, West Virginia, North Carolina, New York, Connecticut, Rhode Island, Ohio, Illinois, Indiana, Michigan, Missouri, Georgia, Texas, Tennessee, Maine, Alabama, Kentucky, Kansas, Florida, South Carolina, Mississippi, and Louisiana. As of April 30, 2016 and May 2, 2015 , the Company operated 458 stores and 385 stores, respectively, each operating under the name “Five Below.”
Fiscal Year	Fiscal Year The Company operates on a 52/53-week fiscal year ending on the Saturday closest to January 31. References to "fiscal year 2016" or "fiscal 2016" refer to the period from January 31, 2016 to January 28, 2017 and consists of a 52-week fiscal year. References to "fiscal year 2015" or "fiscal 2015" refer to the period from February 1, 2015 to January 30, 2016 and consists of a 52-week fiscal year. References to “fiscal year 2014” or “fiscal 2014” refer to the period from February 2, 2014 to January 31, 2015 and consists of a 52-week fiscal year. The fiscal quarters ended April 30, 2016 and May 2, 2015 refer to the thirteen weeks ended as of those dates.
Basis of Presentation	Basis of Presentation The consolidated balance sheets as of April 30, 2016 and May 2, 2015 , the consolidated statements of operations for the thirteen weeks ended April 30, 2016 and May 2, 2015 , the consolidated statement of shareholders’ equity for the thirteen weeks ended April 30, 2016 and the consolidated statements of cash flows for the thirteen weeks ended April 30, 2016 and May 2, 2015 have been prepared by the Company in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim reporting and are unaudited. In the opinion of management, the aforementioned financial statements include all known adjustments (which consist primarily of normal, recurring accruals, estimates and assumptions that impact the financial statements) necessary to present fairly the financial position at the balance sheet dates and the results of operations and cash flows for the periods ended April 30, 2016 and May 2, 2015 . The balance sheet as of January 30, 2016 , presented herein, has been derived from the audited balance sheet included in the Company's Annual Report on Form 10-K for fiscal 2015 as filed with the Securities and Exchange Commission on March 24, 2016 and referred to herein as the “Annual Report,” but does not include all annual disclosures required by U.S. GAAP. These consolidated financial statements should be read in conjunction with the financial statements for the fiscal year ended January 30, 2016 and footnotes thereto included in the Annual Report. The consolidated results of operations for the thirteen weeks ended April 30, 2016 and May 2, 2015 are not necessarily indicative of the consolidated operating results for the year ending January 28, 2017 or any other period. The Company's business is seasonal and as a result, the Company's net sales fluctuate from quarter to quarter. Net sales are usually highest in the fourth fiscal quarter due to the year-end holiday season.
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements requires management of the Company to make estimates and assumptions that affect the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, valuation allowances for inventories, income taxes and share-based compensation expense.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are classified using the following hierarchy, which is based upon the transparency of inputs to the valuation at the measurement date: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Inputs, other than Level 1, that are either directly or indirectly observable. Level 3: Unobservable inputs developed using the Company’s estimates and assumptions which reflect those that market participants would use. The classification of fair value measurements within the hierarchy is based upon the lowest level of input that is significant to the measurement. The Company’s financial instruments consist primarily of cash equivalents, short-term investment securities, accounts payable, and borrowings, if any, under a line of credit. The Company believes that: (1) the carrying value of cash equivalents and accounts payable are representative of their respective fair value due to the short-term nature of these instruments; and (2) the carrying value of the borrowings, if any, under the line of credit approximates fair value because the line of credit’s interest rates vary with market interest rates. Under the fair value hierarchy, the fair market values of the short-term investments in corporate bonds are level 1 while the short-term in certificates of deposits and municipals bonds are level 2. The fair market values of level 2 instruments are determined by management with the assistance of a third party pricing service. Since quoted prices in active markets for identical assets are not available, these prices are determined by the third party pricing service using observable market information such as quotes from less active markets and quoted prices of similar securities. As of April 30, 2016 , January 30, 2016 , and May 2, 2015 , the Company had cash equivalents of $6.6 million , $22.6 million and $43.9 million , respectively. The Company’s cash equivalents consist of credit and debit card receivables, money market funds, certificates of deposit, and short-term municipal bonds. Fair value for cash equivalents was determined based on Level 1 inputs. As of April 30, 2016 and January 30, 2016 , the Company's short-term investment securities are classified as held-to-maturity since the Company has the intent and ability to hold the investments to maturity. Such securities are carried at amortized cost plus accrued interest and consist of the following (in thousands): As of April 30, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Short-term: Corporate bonds $ 36,159 $ — $ 8 $ 36,151 Certificates of deposit 1,645 — — 1,645 Municipal bonds 18,046 6 — 18,053 Total $ 55,850 $ 6 $ 8 $ 55,849 As of January 30, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Fair Market Value Short-term: Corporate bonds $ 37,127 $ — $ 29 $ 37,098 Certificates of deposit 6,916 6 — 6,923 Municipal bonds 2,291 — — $ 2,291 Total $ 46,335 $ 6 $ 29 $ 46,312 Investment securities as of April 30, 2016 and January 30, 2016 all mature in one year or less.

Income (Loss) Per Common Share

Income (Loss) Per Common Share (Tables)	3 Months Ended
	Apr. 30, 2016
Earnings Per Share [Abstract]
Computations Of Basic And Diluted Income (Loss) Per Share	The following table reconciles net income and the weighted average common shares outstanding used in the computations of basic and diluted income per common share (in thousands, except for share and per share data): Thirteen Weeks Ended April 30, 2016 May 2, 2015 Numerator: Net income $ 6,758 $ 4,278 Denominator: Weighted average common shares outstanding - basic 54,681,646 54,448,634 Dilutive impact of options, restricted stock units and employee stock purchase plan 283,244 268,512 Weighted average common shares outstanding - diluted 54,964,890 54,717,146 Per common share: Basic income per common share $ 0.12 $ 0.08 Diluted income per common share $ 0.12 $ 0.08

Share-Based Compensation (Table

Share-Based Compensation (Tables)	3 Months Ended
	Apr. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Share-based Compensation, Stock Options, Activity	Stock option activity under the Plan was as follows: Options Weighted Weighted Balance as of January 30, 2016 1,088,674 $ 26.31 7.5 Granted 51,611 39.30 Forfeited (11,250 ) 38.06 Exercised (88,654 ) 12.70 Balance as of April 30, 2016 1,040,381 27.99 7.2 Exercisable as of April 30, 2016 508,272 $ 20.25 6.3
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	The fair value of each option award granted to employees, including outside directors, is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions: Thirteen Weeks Ended April 30, 2016 May 2, 2015 Expected volatility 47.6 % 47.0 % Risk-free interest rate 1.6 % 1.8 % Expected life of options 6.4 years 6.4 years Expected dividend yield — % — %
Schedule of Share-based Compensation, Restricted Stock Units Award Activity	RSU and PSU activity during the thirteen weeks ended April 30, 2016 was as follows: Restricted Stock Units Performance-Based Restricted Stock Units Number Weighted-Average Grant Date Fair Value Number Weighted-Average Grant Date Fair Value Non-vested balance as of January 30, 2016 211,682 $ 33.47 477,463 $ 36.48 Granted 84,563 39.23 127,160 39.22 Vested (645 ) 38.71 (77,260 ) 38.83 Forfeited (5,511 ) 32.09 — — Non-vested balance as of April 30, 2016 290,089 $ 35.16 527,363 $ 36.80

Income Taxes (Tables)

Income Taxes (Tables)	3 Months Ended
	Apr. 30, 2016
Income Tax Disclosure [Abstract]
Schedule of Effective Income Tax Rate Reconciliation	The following table summarizes the Company’s income tax expense and effective tax rates for the thirteen weeks ended April 30, 2016 and May 2, 2015 (in thousands): Thirteen Weeks Ended April 30, 2016 May 2, 2015 Income before income taxes $ 10,826 $ 7,012 Income tax expense $ 4,068 $ 2,734 Effective tax rate 37.6 % 39.0 %

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Nature of Business) (Details)	Apr. 30, 2016USD ($)Storestate	May. 02, 2015Store
Accounting Policies [Abstract]
Products offering price, maximum price | $	$ 5
Number of States in which Entity Operates | state	28
Number of Stores	458
Number of operated stores		385

Summary of Significant Accoun18

Summary of Significant Accounting Policies (Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Fair Value, Inputs, Level 1 [Member]
Significant Accounting Policies [Line Items]
Cash equivalents	$ 6,600	$ 22,600	$ 43,900
Corporate Bond Securities [Member] | Fair Value, Inputs, Level 1 [Member]
Significant Accounting Policies [Line Items]
Held-to-maturity Securities, Amortized Cost before Other than Temporary Impairment	36,159	37,127
Held-to-maturity Securities, Accumulated Unrecognized Holding Gain	0	0
Held-to-maturity Securities, Accumulated Unrecognized Holding Loss	8	29
Held-to-maturity Securities, Fair Value	36,151	37,098
Certificates of Deposit [Member] | Fair Value, Inputs, Level 2 [Member]
Significant Accounting Policies [Line Items]
Held-to-maturity Securities, Amortized Cost before Other than Temporary Impairment	1,645	6,916
Held-to-maturity Securities, Accumulated Unrecognized Holding Gain	0	6
Held-to-maturity Securities, Accumulated Unrecognized Holding Loss	0	0
Held-to-maturity Securities, Fair Value	1,645	6,923
Municipal Bonds [Member]
Significant Accounting Policies [Line Items]
Held-to-maturity Securities, Amortized Cost before Other than Temporary Impairment	55,850	46,335
Held-to-maturity Securities, Accumulated Unrecognized Holding Gain	6	6
Held-to-maturity Securities, Accumulated Unrecognized Holding Loss	8	29
Held-to-maturity Securities, Fair Value	55,849	46,312
Municipal Bonds [Member] | Fair Value, Inputs, Level 2 [Member]
Significant Accounting Policies [Line Items]
Held-to-maturity Securities, Amortized Cost before Other than Temporary Impairment	18,046	2,291
Held-to-maturity Securities, Accumulated Unrecognized Holding Gain	6	0
Held-to-maturity Securities, Accumulated Unrecognized Holding Loss	0	0
Held-to-maturity Securities, Fair Value	$ 18,053	$ 2,291

Summary of Significant Accoun19

Summary of Significant Accounting Policies (New Accounting Pronouncements) (Details) $ in Millions	May. 02, 2015USD ($)
Other Current Assets [Member]
Significant Accounting Policies [Line Items]
Deferred Tax Assets, Gross	$ 8.7
Other Noncurrent Liabilities [Member]
Significant Accounting Policies [Line Items]
Deferred Tax Assets, Gross	0.2
Other Noncurrent Assets [Member]
Significant Accounting Policies [Line Items]
Deferred Tax Assets, Gross	$ 8.5

Income (Loss) Per Common Shar20

Income (Loss) Per Common Share (Computations Of Basic And Diluted Income (Loss) Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Numerator:
Net income	$ 6,758	$ 4,278
Denominator:
Weighted-average common shares outstanding - basic (shares)	54,681,646	54,448,634
Dilutive impact of options and warrants (shares)	283,244	268,512
Weighted average common share outstanding - diluted (shares)	54,964,890	54,717,146
Per common share:
Basic income (loss) per common share (dollars per share)	$ 0.12	$ 0.08
Diluted income (loss) per common share (dollars per share)	$ 0.12	$ 0.08
Retained Earnings [Member]
Numerator:
Net income	$ 6,758	$ 4,278

Income (Loss) Per Common Shar21

Income (Loss) Per Common Share (Narrative) (Details) - shares	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Common stock not included in the computations of diluted earnings per share	459,387	689,025

Line of Credit (Line of Credit)

Line of Credit (Line of Credit) (Details)	3 Months Ended
	Apr. 30, 2016USD ($)
Debt Instrument [Line Items]
Servicing Fee	$ 12,000
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Revolving credit facility maximum borrowings	20,000,000
Increase in revolving credit facility	30,000,000
Issuance of letters of credit	$ 5,000,000
Borrowing base percentage (percent)	90.00%
Percentage of unused credit facility fee (percent)	0.375%
Excess collateral availability percentage (percent)	10.00%
Revolving credit facility collateral amount	$ 3,000,000
Letter of credit fee (percentage)	2.00%
Line of Credit Facility, Amount Outstanding	$ 0
Revolving Credit Facility [Member] | Prime Rate [Member] | Excess Availability Greater Than Or Equal To 75% [Member]
Debt Instrument [Line Items]
Interest rate on borrowings (percent)	0.75%
Revolving Credit Facility [Member] | Prime Rate [Member] | Excess Availability Less Than 75% But Greater Than Or Equal To 33% [Member]
Debt Instrument [Line Items]
Interest rate on borrowings (percent)	1.00%
Revolving Credit Facility [Member] | Prime Rate [Member] | Excess Availability Less Than 33% [Member]
Debt Instrument [Line Items]
Interest rate on borrowings (percent)	1.25%
Excess interest on available borrowings	33.00%
Revolving Credit Facility [Member] | Prime Rate [Member] | Minimum [Member] | Excess Availability Greater Than Or Equal To 75% [Member]
Debt Instrument [Line Items]
Excess interest on available borrowings	75.00%
Revolving Credit Facility [Member] | Prime Rate [Member] | Minimum [Member] | Excess Availability Less Than 75% But Greater Than Or Equal To 33% [Member]
Debt Instrument [Line Items]
Excess interest on available borrowings	33.00%
Revolving Credit Facility [Member] | Prime Rate [Member] | Maximum [Member] | Excess Availability Less Than 75% But Greater Than Or Equal To 33% [Member]
Debt Instrument [Line Items]
Excess interest on available borrowings	75.00%
Revolving Credit Facility [Member] | LIBOR Plus [Member] | Excess Availability Greater Than Or Equal To 75% [Member]
Debt Instrument [Line Items]
Interest rate on borrowings (percent)	1.75%
Revolving Credit Facility [Member] | LIBOR Plus [Member] | Excess Availability Less Than 75% But Greater Than Or Equal To 33% [Member]
Debt Instrument [Line Items]
Interest rate on borrowings (percent)	2.00%
Revolving Credit Facility [Member] | LIBOR Plus [Member] | Excess Availability Less Than 33% [Member]
Debt Instrument [Line Items]
Interest rate on borrowings (percent)	2.25%
Revolving Credit Facility [Member] | LIBOR Plus [Member] | Minimum [Member] | Excess Availability Greater Than Or Equal To 75% [Member]
Debt Instrument [Line Items]
Excess interest on available borrowings	75.00%
Revolving Credit Facility [Member] | LIBOR Plus [Member] | Minimum [Member] | Excess Availability Less Than 75% But Greater Than Or Equal To 33% [Member]
Debt Instrument [Line Items]
Excess interest on available borrowings	33.00%
Revolving Credit Facility [Member] | LIBOR Plus [Member] | Maximum [Member] | Excess Availability Less Than 75% But Greater Than Or Equal To 33% [Member]
Debt Instrument [Line Items]
Excess interest on available borrowings	75.00%

Commitments and Contingencies (

Commitments and Contingencies (Narrative) (Details) $ in Millions	3 Months Ended
	Apr. 30, 2016USD ($)lease
Commitments and Contingencies Disclosure [Abstract]
Lessee Leasing Arrangements, Operating Leases, Renewal Term	5 years
Lessee Leasing Arrangements, Operating Leases, Term of Contract	10 years
Number Of Leases | lease	26
Purchase commitments	$ 49.3
Purchase Commitment, Remaining Minimum Amount Committed	$ 2.6

Share-Based Compensation (2002

Share-Based Compensation (2002 Equity Incentive Plan) (Details) - 2002 Equity Incentive Plan [Member] - shares	Apr. 30, 2016	Jul. 24, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for issuance (shares)		7,600,000
Stock options and restricted shares available for grant (shares)	3,591,495

Share-Based Compensation (Sched

Share-Based Compensation (Schedule Of Stock Option Activity Under Plan) (Details) - $ / shares	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock Option Maximum Term	10 years
Stock Option Vesting Period	4 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Options outstanding, Balance (shares)	1,088,674
Options outstanding, Granted (shares)	51,611
Options outstanding, Forfeited (shares)	(11,250)
Options outstanding, Exercised (shares)	(88,654)
Options outstanding, Balance (shares)	1,040,381
Options outstanding, Exercisable (shares)	508,272
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Weighted average exercise price, Balance (dollars per share)	$ 26.31
Weighted average exercise price, Granted (dollars per share)	39.30
Weighted average exercise price, Forfeited (dollars per share)	38.06
Weighted average exercise price, Exercised (dollars per share)	12.70
Weighted average exercise price, Balance (dollars per share)	27.99
Weighted average exercise price, Exercisable (dollars per share)	$ 20.25
Weighted Average Remaining Contractual Term (in years)	7 years 2 months 18 days	7 years 6 months
Weighted average remaining contractual term, Exercisable	6 years 3 months 18 days

Share-Based Compensation (Share

Share-Based Compensation (Share-Based Compensation Valuation of Stock Options) (Details) - $ / shares	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Share-based Compensation [Abstract]
Expected volatility	47.60%	47.00%
Risk-free interest rate	1.60%	1.80%
Expected life of options	6 years 4 months 18 days	6 years 4 months 18 days
Expected dividend yield	0.00%	0.00%
Weighted average grant-date fair value of stock options granted (dollars per share)	$ 18.89	$ 13.67

Share-Based Compensation (Restr

Share-Based Compensation (Restricted Stock Units and Performance-Based Restricted Stock Units) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 30, 2016	Jan. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Repurchased and Retired During Period, Value	$ 1,299
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period	(11,250)
Unrecognized compensation costs related to non-vested share-based compensation	$ 27,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	2 years 8 months
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	1 year
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	5 years
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number	290,089	211,682
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value	$ 35.16	$ 33.47
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	84,563
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 39.23
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period	(645)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value	$ 38.71
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period	(5,511)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value	$ 32.09
Performance Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number	527,363	477,463
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value	$ 36.80	$ 36.48
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period	127,160
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value	$ 39.22
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period	(77,260)
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value	$ 38.83
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period	0
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value	$ 0
Treasury Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Repurchased and Retired During Period, Shares	33,940
Additional Paid-in Capital [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Repurchased and Retired During Period, Value	$ 1,299

Income Taxes (Narrative) (Detai

Income Taxes (Narrative) (Details) - USD ($)	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Income Tax [Line Items]
Income before income taxes	$ 10,826,000	$ 7,012,000
Income tax expense	$ 4,068,000	$ 2,734,000
Effective tax rate	37.60%	39.00%
Accrual for uncertain tax, interest or penalties	$ 0
Minimum [Member]
Income Tax [Line Items]
State income taxes, statute of limitations period (years)	3 years
Maximum [Member]
Income Tax [Line Items]
State income taxes, statute of limitations period (years)	4 years