Mattress Firm Holding 10-Q 3 Dec 14 2014 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Oct. 28, 2014	Nov. 28, 2014
Document and Entity Information	'	'
Entity Registrant Name	'MATTRESS FIRM HOLDING CORP.	'
Entity Central Index Key	'0001419852	'
Document Type	'10-Q	'
Document Period End Date	28-Oct-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--02-03	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	35,017,602
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q3	'

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (USD $)	Oct. 28, 2014	Jan. 28, 2014
In Thousands, unless otherwise specified
Assets	'	'
Cash and cash equivalents	$4,926	$22,878
Accounts receivable, net	54,697	20,812
Inventories	157,688	81,507
Deferred income tax asset	4,491	4,729
Prepaid expenses and other current assets	35,227	16,348
Total current assets	257,029	146,274
Property and equipment, net	235,986	174,770
Intangible assets, net	124,462	84,391
Goodwill	910,085	366,647
Debt issue costs and other, net	28,519	12,549
Total assets	1,556,081	784,631
Current liabilities:	'	'
Notes payable and current maturities of long-term debt	8,737	3,621
Accounts payable	140,599	72,165
Accrued liabilities	90,574	42,435
Customer deposits	20,397	9,318
Total current liabilities	260,307	127,539
Long-term debt, net of current maturities	750,190	217,587
Deferred income tax liability	36,285	37,921
Other noncurrent liabilities	87,101	73,092
Total liabilities	1,133,883	456,139
Commitments and contingencies (Note 7)	'	'
Stockholders' equity:	'	'
Common stock, $0.01 par value; 120,000,000 shares authorized; 34,002,981 and 33,990,381 shares issued and outstanding at January 28, 2014; and 35,012,733 and 35,000,133 shares issued and outstanding at October 28, 2014, respectively	350	340
Additional paid-in capital	429,218	373,153
Accumulated deficit	-7,370	-45,001
Total stockholders' equity	422,198	328,492
Total liabilities and stockholders' equity	$1,556,081	$784,631

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Oct. 28, 2014	Jan. 28, 2014
Condensed Consolidated Balance Sheets	'	'
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, shares authorized	120,000,000	120,000,000
Common stock, shares issued	35,012,733	34,002,981
Common stock, shares outstanding	35,000,133	33,990,381

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Oct. 28, 2014	Oct. 29, 2013	Oct. 28, 2014	Oct. 29, 2013
Condensed Consolidated Statements of Operations	'	'	'	'
Net sales	$464,278	$326,233	$1,207,731	$904,731
Cost of sales	281,323	200,267	740,522	553,878
Gross profit from retail operations	182,955	125,966	467,209	350,853
Franchise fees and royalty income	1,238	1,655	3,516	4,342
Total gross profit	184,193	127,621	470,725	355,195
Operating expenses:	'	'	'	'
Sales and marketing expenses	109,632	74,605	285,295	214,104
General and administrative expenses	42,783	21,225	110,358	60,143
Loss on store closings and impairment of store assets	133	-5	1,039	739
Total operating expenses	152,548	95,825	396,692	274,986
Income from operations	31,645	31,796	74,033	80,209
Other expense:	'	'	'	'
Interest expense, net	4,067	2,543	10,352	8,185
Loss from debt extinguishment	2,288	'	2,288	'
Total other expense	6,355	2,543	12,640	8,185
Income before income taxes	25,290	29,253	61,393	72,024
Income tax expense	9,677	11,117	23,762	27,756
Net income	$15,613	$18,136	$37,631	$44,268
Basic net income per common share (in dollars per share)	$0.46	$0.54	$1.10	$1.31
Diluted net income per common share (in dollars per share)	$0.45	$0.53	$1.09	$1.30
Basic weighted average shares outstanding (in shares)	34,285,572	33,878,241	34,149,531	33,848,032
Diluted weighted average shares outstanding (in shares)	34,724,199	34,114,147	34,562,374	34,073,307

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Oct. 28, 2014	Oct. 29, 2013
Cash flows from operating activities:	'	'
Net income	$37,631	$44,268
Adjustments to reconcile net income to cash flows provided by operating activities:	'	'
Depreciation and amortization	28,302	21,128
Loan fee and other amortization	3,507	1,630
Loss from debt extinguishment	2,288	'
Deferred income tax expense	2,325	4,968
Stock-based compensation	4,973	3,203
Loss on store closings and impairment of store assets	1,039	739
Construction allowances from landlords	4,813	4,391
Excess tax benefits associated with stock-based awards	-1,585	-277
Effects of changes in operating assets and liabilities, excluding business acquisitions:	'	'
Accounts receivable	-22,124	-5,580
Inventories	-22,029	-16,794
Prepaid expenses and other current assets	-5,426	-892
Other assets	-8,501	-2,126
Accounts payable	27,432	3,929
Accrued liabilities	26,822	7,807
Customer deposits	905	818
Other noncurrent liabilities	-816	3,724
Net cash provided by operating activities	79,556	70,936
Cash flows from investing activities:	'	'
Purchases of property and equipment	-54,998	-41,340
Business acquisitions, net of cash acquired	-561,013	-2,042
Net cash used in investing activities	-616,011	-43,382
Cash flows from financing activities:	'	'
Proceeds from issuance of debt	990,800	27,000
Principal payments of debt	-465,551	-54,968
Debt issuance costs	-10,188	'
Proceeds from exercise of common stock options	2,988	1,312
Excess tax benefits associated with stock-based awards	1,585	277
Purchase of vested stock-based awards	-1,131	-493
Net cash (used in) provided by financing activities	518,503	-26,872
Net decrease in cash and cash equivalents	-17,952	682
Cash and cash equivalents, beginning of period	22,878	14,556
Cash and cash equivalents, end of period	4,926	15,238
Cash paid for:	'	'
Interest	10,869	8,520
Income taxes	11,505	18,343
Supplemental disclosure of nancash investing activity	'	'
Capital expenditures included in accounts payable and accruals at end of period	$4,098	$2,826

Business_and_Basis_of_Presenta

Business and Basis of Presentation	9 Months Ended
	Oct. 28, 2014
Business and Basis of Presentation	'
Business and Basis of Presentation	'
	1. Business and Basis of Presentation
	Mattress Firm Holding Corp., through its direct and indirect subsidiaries, is engaged in the retail sale of mattresses and bedding-related products in various metropolitan markets in the United States through company-operated and franchisee-owned mattress specialty stores that operate primarily under the name Mattress Firm. Mattress Firm Holding Corp. and its subsidiaries are referred to collectively as the “Company” or “Mattress Firm.”
	The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the requirements for reporting on Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”), and they reflect, in the opinion of management, all normal recurring adjustments necessary to present fairly the Company’s financial position as October 28, 2014, and the results of operations and cash flows for the periods presented. The Company’s historical and quarterly results of operations may not be indicative of the results that may be achieved for the full year or any future period.
	Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the Company’s most recent audited consolidated financial statements and related notes for the fiscal year ended January 28, 2014, which are included in the Company’s Annual Report on Form 10-K filed with the SEC on March 27, 2014 (the “Fiscal 2013 Annual Report”).
	The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of (i) assets and liabilities, (ii) disclosure of contingent assets and liabilities at the date of the financial statements and (iii) the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Estimates that are more susceptible to change in the near term are the accruals for sales returns and exchanges, product warranty costs, asset impairments, vendor incentives, self-insured liabilities, store closing costs and acquisition accounting fair values.
	The Company is in the process of implementing a new computer system that provides sales tracking, inventory management, financial reporting and warehouse management capabilities (“new ERP system”) to enhance functionality and to support the Company’s growth strategy. The new ERP system utilizes the weighted average cost flow method for determining inventory cost (“Weighted Average”) and, as the new ERP system is rolled out across the Company’s markets, will replace the First-In, First-Out cost flow method (“FIFO”) utilized by our legacy system. The Weighted Average and FIFO methods are both allowable under U.S. GAAP. The Financial Accounting Standards Board (“FASB”) has issued guidance that when there are two allowable alternative accounting principles, a company must determine which one is preferable. The adoption of the Weighted Average method is considered preferable by the Company due to the fact that it aligns with the functionality of the new ERP system. The Company also considered other factors that support preferability of the Weighted Average method, including closer alignment with the physical flow of the Company’s inventories and prevalence among industry peers. Consistent with FASB requirements, if a change in accounting principle is determined to be preferable, the change shall be reported through retrospective application to the financial statements of all prior periods, unless the effects are not material. The Company determined that the effects of adopting the Weighted Average method are not material to its financial statements. This determination is supported by certain inherent characteristics of the Company’s business, including the ability to hold low inventories relative to sales levels, continuous product replenishment, the relatively short life cycles of most mattress product lines and the infrequency of vendor price changes during the life cycle of the majority of products that are carried. Therefore, the change in accounting principle has not been retrospectively applied to prior periods.
	Certain reclassifications have been made to the prior year condensed consolidated statements of cash flows to segregate the cash proceeds related to construction allowances from landlords from the previously reported cash activity that was included as components of the changes in accounts receivable and noncurrent liabilities to conform to the current period financial statement presentation with no effect on the Company’s previously reported net cash provided by operating activities.
	The Company’s fiscal year consists of 52 or 53 weeks ending on the Tuesday closest to January 31. The fiscal year ended January 28, 2014 (“Fiscal 2013”) consisted of 52 weeks. The fiscal year ending February 3, 2015 (“Fiscal 2014”) consists of 53 weeks.

Acquisitions

Acquisitions	9 Months Ended
	Oct. 28, 2014
Business Acquisition	'
Business Acquisition	'
	2. Acquisitions
	The Company completed a number of acquisitions of the equity interests or operating assets of specialty mattress retailers during the thirty-nine weeks ended October 28, 2014. These acquisitions: (i) increase the Company’s store locations and market share in markets in which the Company currently operates, which generally results in expense synergies and improved leverage over market-level costs, such as advertising and warehousing, or (ii) provide an efficient way to enter new markets in which the Company did not previously operate and which provide a platform for further growth. Results of operations of the acquired businesses are included in the Company’s results of operations from the respective effective dates of acquisition.
	Effective March 3, 2014, the Company acquired certain leasehold interests, store assets, distribution center assets and related inventories, and assumed certain liabilities of Yotes, Inc. (“Yotes”), a franchisee of the Company, relating to the operation of 34 mattress specialty retail stores located in Colorado and Kansas for a total purchase price of approximately $14.3 million, including working capital adjustments.
	Effective March 3, 2014, the Company acquired the leasehold interests and store assets, and assumed certain liabilities, of Southern Max LLC (“Southern Max”), a franchisee of the Company, relating to the operations of three mattress specialty retail stores located in Virginia for a total purchase price of approximately $0.5 million, including working capital adjustments.
	Effective April 3, 2014, the Company acquired one hundred percent of the outstanding partnership interests in Sleep Experts Partners, L.P. (“Sleep Experts”), related to the operation of 55 mattress specialty retail stores in Texas under the brand Sleep Experts, for a total purchase price of approximately $67.8 million, including working capital adjustments. The purchase price consisted of cash of $62.8 million (net of $1.6 million of cash acquired), and $3.4 million delivered in the form of 71,619 shares of common stock, par value $0.01 per share, of Mattress Firm Holding Corp. common stock as calculated in accordance with the terms of the purchase agreement.
	The Company funded the cash requirements of the Yotes and Southern Max acquisitions using cash reserves and revolver borrowings. The Company raised $100 million of incremental term borrowings under the 2012 Senior Credit Facility (defined in Note 4 below) to fund the cash requirements of the Sleep Experts acquisition and to pay down outstanding revolver borrowings.  The new incremental term borrowings were scheduled to mature in January 2016 and were subject to the same interest rate as the existing outstanding incremental borrowings under the 2012 Senior Credit Facility.  Effective October 20, 2014, as described below, these term borrowings were repaid in full using the proceeds of the 2014 Senior Credit Facility (defined below).
	Effective June 4, 2014, the Company acquired substantially all of the mattress specialty retail assets and operations of Mattress Liquidators, Inc. (“Mattress Liquidators”), which operated Mattress King retail stores in Colorado and BedMart retail stores in Arizona, related to the operation of 67 mattress specialty retail stores, for a total purchase price of approximately $33.0 million, including working capital adjustments. The purchase price consisted of cash of $29.5 million funded by cash reserves and revolver borrowings, as well as a $3.5 million seller note, payable in quarterly installments over two years.
	Effective September 8, 2014, the Company acquired substantially all of the mattress specialty retail assets and operations of Best Mattress Co., Inc. (“Best Mattress”), which operated Mattress Discounters retail stores in Pennsylvania, related to the operation of 15 mattress specialty retail stores, for a total purchase price of approximately $6.2 million, giving effect to certain preliminary adjustments, and is subject to further customary adjustments. The purchase price consisted of cash of $5.6 million funded by cash reserves and revolver borrowings, as well as a $0.6 million seller note, payable in quarterly installments over two years.
	Effective September 30, 2014, the Company acquired substantially all of the mattress specialty retail assets and operations of Back to Bed Inc., M World Mattress LLC, MCStores LLC and TBE Orlando LLC (collectively, “Back to Bed”), which operated Back to Bed and Bedding Experts retail stores in Illinois, Indiana and Wisconsin and Bedding Experts and Mattress Barn retail stores in Florida, related to the operation of 131 mattress specialty retail stores, for a total purchase price of approximately $60.3 million, giving effect to certain preliminary adjustments, and is subject to further customary adjustments. The purchase price consisted of cash of $60.3 million funded by cash reserves and revolver borrowings, of which $19.0 million was placed in escrow.
	Effective October 20, 2014, the Company acquired 100% of the outstanding equity interests in The Sleep Train, Inc., (“Sleep Train”) , which operates Sleep Train, Sleep Country, Mattress Discounters and Got Sleep retail stores in California, Washington, Oregon, Nevada, Idaho and Hawaii, related to the operation of 314 mattress specialty retail stores, for a total purchase price of approximately $448.2 million, giving effect to certain preliminary adjustments, and is subject to further customary adjustment, along with the assumption of certain additional liabilities totaling approximately $15 million. The Company expects to receive future annual cash income tax benefits of approximately $11 million over the next 15 years from deductible tax basis goodwill generated from the transaction, subject to the Company’s ability to generate future taxable income.  The purchase price consisted of cash of $388.1 million (net of $15.9 million of cash acquired), of which $49.0 million was placed in escrow, and $44.2 million delivered in the form of 745,107 shares of common stock, par value $0.01 per share, of Mattress Firm Holding Corp. common stock as calculated in accordance with the terms of the purchase agreement.
	Concurrently with the closing of the Sleep Train acquisition, the Company entered into a new senior secured credit facility with Barclays Bank PLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, and UBS Securities LLC, as joint bookrunning managers and joint lead arrangers. The senior secured credit facility is comprised of (i) an asset based revolver of $125 million that includes a sublimit for letters of credit and swingline loans, subject to certain conditions and limits and (ii) a term loan B borrowing of $720 million (See Note 4). Approximately $49 million of the availability under the asset based revolver were drawn at closing to fund the Sleep Train acquisition.
	The allocation of the purchase price to the acquired assets and liabilities, based on management’s estimate of their fair values on the acquisition date, is as follows (in thousands):
		Yotes		Southern		Sleep		Mattress Liquidators		Best Mattress		Back To Bed		Sleep Train		Total
				Max		Experts
	Cash	$	—	$	—	$	1,637	$	5	$	9		—		15,895	$	17,546
	Accounts receivable		504		—		533		260		130		763		7,555		9,745
	Inventories		1,765		54		5,233		1,501		416		2,906		42,276		54,151
	Prepaid expenses and other current assets		380		—		1,095		38		132		1,720		10,089		13,454
	Property and equipment		1,275		232		6,743		1,681		854		7,142		19,905		37,832
	Intangible assets		3,980		—		2,575		1,791		502		2,743		29,746		41,337
	Goodwill		10,585		174		58,514		32,283		4,961		48,865		387,478		542,860
	Deferred income tax asset		—		—		558		191		327		351		589		2,016
	Other assets		143		14		346		275		14		—		954		1,746
	Notes payable and current maturities of long-term debt		—		—		—		-72		—		—		-333		-405
	Accounts payable		-3,334		—		-2,349		-2,780		-100		-2,572		-30,952		-42,087
	Accrued liabilities		-470		—		-5,477		-1,789		-132		-995		-17,665		-26,528
	Customer deposits		-391		—		-651		-181		-167		-690		-8,095		-10,175
	Deferred rent liabilities		-139		—		-917		-106		-771		68		—		-1,865
	Long-term debt, net of current maturities		—		—		—		-68		—		—		-6,219		-6,287
	Other noncurrent liabilities		—		—		—		—		—		—		-2,980		-2,980
	Deferred income tax liability		-16		-22		—		—		—		—		—		-38
	Fair value of assets and liabilities acquired		14,282		452		67,840		33,029		6,175		60,301		448,243		630,322
	Reconciliation to cash used in acquisitions:
	Seller note issued		—		—		—		-3,500		-600		—		—		-4,100
	Fair value of equity consideration transferred		—		—		-3,441		—		—		—		-44,222		-47,663
	Cash of acquired businesses		—		—		-1,637		-5		-9		—		-15,895		-17,546
	Cash used in acquisitions, net of cash acquired	$	14,282	$	452	$	62,762	$	29,524	$	5,566	$	60,301	$	388,126	$	561,013
	The acquisitions resulted in $542.9 million of goodwill based on management’s estimate on the acquisition closing dates, of which $539.3 million will be deductible for income tax purposes over 15 years.
	Intangible assets acquired in relation to the Sleep Train acquisition consist primarily of the indefinite lived Sleep Train tradename.
	The net sales included in the Company’s condensed consolidated statement of operations derived from the Yotes, Southern Max, Sleep Experts, Mattress Liquidators, Best Mattress, Back to Bed and Sleep Train acquisitions from the respective acquisition dates to October 28, 2014 were $22.7 million, $0.6 million, $41.5 million,  $20.5 million,  $1.2 million, $4.4 million and $11.0 million, respectively.    The earnings included in the Company’s condensed consolidated statement of operations derived from the Yotes, Southern Max, Sleep Experts, Mattress Liquidators, Best Mattress, Back to Bed and Sleep Train acquisitions from the respective acquisition dates to October 28, 2014 were $5.5 million, ($0.1) million, $11.4 million,  $3.5 million,  $0.1 million, ($0.7) million and $0.7 million, respectively.
	Acquisition-related costs for U.S. GAAP purposes are costs the acquirer incurs to effect a business combination, including advisory, legal, accounting, valuation, and other professional or consulting fees. The Company incurred a total of approximately $2.7 million and $7.1 million of acquisition-related costs charged to general and administrative expenses during the thirteen and thirty-nine weeks ended October 28, 2014, respectively.
	The following table presents the selected consolidated financial information of the Company on a pro forma basis, assuming the acquisitions described above had occurred as of January 28, 2014.  The historical financial information has been adjusted to give effect to the pro forma items that are directly attributable to the acquisition and are expected to have a continuing impact on the consolidated results.
	The unaudited financial information set forth below has been compiled from the historical financial statements and other information, but is not necessarily indicative of the results that actually would have been achieved had the transactions occurred on the dates indicated or that may be achieved in the future (amounts in thousands, except per share amounts):
		Thirteen Weeks Ended October 28, 2014						Thirty-Nine Weeks Ended  October 28, 2014
		As Reported		Pro Forma Adjustments		Pro Forma		As Reported		Pro Forma Adjustments		Pro Forma
	Net sales	$	464,278	$	147,553	$	611,831	$	1,207,731	$	474,996	$	1,682,727
	Net income		15,613		4,273		19,886		37,631		4,237		41,868
	Diluted net income per common share	$	0.45	$	0.12	$	0.57	$	1.09	$	0.12	$	1.21
	Goodwill represents the future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. The Company’s goodwill is primarily related to the increase in the Company’s store locations and market share with expectations of expense synergies and leverage over costs, such as advertising and warehousing.  The measurement periods for purchase price allocations end as soon as information on the facts and circumstances become available, but do not exceed 12 months.  Adjustments in purchase price allocations may require a recasting of the amounts allocated to goodwill.
	The Company is continuing to evaluate the fair values of the assets and liabilities acquired, and as a result, adjustments to the values presented above may be modified over the next several quarters. In the thirteen weeks ended April 29, 2014, the Company adjusted the deferred tax balance related to the fiscal 2013 acquisition of the assets and operations of Perfect Mattress of Wisconsin, LLC (“Perfect Mattress”) resulting in $0.6 million of additional goodwill. The Company has preliminarily allocated both the Back to Bed and Sleep Train purchase price among assets acquired and liabilities assumed using the information available at October 28, 2014, including the identification of certain intangible assets. The Company is continuing to evaluate fair values related to the acquisition and their related allocation which will impact the fair values presented above.
	A summary of the changes in the carrying amounts of goodwill for the thirty-nine weeks ended October 28, 2014 is as follows (in thousands):
	Balance at January 28, 2014	$	366,647
	Prior year business acquisition adjustment		578
	Current period business acquisitions		542,860
	Balance at October 28, 2014	$	910,085

Fair_Value_of_Financial_Instru

Fair Value of Financial Instruments

9 Months Ended

Oct. 28, 2014

Fair Value of Financial Instruments

'

Fair Value of Financial Instruments

'

3. Fair Value of Financial Instruments

The amounts reported in the condensed consolidated balance sheets for cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their respective fair values due to the short-term maturity of these instruments.

The FASB has issued guidance on the definition of fair value, the framework for using fair value to measure assets and liabilities, and disclosure regarding fair value measurements. The guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used to measure fair value. These tiers include:

·

Level 1: Defined as observable inputs such as quoted prices in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

·

Level 2: Defined as pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 2 includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors and current market and contractual prices for the underlying instruments, as well as other relevant economic measures.

·

Level 3: Defined as pricing inputs that are unobservable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

The Company measures the fair value of its nonqualified deferred compensation plan on a recurring basis. The plan’s assets are valued based on the marketable securities tied to the plan. Additionally, the Company measures the fair values of goodwill, intangible assets, and property and equipment on a nonrecurring basis if required by impairment tests applicable to these assets. Assets requiring recurring or non-recurring fair value measurements consisted of the following (in thousands):

Net Book

Value as of

January 28,

Fair Value Measurements

Fiscal 2013

2014

Level 1

Level 2

Level 3

Impairments

Nonqualified deferred compensation plan

$

1,353

$

—

$

1,353

$

—

$

—

Property and equipment requiring impairment review

321

—

—

321

464

Net Book

Value as of

October 28,

Fair Value Measurements

Fiscal 2014

2014

Level 1

Level 2

Level 3

Impairments

Nonqualified deferred compensation plan

$

1,165

$

—

$

1,165

$

—

—

Property and equipment requiring impairment review

$

—

$

—

$

—

$

—

482

The significant Level 3 unobservable input used in the fair value measurement of the Company’s property and equipment was the weighted average cost of capital (“WACC”). Increases (decreases) in WACC inputs in isolation would result in a lower (higher) fair value measurement.

The following tables are not intended to be all-inclusive, but rather provide a summary of the significant unobservable inputs used in the fair value measurement of the Company’s Level 3 assets in which impairment testing was performed.

Impairment testing performed as of January 28, 2014

Unobservable

Valuation Technique

Significant Unobservable Inputs

Input Range

Property and Equipment Impairment Testing

Income approach

WACC(1)

13.50%

Impairment testing performed as of October 28, 2014

Unobservable

Valuation Technique

Significant Unobservable Inputs

Input Range

Property and Equipment Impairment Testing

Income approach

WACC(1)

13.50%

-1

Weighted Average Cost of Capital

The fair value of the 2014 Senior Credit Facility term loans was estimated based on the ask and bid prices quoted from an external source. The carrying values of the 2014 Senior Credit Facility term loans  other debt instruments at fixed rates are not materially different than their face value.

Notes_Payable_and_Longterm_Deb

Notes Payable and Long-term Debt	9 Months Ended
	Oct. 28, 2014
Notes Payable and Long-term Debt	'
Notes Payable and Long-term Debt	'
	4. Notes Payable and Long-term Debt
	Notes payable and long-term debt consists of the following (in thousands):
		January 28,		October 28,
		2014		2014
	2012 Senior Credit Facility - term loans	$	198,098	$	—
	2012 Senior Credit Facility - revolver borrowings		21,000		—
	2014 Senior Credit Facility - term loans		—		720,000
	2014 Senior Credit Facility - term loans discount		—		-7,175
	2014 Senior Credit Facility - revolver borrowings		—		35,000
	Equipment financing and other notes payable		2,110		11,102
	Total long-term debt		221,208		758,927
	Current maturities of long-term debt		3,621		8,737
	Long-term debt, net of current maturities	$	217,587	$	750,190
	2012 Senior Credit Facility—On January 18, 2007, Mattress Holding Corp., an indirect consolidated subsidiary of the Company, entered into a credit agreement with UBS Securities LLC and certain of its affiliates and other lenders for a senior secured term loan and revolving credit facility, which was amended and restated on November 5, 2012 and further amended on February 27, 2014 (as amended, the “2012 Senior Credit Facility”). On October 20, 2014, the 2012 Senior Credit Facility was paid off in connection with and effective upon the closing of the 2014 Senior Credit Facility described below. All letters of credit outstanding under the 2012 Credit Agreement continued uninterrupted and were deemed to have been issued under the 2014 Senior Credit Facility. The termination of the 2012 Credit Agreement was a condition precedent to the closing of the 2014 Senior Credit Facility. There were no termination penalties incurred by the Company in connection with the termination of the 2012 Credit Agreement.
	2014 Senior Credit Facility--- Effective October 20, 2014, Mattress Holding Corp., a Delaware corporation and indirect subsidiary of Mattress Firm Holding Corp., a Delaware corporation, entered into a $125 million asset-backed loan credit agreement dated October 20, 2014, among Mattress Holding Corp., as borrower, Mattress Holdco, Inc., the lenders party thereto, and Barclays Bank PLC, as administrative agent, collateral agent and issuer (the “ABL Credit Agreement”).
	The ABL Credit Agreement is a committed senior revolving credit facility, secured by the assets of the borrower and the guarantors, that permits aggregate borrowings of up to $125 million, and contains within the facility, a letter of credit facility that, at any time outstanding, is limited to $50 million and a swing line facility that, at any time outstanding, is limited to $20 million. Subject to customary conditions, the Company may request that the lenders’ aggregate commitments with respect to the revolving credit facility be increased by up to $75 million. The maturity date under the ABL Credit Agreement is October 20, 2019.
	Loans under the ABL Credit Agreement bear interest by reference, at the Company’s election, to the LIBOR rate or base rate, provided, that swing line loans bear interest by reference only to the base rate. The applicable margin on LIBOR rate loans varies from 1.25% to 1.75% and the applicable margin on base rate loans varies from 0.25% to 0.75%, in each case determined based upon the Company’s average excess available borrowing capacity for the prior three month period. A letter of credit issuance fee is payable by the Company equal to 0.125% per annum multiplied by the average daily amount available to be drawn under the applicable letter of credit, as well as an additional fee equal to the applicable margin for LIBOR rate loans times the daily amount available to be drawn under all outstanding letters of credit. The commitment fee rate payable to the lenders for each of the revolving facility and term facility varies from 0.25% to 0.375%.  The weighted average interest rate applicable to outstanding borrowings under the ABL Credit Agreement was 5.25% as of October 28, 2014.
	Mattress Holdco, Inc., the parent company of the borrower, and each domestic subsidiary of the Company other than immaterial subsidiaries will unconditionally guarantee all existing and future indebtedness and liabilities of the other guarantors and the Company arising under the ABL Credit Agreement and other loan documents.
	The ABL Credit Agreement requires compliance with  one financial covenant. The Company cannot permit its fixed charge coverage ratio to fall below 1.0 to 1.0. The ABL Credit Agreement generally defines the fixed charge coverage ratio as the ratio of (a) adjusted EBITDA, less capital expenditures, less all taxes paid or payable in cash by the borrower and guarantors to (b) the sum of fixed charges, in each case, determined as of the most recently ended fiscal quarter. The ABL Credit Agreement also contains customary representations, warranties and affirmative and negative covenants.
	Events of default under the ABL Credit Agreement include failure to pay principal or interest when due, failure to comply with the financial and operational covenants, as well as a cross default event, Loan Document (as defined in the ABL Credit Agreement) enforceability event, change of control event and bankruptcy and other insolvency events. If an event of default occurs and is continuing, then the lenders holding the majority of the outstanding loans have the right, among others, to (i) terminate the commitments under the ABL Credit Agreement, (ii) accelerate and require the Company to repay all the outstanding amounts owed under any Loan Document (provided that in limited circumstances with respect to insolvency and bankruptcy of the Company, such acceleration is automatic), and (iii) require the Company to cash collateralize any outstanding letters of credit.
	Outstanding ABL Credit Agreement borrowings were $35.0 million at October 28, 2014.  Outstanding letters of credit on the revolving facility were $3.2 million at October 28, 2014, resulting in $49.2 million of availability for revolving borrowings.
	Effective October 20, 2014, Mattress Holding Corp., a Delaware corporation and indirect subsidiary of Mattress Firm Holding Corp., a Delaware corporation, entered into a $720 million term loan credit agreement dated October 20, 2014, among Mattress Holding Corp., as borrower, Mattress Holdco, Inc., the lenders party thereto, and Barclays Bank PLC, as administrative agent and collateral agent (the “Term Loan Credit Agreement”).  The Term Loan Credit Agreement and the ABL Credit Agreement are collectively referred to as the “2014 Senior Credit Facility”.
	Term loans in the aggregate principal amount of $720 million were issued under the Term Loan Credit Agreement on October 20, 2014. The maturity date under the Term Loan Credit Agreement is October 20, 2021.  Loans under the Term Loan Credit Agreement bear interest by reference, at the Company’s election, to the LIBOR rate or base rate and varies from 3.00% to 3.25%, in each case determined based upon the Company’s total net leverage ratio.  The weighted average interest rate applicable to outstanding borrowings under the Term Loan Credit Agreement was 5.25% as of October 28, 2014.
	Mattress Holdco, Inc., the parent company of the borrower, and each domestic subsidiary of the Company other than immaterial subsidiaries will unconditionally guarantee all existing and future indebtedness and liabilities of the other guarantors and the Company arising under the Term Loan Credit Agreement and other loan documents. The Term Loan Credit Agreement contains customary representations, warranties and affirmative and negative covenants.
	Events of default under the Term Loan Credit Agreement include failure to pay principal or interest when due, failure to comply with the covenants, as well as a cross default event, Loan Document (as defined in the Term Loan Credit Agreement) enforceability event, change of control event and bankruptcy and other insolvency events. If an event of default occurs and is continuing, then the lenders holding a majority of the outstanding loans have the right, among others, to (i) terminate the commitments under the Term Loan Credit Agreement, and (ii) accelerate and require the Company to repay all the outstanding amounts owed under any Loan Document (provided that in limited circumstances with respect to insolvency and bankruptcy of the Company, such acceleration is automatic).
	Equipment Financing and Other Short-Term Notes Payable—A subsidiary of the Company has an outstanding note payable related to the purchase of mattress specialty retail stores formerly operated by our franchisee, Perfect Mattress, in the aggregate principal amount of $0.5 million that bears interest at 7.75% with quarterly principal and interest payments through fiscal 2014.
	A subsidiary of the Company has an outstanding note payable related to the purchase of mattress specialty retail stores formerly operated by Mattress Liquidators, in the aggregate principal amount of $2.9 million that bears interest at 6.00% with quarterly principal and interest payments through fiscal 2016.
	A subsidiary of the Company has financed property and casualty insurance premiums payable in the amount of $0.3 million payable in fiscal 2014.
	In conjunction with the acquisition of Sleep Train, the Company assumed notes payable in the aggregate principal amount of $6.8 million that bears interest at 2.97% with monthly principal and interest payments through fiscal 2016.
	A subsidiary of the Company has an outstanding note payable related to the purchase of mattress specialty retail stores formerly operated by Best Mattress, in the aggregate principal amount of $0.6 million that bears interest at 6.00% with quarterly principal and interest payments through fiscal 2016.

Income_Taxes

Income Taxes	9 Months Ended
	Oct. 28, 2014
Income Taxes	'
Income Taxes	'
	5. Income Taxes
	Income tax expense during interim periods is based on the estimated annual effective income tax rate plus any discrete items which are recorded in the period in which they occur. Discrete items include such events as changes in estimates due to the finalization of tax returns, tax audit settlements, tax law changes, and increases or decreases in valuation allowances related to prior year estimates. The determination of the consolidated provision for income taxes, deferred tax assets and liabilities and related valuation allowance requires management to make judgments and estimates. Although management believes that its tax estimates are reasonable, the ultimate tax determination involves significant judgments that could become subject to audit by tax authorities in the ordinary course of business, as well as the generation of sufficient future taxable income.
	The Company recognized $23.8 million of income tax expense for the thirty-nine weeks ended October 28, 2014, compared to $27.8 million of income tax expense for the thirty-nine weeks ended October 29, 2013. The effective tax rate was 38.7% for the thirty-nine weeks ended October 28, 2014, compared to 38.5% for the thirty-nine weeks ended October 29, 2013. The effective tax rate of 38.7% for the current period differs from the federal statutory rate of 35.0% primarily due to state income taxes.
	The Company and its subsidiaries are included in a consolidated income tax return in the U.S. federal jurisdiction and file separate income tax returns in several states. As of October 28, 2014, open tax years in federal and some state jurisdictions date back to October 2002 due to the taxing authorities’ ability to adjust operating loss carryforwards.
	As of January 28, 2014, the Company had approximately $9.1 million of net operating loss carryforwards that begin expiring in fiscal 2029, if not utilized to offset future taxable income. These net operating loss carryforwards arose from the acquisition of MGHC Holding Corporation (“Mattress Giant”) during fiscal 2012, and after application of Section 382 of the Internal Revenue Code of 1986, as amended, are limited to an average use of $2.8 million per year over the next four years.
	The Company has established a cumulative liability for unrecognized tax benefits of $0.4 million as of October 28, 2014 and January 28, 2014. Management does not anticipate there will be a material change in the total amount of unrecognized tax benefits within the next twelve months. Management accrued less than $0.1 million of interest on these unrecognized tax benefits as of October 28, 2014.

Earnings_Per_Share

Earnings Per Share	9 Months Ended
	Oct. 28, 2014
Earnings Per Share	'
Earnings Per Share	'
	6. Earnings Per Share
	Basic net income per common share is computed by dividing the net income applicable to common shares by the weighted average number of common shares outstanding during the period. Diluted net income per common share is computed by dividing net income by the weighted average number of common shares outstanding during the period, adjusted to reflect potentially dilutive securities using the treasury stock method for stock option awards. Diluted net income per common share adjusts basic net income per common share for the effects of stock options and other potentially dilutive financial instruments only in the periods in which such effect is dilutive.
	The following table presents a reconciliation of the weighted average shares outstanding used in the earnings per share calculations:
		Thirteen Weeks Ended				Thirty-Nine Weeks Ended
		October 29,		October 28,			October 29,	October 28,
		2013		2014			2013	2014
	Basic weighted average shares outstanding		33,878,241		34,285,572		33,848,032		34,149,531
	Effect of dilutive securities:
	Stock options		195,372		374,518		186,334		344,025
	Restricted shares		40,534		64,109		38,941		68,818
	Diluted weighted average shares outstanding		34,114,147		34,724,199		34,073,307		34,562,374
	Diluted net income per common share for the thirteen and thirty-nine weeks ended October 28, 2014, excludes stock options for the purchase of 64,241 and 160,693 shares of common stock, respectively, as their inclusion would be anti-dilutive. Diluted net income per common share for the thirteen and thirty-nine weeks ended October 28, 2014, excludes non-vested restricted stock granted of 16,963 and 81,685 shares, respectively, as their inclusion would be anti-dilutive. Diluted net income per common share for the thirteen and thirty-nine weeks ended October 29, 2013, excludes stock options for the purchase of 327,101 shares of common stock as their inclusion would be anti-dilutive. Diluted net income per common share for the thirteen and thirty-nine weeks ended October 29, 2013, excludes non-vested restricted stock granted of 48,465 shares as their inclusion would be anti-dilutive.
	Certain stock option and restricted stock awards contain vesting conditions based on specified stock price targets for the Company’s common stock as measured at each of the annual vesting dates (“market-based awards”). The Company includes such market-based awards in the determination of dilutive weighted average shares outstanding under the treasury stock method when, as of the date of determination, the specified stock price targets are met and the common stock shares pursuant to those awards become contingently issuable. Accordingly, the determination of diluted weighted average shares outstanding excludes, as of the date of determination, stock options for the purchase of 15,388 and  6,638 shares of common stock for the thirteen and thirty-nine weeks ended October 28, 2014, respectively, and 273,938 shares of common stock for the thirteen and thirty-nine weeks ended October 29, 2013,  and excludes 149,161  shares of non-vested restricted stock for the thirteen and thirty-nine weeks ended October 28, 2014 and 70,566 shares of non-vested restricted stock for the thirteen and thirty-nine weeks ended October 29, 2013.

Commitments_and_Contingencies

Commitments and Contingencies	9 Months Ended
	Oct. 28, 2014
Commitments and Contingencies	'
Commitments and Contingencies	'
	7. Commitments and Contingencies
	The Company conducts the majority of its operations from leased store and warehouse facilities pursuant to non-cancellable operating lease agreements with initial terms general ranging from 1 to 15 years. Certain leases include renewal options generally ranging from one to five years and contain certain rent escalation clauses. Most leases require the Company to pay its proportionate share of the property tax, insurance and maintenance expenses of the property. Certain leases provide for contingent rentals based on sales volume: however, incremental rent expense resulting from such arrangements are accrued for those stores expected to surpass the sales threshold subject to their respective lease agreements.
	The Company is subject to legal proceedings and claims that arise in the ordinary course of business. Management does not believe that the outcome of any of those matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

StockBased_Compensation

Stock-Based Compensation	9 Months Ended
	Oct. 28, 2014
Stock-Based Compensation	'
Stock-Based Compensation	'
	8. Stock-Based Compensation
	2011 Omnibus Incentive Plan—On November 3, 2011, the Company’s board of directors and shareholders adopted the Mattress Firm Holding Corp. 2011 Omnibus Incentive Plan to provide for the grant of equity-based awards to Company employees, directors and other service providers. A total of 4,206,000 shares of the Company’s common stock were reserved for grants under the 2011 Omnibus Incentive Plan. There were 2,321,252 shares available for future grants under the stock incentive plan as of October 28, 2014.
	Stock Options—A portion of the stock options granted to the Company’s employees are subject to time-based vesting schedules, while the remaining portion of the stock options are subject to market-based vesting schedules, with such vesting based on specified stock price targets. The exercise price of the options is based upon the closing market price per share of the Company’s common stock on the date of grant, and the options have a term of 10 years.
	The following table summarizes the stock option grants, exercises, and forfeitures for the thirty-nine weeks ended October 28, 2014 (in thousands, except per share amounts):
					Weighted
					Average
			Stock		Exercise Price
			Options		Per Share
	Outstanding, as of January 28, 2014		1,291		$	23.32
	Granted (a)		56		$	55.89
	Exercised (b)		-121		$	23.82
	Forfeited		-143		$	34.32
	Outstanding, as of October 28, 2014 (c)		1,083		$	23.50
	Exercisable, as of October 28, 2014 (d)		304		$	21.21
		(a)		The weighted average grant date fair value of stock options granted during the thirty-nine weeks ended October 28, 2014 was $32.10.
		(b)		The aggregate intrinsic value of stock options exercised during the thirty-nine weeks ended October 28, 2014 was $3.1 million. The weighted average market price of shares exercised during the thirty‑nine weeks ended October 28, 2014 was $49.57.
		(c)		Stock options outstanding as of October 28, 2014 have a weighted average remaining contractual term of 7.35 years and an aggregate intrinsic value of $43.6 million based on the market value of the Company’s common stock on October 28, 2014.
		(d)		Stock options exercisable as of October 28, 2014 have a weighted average remaining contractual term of 7.23 years and an aggregate intrinsic value of $12.9 million based on the market value of the Company’s common stock on October 28, 2014.
	Future vesting dates on the stock options range from November 17, 2014 to September 2, 2018, and expiration dates range from November 17, 2021 to September 2, 2024 at exercise prices and average contractual lives as follows:
	Range of Exercise Prices		Outstanding as of October 28, 2014 (in thousands)		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price		Exercisable as of October 28, 2014 (in thousands)	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price
	Time Based
	$19.00 - $29.26		466		7.10		$	19.55	125	7.11	$	19.72
	$36.84 - $57.05		152		9.17		$	46.14	21	8.80	$	40.52
	Market Based
	$19.00 - $29.26		448		6.94		$	19.42	154	7.08	$	19.32
	$36.84 - $57.05		17		8.49		$	36.84	4	8.49	$	36.84
	The Company accounts for employee stock options under the fair value method of accounting using a Black Scholes methodology to measure time based option fair value at the date of grant and a Monte Carlo Simulation approach to measure market-based option fair value at the date of grant. The fair value of the stock options at the date of grant is recognized as expense over the vesting term, which represents the requisite service period.
	The following assumptions were used to calculate the fair value of the Company’s time-based stock options on the date of grant utilizing the Black- Scholes option pricing model:
			Thirty-Nine Weeks Ended October 28, 2014
	Weighted average expected life (in years)		6.25
	Volatility factor		60	%
	Dividend yield		0	%
	Risk-free interest rate		1.95 to 2.08	%
	The Company bases its expected option life on the expected exercise and termination behavior of the option holders and an appropriate model of the Company’s future stock price. The expected volatility assumption is derived from the historical volatility of similar companies’ common stock over the most recent period commensurate with the estimated expected life of the Company’s stock options, combined with other relevant factors. The dividend yield is the annual rate of dividends per share over the exercise price of the option as of the grant date.
	For the thirteen and thirty-nine weeks ended October 28, 2014, the Company recognized $0.8 million and $2.0 million, respectively, of compensation expense associated with stock option awards in general and administrative expenses in the consolidated statement of operations compared to $0.8 million and $1.9 million for the thirteen and thirty-nine weeks ended October 29, 2013, respectively. The Company did not capitalize any equity-based compensation costs related to stock options during the thirteen and thirty-nine weeks ended October 28, 2014 and October 29, 2013.
	As of October 28, 2014, the Company estimates that a total of approximately $6.1 million of currently unrecognized forfeiture adjusted compensation expense will be recognized over a weighted average period of 2.40 years for unvested stock option awards issued and outstanding.
	Restricted Stock—The Company grants restricted stock to certain employees and to non-employee independent directors. A portion of the restricted stock granted to the Company’s employees is subject to time-based vesting schedules, while the remaining portion of the restricted stock is subject to market-based vesting schedules, with such vesting based on specified stock price targets.
	The following table summarizes the restricted stock grants, vesting, and forfeitures for the thirty-nine weeks ended October 28, 2014 (in thousands, except per share amounts):
					Weighted
					Average
			Restricted		Fair
			Shares		Value
	Outstanding, as of January 28, 2014		249		$	29.93
	Granted (a)		209		$	39.68
	Vested (b)		-92		$	30.33
	Forfeited		-16		$	25.69
	Unvested, as of October 28, 2014		350		$	35.83
		(a)		The total grant-date fair value of restricted stock awards granted during the period was $8.3 million.
		(b)		The total fair value of awards vested during the thirty-nine weeks ended October 28, 2014 was $5.4 million.
	The Company accounts for restricted stock under the fair value method of accounting using the closing market price per share of the Company’s stock to measure time based restricted stock fair value at the date of grant and a Monte Carlo Simulation approach to measure market-based restricted stock fair value at the date of grant. The fair value of the restricted stock at the date of grant is recognized as expense over the vesting term, which represents the requisite service period.
	The following assumptions were used to calculate the fair value of the Company’s market-based restricted stock on the grant date utilizing a Monte Carlo Simulation approach:
			Thirty-Nine Weeks Ended October 28, 2014
	Weighted average expected life (in years)		4
	Volatility factor		40	%
	Dividend yield		0	%
	Risk-free interest rate		1.33 to 1.34	%
	For the thirteen and thirty-nine weeks ended October 28, 2014, the Company recognized $1.6 million and $3.0 million, respectively, of compensation expense associated with restricted stock awards in general and administrative expenses in the condensed consolidated statement of operations compared to $0.6 million and $1.3 million for the thirteen and thirty-nine weeks ended October 29, 2013, respectively. The Company did not capitalize any equity-based compensation costs related to restricted stock awards during the thirteen and thirty-nine weeks ended October 28, 2014 and October 29, 2013.
	As of October 28, 2014, the Company estimates that a total of approximately $10.2 million of currently unrecognized forfeiture adjusted compensation expense will be recognized over a weighted average period of 2.37 years for unvested restricted stock awards.

Subsequent_Event

Subsequent Event	9 Months Ended
	Oct. 28, 2014
Subsequent Event.	'
Subsequent Event	'
	9. Subsequent Event
	On November 5, 2014, the Company entered into an agreement to acquire substantially all of the mattress specialty retail assets and operations of Sleep America LLC (“Sleep America”), which operates 47 Sleep America retail stores in Arizona, for a total purchase price of approximately $12.5 million, subject to working capital and other customary adjustments. The acquisition, which is subject to customary closing conditions, is expected to close in the fourth fiscal quarter.

Acquisitions_Tables

Acquisitions (Tables)	9 Months Ended
	Oct. 28, 2014
Business acquisition	'
Schedule of consolidated financial information of the company on a pro forma basis	'
		Thirteen Weeks Ended October 28, 2014						Thirty-Nine Weeks Ended  October 28, 2014
		As Reported		Pro Forma Adjustments		Pro Forma		As Reported		Pro Forma Adjustments		Pro Forma
	Net sales	$	464,278	$	147,553	$	611,831	$	1,207,731	$	474,996	$	1,682,727
	Net income		15,613		4,273		19,886		37,631		4,237		41,868
	Diluted net income per common share	$	0.45	$	0.12	$	0.57	$	1.09	$	0.12	$	1.21
Summary of changes in the carrying amounts of goodwill	'
	Balance at January 28, 2014	$	366,647
	Prior year business acquisition adjustment		578
	Current period business acquisitions		542,860
	Balance at October 28, 2014	$	910,085
2014 Acquisitions	'
Business acquisition	'
Schedule of allocation of the purchase price to the acquired assets and liabilities	'
		Yotes		Southern		Sleep		Mattress Liquidators		Best Mattress		Back To Bed		Sleep Train		Total
				Max		Experts
	Cash	$	—	$	—	$	1,637	$	5	$	9		—		15,895	$	17,546
	Accounts receivable		504		—		533		260		130		763		7,555		9,745
	Inventories		1,765		54		5,233		1,501		416		2,906		42,276		54,151
	Prepaid expenses and other current assets		380		—		1,095		38		132		1,720		10,089		13,454
	Property and equipment		1,275		232		6,743		1,681		854		7,142		19,905		37,832
	Intangible assets		3,980		—		2,575		1,791		502		2,743		29,746		41,337
	Goodwill		10,585		174		58,514		32,283		4,961		48,865		387,478		542,860
	Deferred income tax asset		—		—		558		191		327		351		589		2,016
	Other assets		143		14		346		275		14		—		954		1,746
	Notes payable and current maturities of long-term debt		—		—		—		-72		—		—		-333		-405
	Accounts payable		-3,334		—		-2,349		-2,780		-100		-2,572		-30,952		-42,087
	Accrued liabilities		-470		—		-5,477		-1,789		-132		-995		-17,665		-26,528
	Customer deposits		-391		—		-651		-181		-167		-690		-8,095		-10,175
	Deferred rent liabilities		-139		—		-917		-106		-771		68		—		-1,865
	Long-term debt, net of current maturities		—		—		—		-68		—		—		-6,219		-6,287
	Other noncurrent liabilities		—		—		—		—		—		—		-2,980		-2,980
	Deferred income tax liability		-16		-22		—		—		—		—		—		-38
	Fair value of assets and liabilities acquired		14,282		452		67,840		33,029		6,175		60,301		448,243		630,322
	Reconciliation to cash used in acquisitions:
	Seller note issued		—		—		—		-3,500		-600		—		—		-4,100
	Fair value of equity consideration transferred		—		—		-3,441		—		—		—		-44,222		-47,663
	Cash of acquired businesses		—		—		-1,637		-5		-9		—		-15,895		-17,546
	Cash used in acquisitions, net of cash acquired	$	14,282	$	452	$	62,762	$	29,524	$	5,566	$	60,301	$	388,126	$	561,013

Fair_Value_of_Financial_Instru1

Fair Value of Financial Instruments (Tables)	9 Months Ended
	Oct. 28, 2014
Fair Value of Financial Instruments	'
Schedule of assets requiring recurring or non-recurring fair value measurements	'
			Net Book
			Value as of
			January 28,			Fair Value Measurements						Fiscal 2013
			2014			Level 1		Level 2		Level 3		Impairments
	Nonqualified deferred compensation plan		$	1,353		$	—	$	1,353	$	—	$	—
	Property and equipment requiring impairment review			321			—		—		321		464
			Net Book
			Value as of
			October 28,			Fair Value Measurements						Fiscal 2014
			2014			Level 1		Level 2		Level 3		Impairments
	Nonqualified deferred compensation plan		$	1,165		$	—	$	1,165	$	—		—
	Property and equipment requiring impairment review		$	—		$	—	$	—	$	—		482
Summary of the significant unobservable inputs used in the fair value measurement of the Company's Level 3 assets in which impairment testing was performed	'
	Impairment testing performed as of January 28, 2014
					Unobservable
	Valuation Technique		Significant Unobservable Inputs		Input Range
	Property and Equipment Impairment Testing
	Income approach		WACC(1)		13.50%
	Impairment testing performed as of October 28, 2014
					Unobservable
	Valuation Technique		Significant Unobservable Inputs		Input Range
	Property and Equipment Impairment Testing
	Income approach		WACC(1)		13.50%
		-1		Weighted Average Cost of Capital

Notes_Payable_and_Longterm_Deb1

Notes Payable and Long-term Debt (Tables)	9 Months Ended
	Oct. 28, 2014
Notes Payable and Long-term Debt	'
Schedule of notes payable and long-term debt	'
		January 28,		October 28,
		2014		2014
	2012 Senior Credit Facility - term loans	$	198,098	$	—
	2012 Senior Credit Facility - revolver borrowings		21,000		—
	2014 Senior Credit Facility - term loans		—		720,000
	2014 Senior Credit Facility - term loans discount		—		-7,175
	2014 Senior Credit Facility - revolver borrowings		—		35,000
	Equipment financing and other notes payable		2,110		11,102
	Total long-term debt		221,208		758,927
	Current maturities of long-term debt		3,621		8,737
	Long-term debt, net of current maturities	$	217,587	$	750,190

Earnings_Per_Share_Tables

Earnings Per Share (Tables)	9 Months Ended
	Oct. 28, 2014
Earnings Per Share	'
Schedule of reconciliation of the weighted average shares outstanding used in the earnings per common share calculations	'
		Thirteen Weeks Ended				Thirty-Nine Weeks Ended
		October 29,		October 28,			October 29,	October 28,
		2013		2014			2013	2014
	Basic weighted average shares outstanding		33,878,241		34,285,572		33,848,032		34,149,531
	Effect of dilutive securities:
	Stock options		195,372		374,518		186,334		344,025
	Restricted shares		40,534		64,109		38,941		68,818
	Diluted weighted average shares outstanding		34,114,147		34,724,199		34,073,307		34,562,374

StockBased_Compensation_Tables

Stock-Based Compensation (Tables)	9 Months Ended
	Oct. 28, 2014
Stock-Based Compensation	'
Summary of the Company's stock options grants, exercises, and forfeitures	'
					Weighted
					Average
			Stock		Exercise Price
			Options		Per Share
	Outstanding, as of January 28, 2014		1,291		$	23.32
	Granted (a)		56		$	55.89
	Exercised (b)		-121		$	23.82
	Forfeited		-143		$	34.32
	Outstanding, as of October 28, 2014 (c)		1,083		$	23.50
	Exercisable, as of October 28, 2014 (d)		304		$	21.21
		(a)		The weighted average grant date fair value of stock options granted during the thirty-nine weeks ended October 28, 2014 was $32.10.
		(b)		The aggregate intrinsic value of stock options exercised during the thirty-nine weeks ended October 28, 2014 was $3.1 million. The weighted average market price of shares exercised during the thirty‑nine weeks ended October 28, 2014 was $49.57.
		(c)		Stock options outstanding as of October 28, 2014 have a weighted average remaining contractual term of 7.35 years and an aggregate intrinsic value of $43.6 million based on the market value of the Company’s common stock on October 28, 2014.
		(d)		Stock options exercisable as of October 28, 2014 have a weighted average remaining contractual term of 7.23 years and an aggregate intrinsic value of $12.9 million based on the market value of the Company’s common stock on October 28, 2014.
Schedule of outstanding and exercisable stock options by range of exercise prices	'
	Range of Exercise Prices		Outstanding as of October 28, 2014 (in thousands)		Weighted Average Remaining Contractual Life (in years)		Weighted Average Exercise Price		Exercisable as of October 28, 2014 (in thousands)	Weighted Average Remaining Contractual Life (in years)	Weighted Average Exercise Price
	Time Based
	$19.00 - $29.26		466		7.10		$	19.55	125	7.11	$	19.72
	$36.84 - $57.05		152		9.17		$	46.14	21	8.80	$	40.52
	Market Based
	$19.00 - $29.26		448		6.94		$	19.42	154	7.08	$	19.32
	$36.84 - $57.05		17		8.49		$	36.84	4	8.49	$	36.84
Time based stock options	'
Stock-Based Compensation	'
Assumptions used to calculate the fair value of stock options on the grant date	'
			Thirty-Nine Weeks Ended October 28, 2014
	Weighted average expected life (in years)		6.25
	Volatility factor		60	%
	Dividend yield		0	%
	Risk-free interest rate		1.95 to 2.08	%
Restricted Stock	'
Stock-Based Compensation	'
Summary of the Company's restricted stock	'
					Weighted
					Average
			Restricted		Fair
			Shares		Value
	Outstanding, as of January 28, 2014		249		$	29.93
	Granted (a)		209		$	39.68
	Vested (b)		-92		$	30.33
	Forfeited		-16		$	25.69
	Unvested, as of October 28, 2014		350		$	35.83
		(a)		The total grant-date fair value of restricted stock awards granted during the period was $8.3 million.
		(b)		The total fair value of awards vested during the thirty-nine weeks ended October 28, 2014 was $5.4 million.
Assumptions used to calculate the fair value of restricted stock on the grant date	'
			Thirty-Nine Weeks Ended October 28, 2014
	Weighted average expected life (in years)		4
	Volatility factor		40	%
	Dividend yield		0	%
	Risk-free interest rate		1.33 to 1.34	%

Business_and_Basis_of_Presenta1

Business and Basis of Presentation (Details)	12 Months Ended		9 Months Ended
	Feb. 03, 2015	Jan. 28, 2014	Oct. 28, 2014	Oct. 28, 2014
			Minimum	Maximum
Business and Basis of Presentation	'	'	'	'
Length of fiscal year	'371 days	'364 days	'364 days	'371 days

Acquisitions_Narrative_Summary

Acquisitions - Narrative Summary (Details) (USD $)

9 Months Ended

9 Months Ended

0 Months Ended

0 Months Ended

0 Months Ended

0 Months Ended

0 Months Ended

0 Months Ended

0 Months Ended

Oct. 28, 2014

Oct. 29, 2013

Jan. 28, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 28, 2014

Mar. 03, 2014

Mar. 03, 2014

Mar. 03, 2014

Mar. 03, 2014

Apr. 03, 2014

Apr. 03, 2014

Apr. 03, 2014

Jun. 04, 2014

Jun. 04, 2014

Jun. 04, 2014

Sep. 08, 2014

Sep. 08, 2014

Sep. 08, 2014

Sep. 30, 2014

Sep. 30, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Acquisitions

Yotes

Yotes

Southern Max

Southern Max

Sleep Experts

Sleep Experts

Sleep Experts

Mattress Liquidators

Mattress Liquidators

Mattress Liquidators

Best Mattress

Best Mattress

Best Mattress

Back to Bed

Back to Bed

Sleep Train

Sleep Train

Sleep Train

ABL Credit Agreement

Term Loan B

store

store

store

2012 Senior Credit Facility

store

Seller Notes

store

Seller Notes

store

store

2014 Senior Credit Facility

ABL Credit Agreement

Business acquisition

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of mattress specialty stores

'

'

'

'

'

'

'

34

'

3

'

55

'

'

67

'

'

15

'

'

131

'

314

'

Purchase price

'

'

'

'

'

$630,322,000

$14,282,000

'

$452,000

'

$67,840,000

'

'

$33,029,000

'

'

$6,175,000

'

'

$60,301,000

'

$448,243,000

'

'

Outstanding partnership interests acquired (as a percent)

'

'

'

'

'

'

'

'

'

'

'

100.00%

'

'

'

'

'

'

'

'

'

'

100.00%

'

Purchase price, net of cash acquired

561,013,000

2,042,000

'

'

'

561,013,000

14,282,000

'

452,000

'

62,762,000

'

'

29,524,000

'

'

5,566,000

'

'

60,301,000

'

388,126,000

'

'

Cash acquired

'

'

'

'

'

17,546,000

'

'

'

'

1,637,000

'

'

5,000

'

'

9,000

'

'

'

'

15,895,000

'

'

Fair value of equity consideration transferred

'

'

'

'

'

47,663,000

'

'

'

'

3,441,000

'

'

'

'

'

'

'

'

'

'

44,222,000

'

'

Shares issued for acquisition (in shares)

'

'

'

'

'

'

'

'

'

'

'

71,619

'

'

'

'

'

'

'

'

'

745,107

'

'

Common stock, par value (in dollars per share)

$0.01

'

$0.01

'

'

'

'

'

'

'

'

$0.01

'

'

'

'

'

'

'

'

'

'

$0.01

'

Liabilities assumed

'

'

'

'

'

4,100,000

'

'

'

'

'

'

100,000,000

3,500,000

'

'

600,000

'

'

'

'

15,000,000

'

'

Term of debt

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'2 years

'

'

'2 years

'

'

'

'

'

Future annual cash income tax benefits expected

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

11,000,000

'

'

Goodwill expected tax benefit, period for recognition

'

'

'

'

'

'15 years

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'15 years

'

'

Purchase price placed in escrow

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

19,000,000

'

49,000,000

'

'

Maximum borrowing capacity under credit facility

'

'

'

125,000,000

720,000,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Proceeds from credit facility

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

$49,000,000

Acquisitions_Fair_Value_of_Ass

Acquisitions - Fair Value of Assets Acquired (Details) (USD $)

9 Months Ended

3 Months Ended

9 Months Ended

0 Months Ended

8 Months Ended

0 Months Ended

8 Months Ended

0 Months Ended

7 Months Ended

0 Months Ended

5 Months Ended

0 Months Ended

2 Months Ended

0 Months Ended

1 Months Ended

0 Months Ended

Oct. 28, 2014

Oct. 29, 2013

Sep. 30, 2014

Jan. 28, 2014

Oct. 28, 2014

Oct. 28, 2014

Mar. 03, 2014

Oct. 28, 2014

Mar. 03, 2014

Mar. 03, 2014

Oct. 28, 2014

Mar. 03, 2014

Apr. 03, 2014

Oct. 28, 2014

Apr. 03, 2014

Jun. 04, 2014

Oct. 28, 2014

Jun. 04, 2014

Sep. 08, 2014

Oct. 28, 2014

Sep. 08, 2014

Sep. 30, 2014

Oct. 28, 2014

Oct. 28, 2014

Oct. 20, 2014

Oct. 20, 2014

2014 Acquisitions

2014 Acquisitions

Yotes

Yotes

Yotes

Southern Max

Southern Max

Southern Max

Sleep Experts

Sleep Experts

Sleep Experts

Mattress Liquidators

Mattress Liquidators

Mattress Liquidators

Best Mattress

Best Mattress

Best Mattress

Back to Bed

Back to Bed

Sleep Train

Sleep Train

Sleep Train

Allocation of the purchase price to the acquired assets and liabilities

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Cash

'

'

'

'

$17,546,000

$17,546,000

'

'

'

'

'

'

'

'

$1,637,000

'

'

$5,000

'

'

$9,000

'

'

'

'

$15,895,000

Accounts receivable

'

'

763,000

'

9,745,000

9,745,000

'

'

504,000

'

'

'

'

'

533,000

'

'

260,000

'

'

130,000

'

'

'

'

7,555,000

Inventories

'

'

2,906,000

'

54,151,000

54,151,000

'

'

1,765,000

'

'

54,000

'

'

5,233,000

'

'

1,501,000

'

'

416,000

'

'

'

'

42,276,000

Prepaid expenses and other current assets

'

'

1,720,000

'

13,454,000

13,454,000

'

'

380,000

'

'

'

'

'

1,095,000

'

'

38,000

'

'

132,000

'

'

'

'

10,089,000

Property and equipment

'

'

7,142,000

'

37,832,000

37,832,000

'

'

1,275,000

'

'

232,000

'

'

6,743,000

'

'

1,681,000

'

'

854,000

'

'

'

'

19,905,000

Intangible assets

'

'

2,743,000

'

41,337,000

41,337,000

'

'

3,980,000

'

'

'

'

'

2,575,000

'

'

1,791,000

'

'

502,000

'

'

'

'

29,746,000

Goodwill

910,085,000

'

48,865,000

366,647,000

542,860,000

542,860,000

'

'

10,585,000

'

'

174,000

'

'

58,514,000

'

'

32,283,000

'

'

4,961,000

'

'

'

'

387,478,000

Deferred income tax asset

'

'

351,000

'

2,016,000

2,016,000

'

'

'

'

'

'

'

'

558,000

'

'

191,000

'

'

327,000

'

'

'

'

589,000

Other assets

'

'

'

'

1,746,000

1,746,000

'

'

143,000

'

'

14,000

'

'

346,000

'

'

275,000

'

'

14,000

'

'

'

'

954,000

Notes payable and current maturities of long-term debt

'

'

'

'

-405,000

-405,000

'

'

'

'

'

'

'

'

'

'

'

-72,000

'

'

'

'

'

'

'

-333,000

Accounts payable

'

'

-2,572,000

'

-42,087,000

-42,087,000

'

'

-3,334,000

'

'

'

'

'

-2,349,000

'

'

-2,780,000

'

'

-100,000

'

'

'

'

-30,952,000

Accrued liabilities

'

'

-995,000

'

-26,528,000

-26,528,000

'

'

-470,000

'

'

'

'

'

-5,477,000

'

'

-1,789,000

'

'

-132,000

'

'

'

'

-17,665,000

Customer deposits

'

'

-690,000

'

-10,175,000

-10,175,000

'

'

-391,000

'

'

'

'

'

-651,000

'

'

-181,000

'

'

-167,000

'

'

'

'

-8,095,000

Deferred rent liabilities

'

'

68,000

'

-1,865,000

-1,865,000

'

'

-139,000

'

'

'

'

'

-917,000

'

'

-106,000

'

'

-771,000

'

'

'

'

'

Long-term debt, net of current maturities

'

'

'

'

-6,287,000

-6,287,000

'

'

'

'

'

'

'

'

'

'

'

-68,000

'

'

'

'

'

'

'

-6,219,000

Other noncurrent liabilities

'

'

'

'

-2,980,000

-2,980,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

-2,980,000

Deferred income tax liablity

'

'

'

'

-38,000

-38,000

'

'

-16,000

'

'

-22,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Fair value of assets and liabilities acquired

'

'

60,301,000

'

630,322,000

630,322,000

'

'

14,282,000

'

'

452,000

'

'

67,840,000

'

'

33,029,000

'

'

6,175,000

'

'

'

'

448,243,000

Reconciliation to cash used for acquisition:

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Fair value of assets and liabilities acquired

'

'

'

'

'

630,322,000

14,282,000

'

'

452,000

'

'

67,840,000

'

'

33,029,000

'

'

6,175,000

'

'

60,301,000

'

'

448,243,000

'

Seller note issued

'

'

'

'

'

-4,100,000

'

'

'

'

'

'

'

'

'

-3,500,000

'

'

-600,000

'

'

'

'

'

-15,000,000

'

Fair value of equity consideration transferred

'

'

'

'

'

-47,663,000

'

'

'

'

'

'

-3,441,000

'

'

'

'

'

'

'

'

'

'

'

-44,222,000

'

Cash of acquired businesses

'

'

'

'

'

-17,546,000

'

'

'

'

'

'

-1,637,000

'

'

-5,000

'

'

-9,000

'

'

'

'

'

-15,895,000

'

Cash used in acquisitions, net of cash acquired

561,013,000

2,042,000

'

'

'

561,013,000

14,282,000

'

'

452,000

'

'

62,762,000

'

'

29,524,000

'

'

5,566,000

'

'

60,301,000

'

'

388,126,000

'

Additional information

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Goodwill

910,085,000

'

48,865,000

366,647,000

542,860,000

542,860,000

'

'

10,585,000

'

'

174,000

'

'

58,514,000

'

'

32,283,000

'

'

4,961,000

'

'

'

'

387,478,000

Goodwill acquired, deductible for tax purposes

'

'

'

'

539,300,000

539,300,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Goodwill, tax deductible period

'

'

'

'

'

'15 years

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'15 years

'

Net sales included in the entity's consolidated statement of operations

'

'

'

'

'

'

'

22,700,000

'

'

600,000

'

'

41,500,000

'

'

20,500,000

'

'

1,200,000

'

'

4,400,000

11,000,000

'

'

Earnings included in operations

'

'

'

'

'

'

'

5,500,000

'

'

-100,000

'

'

11,400,000

'

'

3,500,000

'

'

100,000

'

'

-700,000

700,000

'

'

Acquisition-related costs

'

'

'

'

$2,700,000

$7,100,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Acquisitions_Pro_Forma_Informa

Acquisitions - Pro Forma Information (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Oct. 28, 2014	Oct. 29, 2013	Oct. 28, 2014	Oct. 29, 2013
Pro forma information	'	'	'	'
Net sales	$464,278	$326,233	$1,207,731	$904,731
Net income	15,613	18,136	37,631	44,268
Diluted net income per common share (in dollars per share)	$0.45	$0.53	$1.09	$1.30
2014 Acquisitions | Pro Forma Adjustments	'	'	'	'
Pro forma information	'	'	'	'
Net sales	147,553	'	474,996	'
Net income	4,273	'	4,237	'
Diluted net income per common share (in dollars per share)	$0.12	'	$0.12	'
2014 Acquisitions | Pro Forma	'	'	'	'
Pro forma information	'	'	'	'
Net sales	611,831	'	1,682,727	'
Net income	$19,886	'	$41,868	'
Diluted net income per common share (in dollars per share)	$0.57	'	$1.21	'

Acquisitions_Goodwill_Details

Acquisitions - Goodwill (Details) (USD $)	9 Months Ended		3 Months Ended
In Thousands, unless otherwise specified	Oct. 28, 2014	Sep. 30, 2014	Apr. 29, 2014
			Perfect Mattress
Goodwill	'	'	'
Balance at the beginning of the year	$366,647	$48,865	'
Prior year business acquisition adjustment	578	'	600
Current period business acquisitions	542,860	'	'
Balance at the end of the period	$910,085	$48,865	'

Fair_Value_of_Financial_Instru2

Fair Value of Financial Instruments (Details) (USD $)	9 Months Ended	12 Months Ended
In Thousands, unless otherwise specified	Oct. 28, 2014	Jan. 28, 2014
Recurring | Net Book Value	'	'
Fair Value Measurements	'	'
Nonqualified deferred compensation plan	$1,165	$1,353
Recurring | Level 2	'	'
Fair Value Measurements	'	'
Nonqualified deferred compensation plan	1,165	1,353
Nonrecurring | Net Book Value	'	'
Fair Value Measurements	'	'
Property and equipment requiring impairment	'	321
Nonrecurring | Level 3	'	'
Fair Value Measurements	'	'
Property and equipment requiring impairment	'	321
Property and Equipment | Nonrecurring	'	'
Fair Value Measurements	'	'
Fiscal year impairments	$482	$464

Fair_Value_of_Financial_Instru3

Fair Value of Financial Instruments - Level 3 (Details) (Level 3, Income approach, Property and Equipment)	9 Months Ended	12 Months Ended
	Oct. 28, 2014	Jan. 28, 2014
Level 3 | Income approach | Property and Equipment	'	'
Valuation of Level 3 Financial Instruments	'	'
Weighted average cost of capital	13.50%	13.50%

Notes_Payable_and_Longterm_Deb2

Notes Payable and Long-term Debt (Details) (USD $)

Oct. 28, 2014

Jan. 28, 2014

Oct. 20, 2014

Jan. 28, 2014

Jan. 28, 2014

Oct. 28, 2014

Oct. 20, 2014

Oct. 28, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 28, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 28, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 20, 2014

Oct. 28, 2014

Jan. 28, 2014

2012 Senior Credit Facility

2012 Senior Credit Facility

2012 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

2014 Senior Credit Facility

Equipment financing and other notes payable

Equipment financing and other notes payable

Term loan

Revolving credit facility

Term Loan B

Term Loan B

Term Loan B

Term Loan B

Term Loan B

Term Loan B

Term Loan B

Term Loan B

Term Loan B

Term Loan B

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

ABL Credit Agreement

Letter of Credit Facility

Letter of Credit Facility

Swing Line Facility

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Mattress Holding Corp

Minimum

Maximum

LIBOR

LIBOR

Base rate

Base rate

item

Minimum

Maximum

LIBOR

LIBOR

LIBOR

Base rate

Base rate

Base rate

Minimum

Maximum

Minimum

Maximum

Minimum

Maximum

Minimum

Maximum

Notes Payable and Long-term Debt

'

'

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'

Long-term debt

'

'

'

$198,098,000

$21,000,000

$720,000,000

'

'

'

'

'

'

'

'

'

$35,000,000

'

'

'

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'

'

'

'

'

'

'

'

'

'

'

$11,102,000

$2,110,000

Unamortized discount

'

'

'

'

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-7,175,000

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'

'

'

'

'

'

'

'

'

'

'

'

'

'

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'

'

'

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'

'

'

'

'

'

'

Total long-term debt

758,927,000

221,208,000

'

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'

'

'

'

'

'

'

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'

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'

'

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'

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'

Less: Current maturities of long-term debt

8,737,000

3,621,000

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Long-term debt, net of current maturities

750,190,000

217,587,000

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'

'

'

'

'

'

'

Early termination penalty

'

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0

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'

'

'

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'

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'

'

'

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'

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'

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Maximum borrowing capacity under credit facility

'

'

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'

'

'

720,000,000

'

720,000,000

'

'

'

'

'

'

'

125,000,000

'

'

125,000,000

'

'

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'

'

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50,000,000

20,000,000

'

'

Increase in aggregate commitments that may be requested under facility terms

'

'

'

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75,000,000

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Outstanding letters of credit

'

'

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'

3,200,000

'

'

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Amount available for borrowings under credit facility

'

'

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$49,200,000

'

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'

'

Applicable margin rate (as a percent)

'

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'

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'

3.00%

3.25%

3.00%

3.25%

'

'

'

'

'

'

'

'

1.25%

1.75%

'

0.25%

0.75%

'

'

'

'

'

Applicable margin, period for calculation of average excess available borrowing capacity

'

'

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'

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'3 months

'

'

'3 months

'

'

'

'

'

'

'

Issuance fee (as a percent)

'

'

'

'

'

'

'

'

'

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'

0.13%

'

'

'

'

Commitment fee (as a percent)

'

'

'

'

'

'

'

'

'

0.25%

0.38%

'

'

'

'

'

'

'

'

'

0.25%

0.38%

'

'

'

'

'

'

'

'

'

'

'

Weighted average interest rate (as a percent)

'

'

'

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'

'

5.25%

'

'

'

'

'

'

'

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'

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5.25%

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'

'

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Number of financial covenants

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1

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Fixed charge coverage ratio, minimum

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100.00%

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'

'

Notes_Payable_and_Longterm_Deb3

Notes Payable and Long-term Debt - Equipment Financing and Other Short-Term Notes Payable (Details) (USD $)	Oct. 28, 2014	Jan. 28, 2014	Oct. 28, 2014	Oct. 28, 2014	Oct. 28, 2014	Oct. 20, 2014	Oct. 28, 2014
In Thousands, unless otherwise specified	Equipment financing and other notes payable	Equipment financing and other notes payable	Property and casualty insurance premiums	Perfect Mattress	Mattress Liquidators	Sleep Train	Best Mattress
				Seller Notes	Seller Notes	Seller Notes	Seller Notes
Equipment Financing and Other Short-Term Notes Payable	'	'	'	'	'	'	'
Long-term debt	$11,102	$2,110	$300	$500	$2,900	$6,800	$600
Interest rate (as a percent)	'	'	'	7.75%	6.00%	2.97%	6.00%

Income_Taxes_Details

Income Taxes (Details) (USD $)	3 Months Ended		9 Months Ended
	Oct. 28, 2014	Oct. 29, 2013	Oct. 28, 2014	Oct. 29, 2013	Jan. 28, 2014
Income Taxes	'	'	'	'	'
Income tax expense (benefit)	$9,677,000	$11,117,000	$23,762,000	$27,756,000	'
Effective tax rate (as a percent)	'	'	38.70%	38.50%	'
Federal statutory rate (as a percent)	'	'	35.00%	'	'
Net operating loss carryforwards	'	'	'	'	9,100,000
Operating loss carryforward average use per year	'	'	2,800,000	'	'
Period over which the net operating losses are available for use	'	'	'4 years	'	'
Cumulative liability for unrecognized tax benefits	400,000	'	400,000	'	400,000
Maximum	'	'	'	'	'
Income Taxes	'	'	'	'	'
Interest on unrecognized tax benefits	$100,000	'	$100,000	'	'

Earnings_Per_Share_Details

Earnings Per Share (Details)	3 Months Ended		9 Months Ended
	Oct. 28, 2014	Oct. 29, 2013	Oct. 28, 2014	Oct. 29, 2013
Earnings Per Share	'	'	'	'
Basic weighted average shares outstanding	34,285,572	33,878,241	34,149,531	33,848,032
Diluted weighted average shares outstanding	34,724,199	34,114,147	34,562,374	34,073,307
Stock options	'	'	'	'
Earnings Per Share	'	'	'	'
Effect of dilutive securities (in shares)	374,518	195,372	344,025	186,334
Shares excluded from calculation of diluted net income per common share as their inclusion would be anti-dilutive	64,241	327,101	160,693	327,101
Market-based stock options	'	'	'	'
Earnings Per Share	'	'	'	'
Shares excluded from diluted weighted average shares outstanding	15,388	273,938	6,638	273,938
Restricted Stock	'	'	'	'
Earnings Per Share	'	'	'	'
Effect of dilutive securities (in shares)	64,109	40,534	68,818	38,941
Shares excluded from calculation of diluted net income per common share as their inclusion would be anti-dilutive	16,963	48,465	81,685	48,465
Market-based restricted stock	'	'	'	'
Earnings Per Share	'	'	'	'
Shares excluded from diluted weighted average shares outstanding	149,161	70,566	149,161	70,566

Commitments_and_Contingencies_

Commitments and Contingencies (Details)	9 Months Ended
	Oct. 28, 2014
Minimum	'
Commitments and Contingencies	'
Initial terms of non-cancellable operating lease agreements	'1 year
Period of renewal options of operating leases	'1 year
Maximum	'
Commitments and Contingencies	'
Initial terms of non-cancellable operating lease agreements	'15 years
Period of renewal options of operating leases	'5 years

StockBased_Compensation_Detail

Stock-Based Compensation (Details) (USD $)	Oct. 28, 2014	Nov. 03, 2011	Oct. 28, 2014
In Millions, except Share data, unless otherwise specified			Stock options
Stock-Based Compensation	'	'	'
Common stock reserved for future grants (in shares)	'	4,206,000	'
Number of shares available for future grants	2,321,252	'	'
Term of options	'	'	'10 years
Stock Options	'	'	'
Outstanding at the beginning of the period (in shares)	'	'	1,291,000
Granted (in shares)	'	'	56,000
Exercised (in shares)	'	'	-121,000
Forfeited (in shares)	'	'	-143,000
Outstanding at the end of the period (in shares)	'	'	1,083,000
Exercisable at the end of the period (in shares)	'	'	304,000
Weighted Average Exercise Price Per Share	'	'	'
Outstanding at the beginning of the period (in dollars per share)	'	'	$23.32
Granted (in dollars per share)	'	'	$55.89
Exercised (in dollars per share)	'	'	$23.82
Forfeited (in dollars per share)	'	'	$34.32
Outstanding at the end of the period (in dollars per share)	'	'	$23.50
Exercisable at the end of the period (in dollars per share)	'	'	$21.21
Weighted average fair value per option granted (in dollars per share)	'	'	$32.10
Aggregate intrinsic value of stock options exercised	'	'	$3.10
Weighted average market price of shares exercised	'	'	$49.57
Weighted average remaining contractual term of options outstanding	'	'	'7 years 4 months 6 days
Intrinsic value of options outstanding	'	'	43.6
Weighted average remaining contractual term of options exercisable	'	'	'7 years 2 months 23 days
Aggregate intrinsic value of options exercisable	'	'	$12.90

StockBased_Compensation_Option

Stock-Based Compensation - Options - Exercise Price Range (Details) (USD $)	9 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Oct. 28, 2014
Time based stock options | $19.00 - $29.26	'
Outstanding and Exercisable stock options by range of exercise prices	'
Range of exercise prices, lower limit (in dollars per share)	$19
Range of exercise prices, upper limit (in dollars per share)	$29.26
Outstanding	'
Options (in shares)	466
Weighted Average Remaining Contractual Life	'7 years 1 month 6 days
Weighted Average Exercise price (in dollars per share)	$19.55
Exercisable	'
Options (in shares)	125
Weighted Average Remaining Contractual Life	'7 years 1 month 10 days
Weighted Average Exercise price (in dollars per share)	$19.72
Time based stock options | $36.84 - $57.05	'
Outstanding and Exercisable stock options by range of exercise prices	'
Range of exercise prices, lower limit (in dollars per share)	$36.84
Range of exercise prices, upper limit (in dollars per share)	$57.05
Outstanding	'
Options (in shares)	152
Weighted Average Remaining Contractual Life	'9 years 2 months 1 day
Weighted Average Exercise price (in dollars per share)	$46.14
Exercisable	'
Options (in shares)	21
Weighted Average Remaining Contractual Life	'8 years 9 months 18 days
Weighted Average Exercise price (in dollars per share)	$40.52
Market-based stock options | $19.00 - $29.26	'
Outstanding and Exercisable stock options by range of exercise prices	'
Range of exercise prices, lower limit (in dollars per share)	$19
Range of exercise prices, upper limit (in dollars per share)	$29.26
Outstanding	'
Options (in shares)	448
Weighted Average Remaining Contractual Life	'6 years 11 months 9 days
Weighted Average Exercise price (in dollars per share)	$19.42
Exercisable	'
Options (in shares)	154
Weighted Average Remaining Contractual Life	'7 years 29 days
Weighted Average Exercise price (in dollars per share)	$19.32
Market-based stock options | $36.84 - $57.05	'
Outstanding and Exercisable stock options by range of exercise prices	'
Range of exercise prices, lower limit (in dollars per share)	$36.84
Range of exercise prices, upper limit (in dollars per share)	$57.05
Outstanding	'
Options (in shares)	17
Weighted Average Remaining Contractual Life	'8 years 5 months 27 days
Weighted Average Exercise price (in dollars per share)	$36.84
Exercisable	'
Options (in shares)	4
Weighted Average Remaining Contractual Life	'8 years 5 months 27 days
Weighted Average Exercise price (in dollars per share)	$36.84

StockBased_Compensation_Fair_V

Stock-Based Compensation - Fair Value Assumptions (Details) (USD $)	3 Months Ended		9 Months Ended
In Millions, except Share data in Thousands, unless otherwise specified	Oct. 28, 2014	Oct. 29, 2013	Oct. 28, 2014	Oct. 29, 2013
Time based stock options	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Weighted average expected life	'	'	'6 years 3 months	'
Volatility factor (as a percent)	'	'	60.00%	'
Dividend yield (as a percent)	'	'	0.00%	'
Time based stock options | Minimum	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Risk-free interest rate (as a percent)	'	'	1.95%	'
Time based stock options | Maximum	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Risk-free interest rate (as a percent)	'	'	2.08%	'
Stock options	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Stock-based compensation expense recognized	$0.80	$0.80	$2	$1.90
Unrecognized compensation costs related to the stock options	6.1	'	6.1	'
Weighted average period over which unrecognized compensation expense is expected to be recognized	'	'	'2 years 4 months 24 days	'
Restricted Stock	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Stock-based compensation expense recognized	1.6	0.6	3	1.3
Weighted average period over which unrecognized compensation expense is expected to be recognized	'	'	'2 years 4 months 13 days	'
Restricted Stock	'	'	'	'
Unvested at the beginning of the period (in shares)	'	'	249	'
Granted (in shares)	'	'	209	'
Vested (in shares)	'	'	-92	'
Forfeited (in shares)	'	'	-16	'
Unvested at the end of the period (in shares)	350	'	350	'
Weighted Average Grant-Date Fair Value	'	'	'	'
Unvested at the beginning of the period (in dollars per share)	'	'	$29.93	'
Granted (in dollars per share)	'	'	$39.68	'
Vested (in dollars per share)	'	'	$30.33	'
Forfeited (in dollars per share)	'	'	$25.69	'
Unvested at the end of the period (in dollars per share)	$35.83	'	$35.83	'
Additional disclosure	'	'	'	'
Total grant-date fair value of restricted stock awards granted	'	'	8.3	'
Unrecognized forfeiture adjusted compensation expense	10.2	'	10.2	'
Total fair value of awards vested	'	'	$5.40	'
Market-based restricted stock	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Weighted average expected life	'	'	'4 years	'
Volatility factor (as a percent)	'	'	40.00%	'
Dividend yield (as a percent)	'	'	0.00%	'
Market-based restricted stock | Minimum	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Risk-free interest rate (as a percent)	'	'	1.33%	'
Market-based restricted stock | Maximum	'	'	'	'
Assumptions used to calculate the fair value of the stock awards on the grant date	'	'	'	'
Risk-free interest rate (as a percent)	'	'	1.34%	'

Subsequent_Event_Details

Subsequent Event (Details) (Subsequent Event, Sleep America, USD $)	0 Months Ended
In Thousands, unless otherwise specified	Nov. 05, 2014
Subsequent event	'
Number of stores	47
Projected cost	'
Subsequent event	'
Purchase price	$12,500