HD Supply 10-Q 10 Jun 14 2014 Q1 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
	4-May-14	Jun. 06, 2014
Document and Entity Information	'	'
Entity Registrant Name	'HD Supply Holdings, Inc.	'
Entity Central Index Key	'0001573097	'
Document Type	'10-Q	'
Document Period End Date	4-May-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--02-03	'
Entity Current Reporting Status	'No	'
Entity Filer Category	'Non-accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	195,645,883
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q1	'

CONSOLIDATED_STATEMENTS_OF_OPE

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (HD Supply Holdings, Inc.) (USD $)	3 Months Ended
In Millions, except Share data in Thousands, unless otherwise specified	4-May-14	5-May-13
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)	'	'
Net Sales	$2,161	$2,048
Cost of sales	1,530	1,455
Gross Profit	631	593
Operating expenses:	'	'
Selling, general and administrative	447	433
Depreciation and amortization	62	59
Restructuring	3	'
Total operating expenses	512	492
Operating Income	119	101
Interest expense	116	147
Loss on extinguishment & modification of debt	2	41
Other (income) expense, net	1	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	'	-87
Provision for income taxes	1	43
Income (Loss) from Continuing Operations	-1	-130
Income (Loss) from discontinued operations, net of tax	-11	-1
Net Income (Loss)	-12	-131
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	($11)	($132)
Weighted average common shares outstanding (thousands)	'	'
Basic & Diluted (in shares)	192,859	130,578
Basic and Diluted Earnings Per Share:	'	'
Income (Loss) from Continuing Operations (in dollars per share)	($0.01)	($1)
Income (Loss) from Discontinued Operations (in dollars per share)	($0.06)	($0.01)
Net Income (Loss) (in dollars per share)	($0.06)	($1)

CONSOLIDATED_BALANCE_SHEETS_HD

CONSOLIDATED BALANCE SHEETS (HD Supply Holdings, Inc.) (USD $)	4-May-14	Feb. 02, 2014	5-May-13	Feb. 03, 2013
In Millions, unless otherwise specified
Current assets:	'	'	'	'
Cash and cash equivalents	$173	$115	$88	$141
Receivables, less allowance for doubtful accounts of $17 and $18	1,152	1,046	'	'
Inventories	1,181	1,072	'	'
Deferred tax asset	8	7	'	'
Other current assets	58	63	'	'
Total current assets	2,572	2,303	'	'
Property and equipment, net	402	405	'	'
Goodwill	3,137	3,137	'	'
Intangible assets, net	304	338	'	'
Other assets	137	141	'	'
Total assets	6,552	6,324	'	'
Current liabilities:	'	'	'	'
Accounts payable	841	664	'	'
Accrued compensation and benefits	100	149	'	'
Current installments of long-term debt	10	10	'	'
Other current liabilities	175	270	'	'
Total current liabilities	1,126	1,093	'	'
Long-term debt, excluding current installments	5,722	5,534	'	'
Deferred tax liabilities	115	114	'	'
Other liabilities	339	347	'	'
Total liabilities	7,302	7,088	'	'
Stockholders' equity (deficit):	'	'	'	'
Common stock, par value $0.01; 1 billion shares authorized; 195.4 million and 192.4 million shares issued and outstanding at May 4, 2014 and February 2, 2014, respectively	2	2	'	'
Paid-in capital	3,777	3,752	'	'
Accumulated deficit	-4,515	-4,503	'	'
Accumulated other comprehensive loss	-14	-15	'	'
Total stockholders' equity (deficit)	-750	-764	'	'
Total liabilities and stockholders' equity (deficit)	$6,552	$6,324	'	'

CONSOLIDATED_BALANCE_SHEETS_Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) (HD Supply Holdings, Inc.) (USD $)	4-May-14	Feb. 02, 2014
In Millions, except Share data, unless otherwise specified
CONSOLIDATED BALANCE SHEETS	'	'
Receivables, allowance for doubtful accounts (in dollars)	$17	$18
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	195,400,000	192,400,000
Common stock, shares outstanding	195,400,000	192,400,000

CONSOLIDATED_STATEMENTS_OF_CAS

CONSOLIDATED STATEMENTS OF CASH FLOWS (HD Supply Holdings, Inc.) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14
CASH FLOWS FROM OPERATING ACTIVITIES:	'
Net income (loss)	($12)
Reconciliation of net income (loss) to net cash provided by (used in) operating activities:	'
Depreciation and amortization	63
Provision for uncollectibles	3
Non-cash interest expense	6
Payment of PIK interest & discounts upon extinguishment of debt	-1
Loss on extinguishment & modification of debt	2
Stock-based compensation expense	5
Other	1
Changes in assets and liabilities:	'
(Increase) decrease in receivables	-108
(Increase) decrease in inventories	-108
(Increase) decrease in other current assets	5
Increase (decrease) in accounts payable and accrued liabilities	22
Increase (decrease) in other long-term liabilities	3
Net cash provided by (used in) operating activities	-119
CASH FLOWS FROM INVESTING ACTIVITIES:	'
Capital expenditures	-28
Net cash provided by (used in) investing activities	-28
CASH FLOWS FROM FINANCING ACTIVITIES:	'
Proceeds from issuance of common stock under employee benefit plans	20
Borrowings of long-term debt	20
Repayments of long-term debt	-22
Borrowings on long-term revolver debt	275
Repayments on long-term revolver debt	-85
Debt issuance and modification costs	-3
Other financing activities	-1
Net cash provided by (used in) financing activities	204
Effect of exchange rates on cash and cash equivalents	1
Increase (decrease) in cash and cash equivalents	58
Cash and cash equivalents at beginning of period	115
Cash and cash equivalents at end of period	$173

CONSOLIDATED_STATEMENTS_OF_OPE1

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (HD Supply, Inc.) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13
Net Sales	$2,161	$2,048
Cost of sales	1,530	1,455
Gross Profit	631	593
Operating expenses:	'	'
Selling, general and administrative	447	433
Depreciation and amortization	62	59
Restructuring	3	'
Total operating expenses	512	492
Operating Income	119	101
Interest expense	116	147
Loss on extinguishment & modification of debt	2	41
Other (income) expense, net	1	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	'	-87
Provision for income taxes	1	43
Income (Loss) from Continuing Operations	-1	-130
Income (loss) from discontinued operations, net of tax	-11	-1
Net Income (Loss)	-12	-131
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	-11	-132
HD Supply, Inc	'	'
Net Sales	2,161	2,048
Cost of sales	1,530	1,455
Gross Profit	631	593
Operating expenses:	'	'
Selling, general and administrative	447	433
Depreciation and amortization	62	59
Restructuring	3	'
Total operating expenses	512	492
Operating Income	119	101
Interest expense	116	147
Loss on extinguishment & modification of debt	2	41
Other (income) expense, net	1	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	'	-87
Provision for income taxes	1	43
Income (Loss) from Continuing Operations	-1	-130
Income (loss) from discontinued operations, net of tax	-11	-1
Net Income (Loss)	-12	-131
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	($11)	($132)

CONSOLIDATED_BALANCE_SHEETS_HD1

CONSOLIDATED BALANCE SHEETS (HD Supply, Inc.) (USD $)	4-May-14	Feb. 02, 2014
In Millions, unless otherwise specified
Current assets:	'	'
Cash and cash equivalents	$173	$115
Receivables, less allowance for doubtful accounts of $17 and $18	1,152	1,046
Inventories	1,181	1,072
Deferred tax asset	8	7
Other current assets	58	63
Total current assets	2,572	2,303
Property and equipment, net	402	405
Goodwill	3,137	3,137
Intangible assets, net	304	338
Other assets	137	141
Total assets	6,552	6,324
Current liabilities:	'	'
Accounts payable	841	664
Accrued compensation and benefits	100	149
Current installments of long-term debt	10	10
Other current liabilities	175	270
Total current liabilities	1,126	1,093
Long-term debt, excluding current installments	5,722	5,534
Deferred tax liabilities	115	114
Other liabilities	339	347
Total liabilities	7,302	7,088
Stockholder's equity (deficit):	'	'
Common stock, par value $0.01; 1,000 shares authorized; 1,000 shares issued and outstanding	2	2
Paid-in capital	3,777	3,752
Accumulated deficit	-4,515	-4,503
Accumulated other comprehensive loss	-14	-15
Total stockholders' equity (deficit)	-750	-764
Total liabilities and stockholders' equity (deficit)	6,552	6,324
HD Supply, Inc	'	'
Current assets:	'	'
Cash and cash equivalents	149	111
Receivables, less allowance for doubtful accounts of $17 and $18	1,152	1,046
Inventories	1,181	1,072
Deferred tax asset	8	7
Other current assets	58	63
Total current assets	2,548	2,299
Property and equipment, net	402	405
Goodwill	3,137	3,137
Intangible assets, net	304	338
Other assets	137	141
Total assets	6,528	6,320
Current liabilities:	'	'
Accounts payable	841	664
Accrued compensation and benefits	100	149
Current installments of long-term debt	10	10
Other current liabilities	175	270
Total current liabilities	1,126	1,093
Long-term debt, excluding current installments	5,722	5,534
Deferred tax liabilities	115	114
Other liabilities	339	347
Total liabilities	7,302	7,088
Stockholder's equity (deficit):	'	'
Common stock, par value $0.01; 1,000 shares authorized; 1,000 shares issued and outstanding	'	'
Paid-in capital	3,755	3,750
Accumulated deficit	-4,515	-4,503
Accumulated other comprehensive loss	-14	-15
Total stockholders' equity (deficit)	-774	-768
Total liabilities and stockholders' equity (deficit)	$6,528	$6,320

CONSOLIDATED_BALANCE_SHEETS_Pa1

CONSOLIDATED BALANCE SHEETS (Parenthetical) (HD Supply, Inc.) (USD $)	4-May-14	Feb. 02, 2014
In Millions, except Share data, unless otherwise specified
Receivables, allowance for doubtful accounts (in dollars)	$17	$18
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	195,400,000	192,400,000
Common stock, shares outstanding	195,400,000	192,400,000
HD Supply, Inc	'	'
Receivables, allowance for doubtful accounts (in dollars)	$17	$18
Common stock, par value (in dollars per share)	$0.01	$0.01
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1,000	1,000
Common stock, shares outstanding	1,000	1,000

CONSOLIDATED_STATEMENTS_OF_CAS1

CONSOLIDATED STATEMENTS OF CASH FLOWS (HD Supply, Inc.) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13
CASH FLOWS FROM OPERATING ACTIVITIES:	'	'
Net income (loss)	($12)	($131)
Reconciliation of net income (loss) to net cash provided by (used in) operating activities:	'	'
Depreciation and amortization	63	60
Provision for uncollectibles	3	'
Non-cash interest expense	6	8
Payment of PIK interest & discounts upon extinguishment of debt	-1	-364
Loss on extinguishment & modification of debt	2	41
Stock-based compensation expense	5	3
Deferred income taxes	'	37
Other	1	'
Changes in assets and liabilities:	'	'
(Increase) decrease in receivables	-108	-82
(Increase) decrease in inventories	-108	-94
(Increase) decrease in other current assets	5	4
Increase (decrease) in accounts payable and accrued liabilities	22	-42
Increase (decrease) in other long-term liabilities	3	3
Net cash provided by (used in) operating activities	-119	-557
CASH FLOWS FROM INVESTING ACTIVITIES:	'	'
Capital expenditures	-28	-32
Proceeds from sales of property and equipment	'	1
Proceeds from sale of investments	'	936
Net cash provided by (used in) investing activities	-28	905
CASH FLOWS FROM FINANCING ACTIVITIES:	'	'
Borrowings of long-term debt	20	79
Repayments of long-term debt	-22	-638
Borrowings on long-term revolver debt	275	348
Repayments on long-term revolver debt	-85	-158
Debt issuance and modification costs	-3	-32
Other financing activities	-1	'
Net cash provided by (used in) financing activities	204	-401
Effect of exchange rates on cash and cash equivalents	1	'
Increase (decrease) in cash and cash equivalents	58	-53
Cash and cash equivalents at beginning of period	115	141
Cash and cash equivalents at end of period	173	88
HD Supply, Inc	'	'
CASH FLOWS FROM OPERATING ACTIVITIES:	'	'
Net income (loss)	-12	-131
Reconciliation of net income (loss) to net cash provided by (used in) operating activities:	'	'
Depreciation and amortization	63	60
Provision for uncollectibles	3	'
Non-cash interest expense	6	8
Payment of PIK interest & discounts upon extinguishment of debt	-1	-364
Loss on extinguishment & modification of debt	2	41
Stock-based compensation expense	5	3
Deferred income taxes	'	37
Other	1	'
Changes in assets and liabilities:	'	'
(Increase) decrease in receivables	-108	-82
(Increase) decrease in inventories	-108	-94
(Increase) decrease in other current assets	5	4
Increase (decrease) in accounts payable and accrued liabilities	22	-42
Increase (decrease) in other long-term liabilities	3	3
Net cash provided by (used in) operating activities	-119	-557
CASH FLOWS FROM INVESTING ACTIVITIES:	'	'
Capital expenditures	-28	-32
Proceeds from sales of property and equipment	'	1
Proceeds from sale of investments	'	936
Net cash provided by (used in) investing activities	-28	905
CASH FLOWS FROM FINANCING ACTIVITIES:	'	'
Borrowings of long-term debt	20	79
Repayments of long-term debt	-22	-638
Borrowings on long-term revolver debt	275	348
Repayments on long-term revolver debt	-85	-158
Debt issuance and modification costs	-3	-32
Other financing activities	-1	'
Net cash provided by (used in) financing activities	184	-401
Effect of exchange rates on cash and cash equivalents	1	'
Increase (decrease) in cash and cash equivalents	38	-53
Cash and cash equivalents at beginning of period	111	141
Cash and cash equivalents at end of period	$149	$88

NATURE_OF_BUSINESS_AND_BASIS_O

NATURE OF BUSINESS AND BASIS OF PRESENTATION	3 Months Ended
	4-May-14
NATURE OF BUSINESS AND BASIS OF PRESENTATION	'
NATURE OF BUSINESS AND BASIS OF PRESENTATION	'
	NOTE 1 — NATURE OF BUSINESS AND BASIS OF PRESENTATION
	Nature of Business
	HD Supply Holdings, Inc. (“Holdings”) indirectly owns all of the outstanding common stock of HD Supply, Inc. (“HDS”).
	Holdings, together with its direct and indirect subsidiaries, including HDS (“HD Supply” or the “Company”), is one of the largest industrial distribution companies in North America. The Company specializes in three distinct market sectors: Maintenance, Repair & Operations; Infrastructure & Power; and Specialty Construction. Through approximately 650 locations across 48 U.S. states and seven Canadian provinces, the Company serves these markets with an integrated go-to-market strategy. HD Supply has more than 15,000 associates delivering localized, customer-tailored products, services and expertise. The Company serves approximately 500,000 customers, which include contractors, maintenance professionals, home builders, industrial businesses, and government entities. HD Supply’s broad range of end-to-end product lines and services include over one million stock-keeping units (“SKUs”) of quality, name-brand and proprietary-brand products as well as value-add services supporting the entire life-cycle of a project from infrastructure and construction to maintenance, repair and operations.
	HD Supply is managed primarily on a product line basis and reports results of operations in four reportable segments. The reportable segments are Facilities Maintenance, Waterworks, Power Solutions, and Construction & Industrial - White Cap. Other operating segments include Hardware Solutions (previously known as Crown Bolt), Home Improvement Solutions (previously known as Repair & Remodel), Interior Solutions (previously known as Creative Touch Interiors), and HD Supply Canada. In addition, the consolidated financial statements include Corporate, which is comprised of enterprise-wide functional departments.
	Public Offerings
	On March 28, 2014, Holdings filed a registration statement on Form S-1 (File No. 333-194887, the “Secondary Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”) to register a secondary public offering of 30 million shares of its common stock, par value $0.01 per share (“Common Stock”). All of the shares of Common Stock sold in the secondary public offering were sold by certain stockholders of Holdings (the “Selling Stockholders”), as identified in the Secondary Registration Statement. Holdings did not receive any of the proceeds from the sale of the shares being sold by the Selling Stockholders. On May 1, 2014, the Secondary Registration Statement was declared effective by the SEC and Holdings announced the pricing of the secondary public offering at a price of $26.00 per share. The underwriters were granted an option to purchase up to 4.5 million additional shares of Common Stock from the Selling Stockholders within 30 days, which they exercised in full on May 30, 2014. In connection with the secondary public offering, the Company incurred $1 million of fees, reflected in Other income (expense), net within the Consolidated Statements of Operations and Comprehensive Income (Loss).  See Note 14, Subsequent Event, for additional information.
	On June 26, 2013, Holdings’ Registration Statement (File No. 333-187872) was declared effective by the SEC for an initial public offering of its Common Stock. Holdings registered the offering and sale of 53,191,489 shares of Common Stock and an additional 7,978,723 shares of Common Stock sold to the underwriters pursuant to their over-allotment option at a price of $18.00 per share. On July 2, 2013, Holdings completed the offering of 61,170,212 shares of Common Stock at a price of $18.00 per share, for an aggregate offering price of $1,039 million, net of underwriters’ discounts and commissions and offering expenses of approximately $16 million.
	The net proceeds from the initial public offering were used to (1) redeem all $950 million of HDS’s outstanding 10.50% Senior Subordinated Notes due 2021 (the “January 2013 Senior Subordinated Notes”), including the payment of a $29 million redemption premium and $29 million of accrued interest through the redemption date, and (2) pay related fees and expenses, including the payment to the Equity Sponsors of an aggregate fee of approximately $18 million to terminate the consulting agreements (See Note 3, Related Parties). The remaining net proceeds were used for general corporate purposes.
	Basis of Presentation
	On June 12, 2013, Holdings effected a 1-for-2 reverse stock split of Holdings’ common stock. Holdings’ accompanying consolidated financial statements and notes to consolidated financial statements give retroactive effect to the reverse stock split for all periods presented. There are no preferred shares issued or outstanding.
	In management’s opinion, the unaudited financial information for the interim periods presented includes all adjustments necessary for a fair statement of the results of operations, financial position, and cash flows.  All adjustments are of a normal recurring nature unless otherwise disclosed.  Revenues, expenses, assets and liabilities can vary during each quarter of the year.  Therefore, the results and trends in these interim financial statements may not be the same as those for the full year.  For a more complete discussion of the Company’s significant accounting policies and other information, you should read this report in conjunction with its annual report on Form 10-K, as amended, for the year ended February 2, 2014, which includes all disclosures required by generally accepted accounting principles (“GAAP”). Certain amounts in the prior-period financial statements have been reclassified to conform to the current period’s presentation.
	Fiscal Year
	HD Supply’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to January 31.  Fiscal years ending February 1, 2015 (“fiscal 2014”) and February 2, 2014 (“fiscal 2013”) both include 52 weeks.  The three months ended May 4, 2014 and May 5, 2013 both include 13 weeks.
	Principles of Consolidation
	The consolidated financial statements of HD Supply Holdings, Inc. present the results of operations, financial position and cash flows of HD Supply Holdings, Inc. and its wholly-owned subsidiaries, including HD Supply, Inc.  The consolidated financial statements of HD Supply, Inc. present the results of operations, financial position and cash flows of HD Supply, Inc. and its wholly-owned subsidiaries.  All material intercompany balances and transactions are eliminated. Results of operations of businesses acquired are included from their respective dates of acquisition. The results of operations of all discontinued operations have been separately reported as discontinued operations for all periods presented.
	Estimates
	Management has made a number of estimates and assumptions relating to the reporting of assets and liabilities, the disclosure of contingent assets and liabilities, and reported amounts of revenues and expenses in preparing these consolidated financial statements in conformity with GAAP. Actual results could differ from these estimates.
	Self-Insurance
	HD Supply has a high deductible insurance program for most losses related to general liability, product liability, environmental liability, automobile liability, workers’ compensation, and is self-insured for medical claims and certain legal claims.  The expected ultimate cost for claims incurred as of the balance sheet date is not discounted and is recognized as a liability. Self-insurance losses for claims filed and claims incurred but not reported are accrued based upon estimates of the aggregate liability for uninsured claims using loss development factors and actuarial assumptions followed in the insurance industry and historical loss development experience.  At both May 4, 2014 and February 2, 2014, self-insurance reserves totaled approximately $93 million.

DISCONTINUED_OPERATIONS

DISCONTINUED OPERATIONS	3 Months Ended
	4-May-14
DISCONTINUED OPERATIONS	'
DISCONTINUED OPERATIONS	'
	NOTE 2 — DISCONTINUED OPERATIONS
	In January 2014, the Company approved the disposal of Litemor, a specialty lighting distributor within the Company’s HD Supply Canada business. During the first quarter of fiscal 2014, the Company initiated the disposal process of Litemor through liquidation and branch sales, resulting in a pre-tax loss on disposal of $14 million, which includes cash and non-cash charges. The Company expects to finalize the Litemor disposal in the second quarter of fiscal 2014 and record an additional pre-tax loss on disposal of between $5 million and $10 million.
	Summary Financial Information
	In accordance with Accounting Standards Codification (“ASC”) 205-20, Discontinued Operations, the results of Litemor’s operations and the loss on disposal of the business are classified as discontinued operations. The presentation of discontinued operations includes revenues and expenses of the discontinued operations and loss on the disposal of business, net of tax, as one line item on the Consolidated Statements of Operations and Comprehensive Income (Loss). All Consolidated Statements of Operations and Comprehensive Income (Loss) presented have been revised to reflect this presentation.
	The following table provides additional detail related to the results of operations of the discontinued operations (amounts in millions):
		Three Months Ended
		May 4, 2014			May 5, 2013
	Net sales	$	17		$	20
	Loss on disposal of discontinued operations	(14		)	—
	Income (loss) before provision for income taxes	$	(14	)	$	(1	)
	Provision for income taxes	3			—
	Income (loss) from discontinued operations, net of tax	$	(11	)	$	(1	)
	In accordance with ASC 205-20, the assets and liabilities of Litemor are presented separately in the asset and liability sections, respectively, of the Consolidated Balance Sheets as of the date they are classified as a disposal group. At May 4, 2014 the assets and liabilities of Litemor included in the Consolidated Balance Sheets are comprised of $5 million of Receivables and $1 million of other current assets, reported within “Other current assets”, $1 million of Property & equipment, net, reported within “Other non-current assets”, and $2 million of Accounts payable and $2 million of Other accrued expenses, reported within “Other current liabilities”. At February 2, 2014, the assets and liabilities of Litemor included in the Consolidated Balance Sheets are comprised of $11 million of Receivables, $8 million of Inventory, and $1 million of other current assets, reported within “Other current assets”, $1 million of Property & equipment, net, reported within “Other non-current assets”, and $6 million of Accounts payable, $1 million of Accrued compensation & benefits, and $2 million of Other accrued expenses, reported within “Other current liabilities”.

RELATED_PARTIES

RELATED PARTIES	3 Months Ended
	4-May-14
RELATED PARTIES	'
RELATED PARTIES	'
	NOTE 3 — RELATED PARTIES
	On August 30, 2007, investment funds associated with Clayton, Dubilier & Rice, Inc., The Carlyle Group and Bain Capital Partners, LLC (collectively the “Equity Sponsors”) formed Holdings (previously named HD Supply Investment Holding, Inc.) and entered into a stock purchase agreement with The Home Depot, Inc. (“Home Depot”) pursuant to which Home Depot agreed to sell to Holdings, or to a wholly-owned subsidiary of Holdings, certain intellectual property and all the outstanding common stock of HDS and the Canadian subsidiary CND Holdings, Inc.  On August 30, 2007, through a series of transactions, Holdings’ direct wholly-owned subsidiary, HDS Holding Corporation, acquired direct control of HDS through the merger of its wholly-owned subsidiary, HDS Acquisition Corp., with and into HDS and CND Holdings, Inc.  Through these transactions (the “2007 Transactions”), Home Depot was paid cash of $8.2 billion and 12.5% of Holdings’ then outstanding common stock.
	Following the completion of Holdings’ initial public offering on July 2, 2013, the Equity Sponsors continued to hold more than 50% of Holdings’ common stock and Home Depot held less than 10% of Holdings’ common stock. Upon completion of the secondary public offering, the Equity Sponsors, included in the offering as Selling Stockholders, hold approximately 41% of Holdings’ common stock. See Note 14, Subsequent Event, for additional information.
	Equity Sponsors
	Consulting Agreements—In connection with the closing of the 2007 Transactions, HD Supply entered into consulting agreements with the Equity Sponsors, pursuant to which the Equity Sponsors provided HD Supply with financial advisory and management consulting services and HD Supply paid the Equity Sponsors a $5 million annual aggregate fee (“Sponsor Management Fee”) and an aggregate fee equal to a specified percentage of the transaction value of certain types of transactions that HD Supply completes (“Sponsor Transaction Fee”), plus out-of-pocket expenses. The original term of these agreements ran through August 2017.
	As specified in the agreements, HD Supply paid the Equity Sponsors a Sponsor Transaction Fee of approximately $11 million as a result of Holdings’ initial public offering on July 2, 2013.  The Sponsor Transaction Fee was considered an offering expense and, therefore, was presented as a reduction of proceeds from the initial public offering in the consolidated financial statements.
	On July 2, 2013, in connection with the initial public offering, HD Supply paid the Equity Sponsors an aggregate fee of approximately $18 million to terminate the consulting agreements. The termination fee represented the estimated net present value of the Sponsor Management Fee payments over the then remaining term of the consulting agreements. This charge was recorded in Other (income) expense, net in the Consolidated Statements of Operations and Comprehensive Income (Loss).
	During the three months ended May 5, 2013, the Company recorded $1 million of Sponsor Management Fees and related expenses, which are included in Selling, general and administrative expense in the Consolidated Statements of Operations and Comprehensive Income (Loss).
	Debt—Management of the Company has been informed that, as of May 4, 2014, affiliates of certain of the Equity Sponsors beneficially owned approximately $26 million aggregate principal amount of HDS’s Term Loans, as defined in Note 4, Debt.  On February 8, 2013, HDS redeemed its remaining $889 million outstanding aggregate principle of its 2007 Senior Subordinated Notes, as defined in Note 4, Debt, at a redemption price equal to 103.375% of the principal amount thereof and paid accrued and unpaid interest thereon through the redemption date.  Affiliates of certain of the Equity Sponsors owned approximately 39%, of the 2007 Senior Subordinated Notes that were redeemed.

DEBT

DEBT	3 Months Ended
	4-May-14
DEBT	'
DEBT	'
	NOTE 4 — DEBT
	HDS’s long-term debt as of May 4, 2014 and February 2, 2014 consisted of the following (dollars in millions):
		May 4, 2014				February 2, 2014
		Outstanding			Interest Rate	Outstanding			Interest Rate
		Principal			-1%	Principal			-1%
	Senior ABL Facility due 2018	$	550		1.65	$	360		1.66
	Term Loans due 2018, net of unamortized discount of $18 million and $19 million	965			4	966			4.5
	First Priority Notes due 2019, including unamortized premium of $17 million and $18 million	1,267			8.125	1,268			8.125
	Second Priority Notes due 2020	675			11	675			11
	October 2012 Senior Unsecured Notes due 2020	1,000			11.5	1,000			11.5
	February 2013 Senior Unsecured Notes due 2020	1,275			7.5	1,275			7.5
	Total long-term debt	$	5,732			$	5,544
	Less current installments	(10		)		(10		)
	Long-term debt, excluding current installments	$	5,722			$	5,534
	(1)         Represents the stated rate of interest, without including the effect of discounts or premiums.
	On February 6, 2014, HDS amended its Term Loan Facility, as defined below, to reduce the applicable margin for borrowings from 3.25% for LIBOR borrowings and 2.25% for base rate borrowings to 3.00% for LIBOR borrowings and 2.00% for base rate borrowings, and reduced the LIBOR floor from 1.25% to 1.00%. The amendment also added a new soft call provision applicable to optional prepayment of term loans. The soft call requires a premium equal to 1.00% of the aggregate principal amount of term loans being prepaid if, on or prior to August 6, 2014, HDS enters into certain re-pricing transactions. In addition, the amendment provided that HDS may withhold up to $150 million from repayments otherwise required to be made with the proceeds of asset sales and use such proceeds to repay any debt, including debt that is junior to the term loans. The amendment also extended the maturity of the term loans by approximately nine months, to June 28, 2018. Pursuant to the credit agreement governing HDS’s Senior ABL Facility, as defined below, the maturity date of the Senior ABL Facility is the earlier of June 28, 2018 and the maturity date of the Term Loan Facility. The amendment therefore effectively extended the maturity date of the Senior ABL Facility to June 28, 2018.
	In connection with the amendment, HDS paid approximately $1 million in financing fees, which will be amortized into interest expense over the remaining term of the amended facility in accordance with ASC 470-50, Debt-Modifications and Extinguishments. A portion of the amendment was considered an extinguishment, resulting in a $1 million loss on extinguishment of debt for the write-off of pro-rata portions of the unamortized original issue discount and the unamortized deferred debt cost. The portion of the amendment considered a modification resulted in a charge of approximately $1 million.
	Affiliates of certain of the Equity Sponsors owned approximately $37 million of the Term Loans as of the date of the amendment. In the amendment process, this ownership was reduced to $30 million.
	Senior Credit Facilities
	Asset Based Lending Facility
	HDS’s Senior Asset Based Lending Facility (“Senior ABL Facility”) provides for senior secured revolving loans and letters of credit of up to a maximum aggregate principal amount of $1,500 million (subject to availability under a borrowing base).  Extensions of credit under the Senior ABL Facility are limited by a borrowing base calculated periodically based on specified percentages of the value of eligible inventory and eligible accounts receivable, subject to certain reserves and other adjustments.  A portion of the Senior ABL Facility is available for letters of credit and swingline loans. As of May 4, 2014, HDS has $813 million of additional available borrowings under the Senior ABL Facility (after giving effect to the borrowing base limitations and approximately $56 million in letters of credit issued and including $77 million of borrowings available on qualifying cash balances).
	The Senior ABL Facility also permits HDS to add one or more incremental term loan facilities to be included in the Senior ABL Facility or one or more revolving credit facility commitments to be included in the Senior ABL Facility. The Senior ABL Facility will mature on June 28, 2018 (or the maturity date under HDS’s Term Loan Facility, if earlier).
	Senior Secured Term Loan Facility
	HDS’s Senior Term Facility consists of a senior secured Term Loan Facility (the ‘‘Term Loan Facility,’’ the term loans thereunder, the ‘‘Term Loans’’) providing for Term Loans in an original aggregate principal amount of $1,000 million. The Term Loan Facility will mature on June 28, 2018 (the ‘‘Term Loan Maturity Date’’). The Term Loans amortize in equal quarterly installments in aggregate annual amounts equal to 1% of the original principal amount of the Term Loan Facility with the balance payable on the Term Loan Maturity Date.
	Secured Notes
	8 1/8% Senior Secured First Priority Notes due 2019
	HDS’s 8 1/8% Senior Secured First Priority Notes due 2019 (the ‘‘First Priority Notes’’), bear interest at a rate of 8 1/8% per annum and will mature on April 15, 2019.  Interest is paid semi-annually in arrears on April 15th and October 15th of each year.
	Redemption
	HDS may redeem the First Priority Notes, in whole or in part, at any time (1) prior to April 15, 2015, at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, plus the applicable make-whole premium set forth in the indenture governing the First Priority Notes and (2) on and after April 15, 2015, at the applicable redemption price set forth below (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, to the relevant redemption date, if redeemed during the 12-month period commencing on April 15 of the year set forth below.
	Year	Percentage
	2015	106.094	%
	2016	104.063	%
	2017	102.031	%
	2018 and thereafter	100	%
	In addition, at any time prior to April 15, 2015, HDS may redeem up to 35% of the aggregate principal amount of the First Priority Notes with the proceeds of certain equity offerings at a redemption price of 108.125% of the principal amount in respect of the First Priority Notes being redeemed, plus accrued and unpaid interest to the redemption date, provided, however, that if the First Priority Notes are redeemed, an aggregate principal amount of First Priority Notes equal to at least 50% of the original aggregate principal amount of First Priority Notes must remain outstanding immediately after each such redemption of First Priority Notes.
	11% Senior Secured Second Priority Notes due 2020
	HDS’s 11% Senior Secured Second Priority Notes due 2020 (the ‘‘Second Priority Notes’’) bear interest at a rate of 11% per annum and will mature on April 15, 2020.  Interest is paid semi-annually in arrears on April 15th and October 15th of each year.
	Redemption
	HDS may redeem the Second Priority Notes, in whole or in part, at any time (1) prior to April 15, 2016, at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, plus the applicable make-whole premium set forth in the indenture governing the Second Priority Notes and (2) on and after April 15, 2016, at the applicable redemption price set forth below (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, to the relevant redemption date, if redeemed during the 12-month period commencing on April 15 of the year set forth below.
	Year	Percentage
	2016	105.5	%
	2017	102.75	%
	2018 and thereafter	100	%
	In addition, at any time prior to April 15, 2015, HDS may redeem up to 35% of the aggregate principal amount of the Second Priority Notes with the proceeds of certain equity offerings at a redemption price of 111.000% of the principal amount in respect of the Second Priority Notes being redeemed, plus accrued and unpaid interest to the redemption date, provided, however, that if the Second Priority Notes are redeemed, an aggregate principal amount of Second Priority Notes equal to at least 50% of the original aggregate principal amount of Second Priority Notes must remain outstanding immediately after each such redemption of Second Priority Notes.
	Collateral
	The First Priority Notes and the related guarantees are secured by a first-priority security interest in substantially all of the tangible and intangible assets of HDS and the Subsidiary Guarantors (other than the ABL Priority Collateral, in which the First Priority Notes and the related guarantees have a second-priority security interest), including pledges of all Capital Stock of HDS’s Restricted Subsidiaries directly owned by HDS and the Subsidiary Guarantors (but only up to 65% of each series of Capital Stock of each direct Foreign Subsidiary owned by HDS or any Subsidiary Guarantor), subject to certain thresholds, exceptions and permitted liens, and excluding any Excluded Assets (as defined in the indenture governing the First Priority Notes ) and Excluded Subsidiary Securities (as defined in the indenture governing the First Priority Notes) (the “Cash Flow Priority Collateral”).
	The Second Priority Notes and the related guarantees are secured by a second-priority security interest in the Cash Flow Priority Collateral, subject to permitted liens. In addition, the Second Priority Notes and the related guarantees are secured by a third-priority security interest in the ABL Priority Collateral, subject to permitted liens.
	The indentures governing the First Priority Notes, the Second Priority Notes and the applicable collateral documents provide that any capital stock and other securities of any of HDS’s subsidiaries will be excluded from the collateral to the extent the pledge of such capital stock or other securities to secure the First Priority Notes and Second Priority Notes would cause such subsidiary to be required to file separate financial statements with the SEC pursuant to Rule 3-16 of Regulation S-X (as in effect from time to time).
	Unsecured Notes
	11.5% Senior Unsecured Notes due 2020
	HDS’s 11.5% Senior Unsecured Notes due 2020 (the ‘‘October 2012 Senior Unsecured Notes’’) bear interest at 11.5% per annum and will mature on July 15, 2020. Interest is paid semi-annually in arrears on April 15th and October 15th of each year.
	Redemption
	HDS may redeem the October 2012 Senior Unsecured Notes, in whole or in part, at any time (1) prior to October 15, 2016, at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, plus the applicable make-whole premium set forth in the indenture governing the 11.5% Senior Notes and (2) on and after October 15, 2016, at the applicable redemption price set forth below (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, to the relevant redemption date, if redeemed during the 12-month period commencing on October 15 of the year set forth below.
	Year	Percentage
	2016	105.75	%
	2017	102.875	%
	2018 and thereafter	100	%
	In addition, at any time prior to October 15, 2015, HDS may redeem up to 35% of the aggregate principal amount of the October 2012 Senior Unsecured Notes with the proceeds of certain equity offerings at a redemption price of 111.50% of the principal amount in respect of the October 2012 Senior Unsecured Notes being redeemed, plus accrued and unpaid interest to the redemption date, provided, however, that if the October 2012 Senior Unsecured Notes are redeemed, an aggregate principal amount of the October 2012 Senior Unsecured Notes equal to at least 50% of the original aggregate principal amount of the October 2012 Senior Unsecured Notes must remain outstanding immediately after each such redemption of the October 2012 Senior Unsecured Notes.
	7.5% Senior Unsecured Notes due 2020
	HDS’s 7.5% Senior Unsecured Notes due 2020 (the ‘‘February 2013 Senior Unsecured Notes’’) bear interest at 7.5% per annum and will mature on July 15, 2020. Interest is paid semi-annually in arrears on April 15th and October 15th of each year.
	Redemption
	HDS may redeem the February 2013 Senior Unsecured Notes, in whole or in part, at any time (1) prior to October 15, 2016, at a price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, plus the applicable make-whole premium set forth in the indenture governing the February 2013 Senior Notes and (2) on and after October 15, 2016, at the applicable redemption price set forth below (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, to the relevant redemption date, if redeemed during the 12-month period commencing on October 15 of the year set forth below.
	Year	Percentage
2016	103.75	%
2017	101.875	%
2018 and thereafter	100	%
In addition, at any time prior to October 15, 2015, HDS may redeem up to 35% of the aggregate principal amount of the February 2013 Senior Unsecured Notes with the proceeds of certain equity offerings at a redemption price of 107.50% of the principal amount in respect of the February 2013 Senior Unsecured Notes being redeemed, plus accrued and unpaid interest to the redemption date, provided, however, that if the February 2013 Senior Unsecured Notes are redeemed, an aggregate principal amount of the February 2013 Senior Unsecured Notes equal to at least 50% of the original aggregate principal amount of the February 2013 Senior Unsecured Notes must remain outstanding immediately after each such redemption of the February 2013 Senior Unsecured Notes.
Debt covenants
HDS’s outstanding debt agreements contain various restrictive covenants including, but not limited to, limitations on additional indebtedness and dividend payments and stipulations regarding the use of proceeds from asset dispositions. As of May 4, 2014, HDS is in compliance with all such covenants that were in effect on such date.
First Quarter 2013 Transactions
On February 15, 2013, HDS amended its Term Loan Facility (as defined above) to lower the borrowing margin by 275 basis points. Under this amendment, the Term Loans were subject to an interest rate equal to LIBOR (subject to a floor of 1.25%) plus a borrowing margin of 3.25% or Prime plus a borrowing margin of 2.25% at HDS’s election. The amendment also replaced the hard call provision applicable to optional prepayment of Term Loans thereunder with a soft call option, which expired on August 15, 2013. In connection with the amendment, HDS paid approximately $30 million in financing fees, of which approximately $27 million will be amortized into interest expense over the remaining term of the amended facility in accordance with ASC 470-50. A portion of the amendment was considered an extinguishment, resulting in a $5 million loss on extinguishment of debt, which included approximately $2 million of fees, $2 million to write off the pro-rata portion of unamortized original issue discount, and $1 million to write off the pro-rata portion of unamortized deferred debt cost. The portion of the amendment considered a modification resulted in a charge of $1 million.
On February 8, 2013, HDS redeemed its remaining $889 million outstanding aggregate principal amount of its 13.5% Senior Subordinated Notes due 2015 (the “2007 Senior Subordinated Notes”) at a redemption price equal to 103.375% of the principal amount thereof and paid accrued and unpaid interest thereon through the redemption date. As a result, in the first quarter of fiscal 2013, HDS incurred a $34 million loss on extinguishment of debt, which included a $30 million premium payment to redeem the 2007 Senior Subordinated Notes and approximately $4 million to write off the unamortized deferred debt cost.

FAIR_VALUE_MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	4-May-14
FAIR VALUE MEASUREMENTS	'
FAIR VALUE MEASUREMENTS	'
	NOTE 5 — FAIR VALUE MEASUREMENTS
	The fair value measurements and disclosure principles of GAAP (ASC 820, Fair Value Measurements and Disclosures) define fair value, establish a framework for measuring fair value and provide disclosure requirements about fair value measurements.  These principles define a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:
	Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities;
	Level 2 — Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly;
	Level 3 — Unobservable inputs in which little or no market activity exists.
	The Company’s financial instruments that are not reflected at fair value on the balance sheet were as follows as of May 4, 2014 and February 2, 2014 (amounts in millions):
		As of May 4, 2014				As of February 2, 2014
		Recorded		Estimated Fair		Recorded		Estimated Fair
		Amount(1)		Value		Amount(1)		Value
	Senior ABL Facility	$	550	$	535	$	360	$	351
	Term Loans and Notes	5,183		5,746		5,185		5,737
	Total	$	5,733	$	6,281	$	5,545	$	6,088
	(1) These amounts do not include accrued interest; accrued interest is classified as Other current liabilities in the accompanying Consolidated Balance Sheets. These amounts do not include any related discounts or premiums.
	The Company utilized Level 2 inputs, as defined in the fair value hierarchy, to measure the fair value of the long-term debt.  Management’s fair value estimates were based on quoted prices for recent trades of HDS’s long-term debt, recent similar credit facilities initiated by companies with like credit quality in similar industries, quoted prices for similar instruments, and inquiries with certain investment communities.

INCOME_TAXES

INCOME TAXES	3 Months Ended
	4-May-14
INCOME TAXES	'
INCOME TAXES	'
	NOTE 6 — INCOME TAXES
	For the three months ended May 4, 2014, the Company’s combined federal, state and foreign tax provision for continuing operations was $1 million, mainly driven by the impact of discrete items recorded during the period.  The Company’s effective tax rate will vary based on a variety of factors, including overall profitability, the geographical mix of income before taxes and the related tax rates in the jurisdictions where it operates, restructuring and other one-time charges, as well as discrete events, such as settlements of future audits.  The Company is subject to audits and examinations of its tax returns by tax authorities in various jurisdictions, including the Internal Revenue Service (the “IRS”).  Management regularly assesses the likelihood of adverse outcomes resulting from these examinations to determine the adequacy of provisions for income taxes.
	With regard to the increase in the valuation allowance and the impact the valuation allowance had on income tax expense, the valuation allowance was immaterially impacted by the increasing of the deferred tax liability for U.S. goodwill amortization for tax purposes.  The deferred tax liability related to the Company’s U.S. tax deductible goodwill is considered a liability related to an asset with an indefinite life. Therefore, the deferred tax liability does not amortize and is not available as a source of taxable income to support the realization of deferred tax assets created by other deductible temporary timing differences.  The Company does not believe it is “more likely than not” it will realize its U.S. deferred tax assets equal to the deferred liability created by tax deductible goodwill and therefore, the Company was required to record an additional tax expense to increase its deferred tax asset valuation allowance.  There was no material impact of tax amortization on tax expense for indefinite lived intangibles for the three months ended May 4, 2014 due to income results.
	As of February 2, 2014, the Company’s unrecognized tax benefits in accordance with the income taxes principles of GAAP (ASC 740, Income Taxes) were $192 million.  As of May 4, 2014, the Company’s unrecognized tax benefits decreased $1 million to $191 million as a result of state audit settlements.  During the three months ended May 4, 2014, the Company recorded $1 million of net interest related to unrecognized tax benefits.
	The Company’s ending net accrual for interest and penalties related to unrecognized tax benefits as of February 2, 2014 was $27 million and increased to $28 million as of May 4, 2014.
	During fiscal year 2010, the Company determined that it did not meet the “more likely than not” standard that substantially all of its net U.S. deferred tax assets would be realized and therefore, the Company established a valuation allowance for its net U.S. deferred tax assets.  With regard to the U.S., the Company continues to believe that a full valuation allowance is needed against the majority of its net deferred tax assets.  As of May 4, 2014, the Company’s U.S. valuation allowance was $1,002 million.
	See Note 10, Commitments and Contingencies, for discussion of the IRS audit of the Company’s U.S. federal income tax returns.

EARNINGS_LOSS_PER_COMMON_SHARE

EARNINGS (LOSS) PER COMMON SHARE	3 Months Ended
	4-May-14
EARNINGS (LOSS) PER COMMON SHARE	'
EARNINGS (LOSS) PER COMMON SHARE	'
	NOTE 7—EARNINGS (LOSS) PER COMMON SHARE
	The following earnings (loss) per common share is provided for HD Supply Holdings, Inc.
	Basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted-average common shares outstanding during the respective periods. Diluted earnings (loss) per common share is computed by dividing net income (loss) by the sum of the weighted-average common shares outstanding and all dilutive potential common shares outstanding during the respective periods.  Diluted loss per common share equals basic loss per common share for the periods presented, as the effect of stock options, restricted stock, and restricted stock units are anti-dilutive because the Company incurred net losses.
	The following table sets forth the computation of basic and diluted earnings (loss) per share of common stock for the three months ended May 4, 2014 and May 5, 2013 (in millions, except per share and share data):
		Three Months Ended
		May 4, 2014			May 5, 2013
	Income (loss) from continuing operations	$	(1	)	$	(130	)
	Income (loss) from discontinued operations, net of tax	(11		)	(1		)
	Net income (loss)	$	(12	)	$	(131	)
	Weighted average common shares outstanding (in thousands) (1)
	Basic & Diluted	192,859			130,578
	Basic & Diluted earnings (loss) per share(2):
	Income (loss) from continuing operations	$	(0.01	)	$	(1.00	)
	Income (loss) from discontinued operations, net of tax	$	(0.06	)	$	(0.01	)
	Net income (loss)	$	(0.06	)	$	(1.00	)
	-1	Weighted average common shares outstanding in the three months ended May 4, 2014 reflect the issuance of 61 million shares on July 2, 2013 in connection with Holdings’ initial public offering.
	-2	May not foot due to rounding.
	The following table provides the securities that could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because to do so would have been anti-dilutive (in thousands):
		Three Months Ended
		May 4, 2014		May 5, 2013
	Stock options	12,901		14,718
	Restricted stock & restricted stock units	1,747		—

SUPPLEMENTAL_BALANCE_SHEET_AND

SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION	3 Months Ended
	4-May-14
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION	'
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION	'
	NOTE 8 — SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION
	Receivables
	Receivables consisted of the following (amounts in millions):
		May 4, 2014		February 2, 2014
	Trade receivables, net of allowance for doubtful accounts of $17 and $18	$	1,075	$	947
	Vendor rebate receivables	61		85
	Other receivables	16		14
	Total receivables, net	$	1,152	$	1,046
	Other Current Liabilities
	Other current liabilities consisted of the following (amounts in millions):
		May 4, 2014		February 2, 2014
	Accrued interest	$	21	$	118
	Accrued non-income taxes	38		32
	Other	116		120
	Total other current liabilities	$	175	$	270
	Supplemental Cash Flow Information
	Cash paid for interest in the three months ended May 4, 2014 and May 5, 2013 was $206 million and $260 million, respectively. Additionally, during the three months ended May 4, 2014, the Company paid $1 million of original issue discounts related to the portion of the Term Loan amendment considered an extinguishment under ASC 470-50.  During the three months ended May 5, 2013, the Company paid $364 million of original issue discounts and paid-in-kind (“PIK”) interest related to the extinguishments of $889 million of 2007 Senior Subordinated Notes and a portion of the Term Loans.
	Cash paid for income taxes, net of refunds, in the three months ended May 4, 2014 and May 5, 2013 was approximately $1 million and $2 million, respectively.

BRANCH_CLOSURE_AND_CONSOLIDATI

BRANCH CLOSURE AND CONSOLIDATION ACTIVITIES	3 Months Ended
	4-May-14
BRANCH CLOSURE AND CONSOLIDATION ACTIVITIES	'
BRANCH CLOSURE AND CONSOLIDATION ACTIVITIES	'
	NOTE 9—BRANCH CLOSURE AND CONSOLIDATION ACTIVITIES
	During the fourth quarter of fiscal 2013, management evaluated the cost structure of the Company and identified opportunities to reduce costs across its businesses, primarily through a workforce reduction of approximately 150 employees in the Power Solutions business, global support center and, to a lesser extent, its other businesses. During fiscal 2013, the Company recorded a restructuring charge of $12 million under this plan.
	During the three months ended May 4, 2014, the Company continued restructuring activities under this plan, resulting in a restructuring charge of $3 million for the consolidation of six Construction & Industrial — White Cap branches into three branches and additional workforce reductions of approximately 10 employees. These charges were recorded to operating expenses within the Consolidated Statement of Operations and Comprehensive Income (Loss). During the second quarter of fiscal 2014, management expects to finalize the restructuring activities under this plan and record additional restructuring charges of approximately $2 million. The Company expects the costs of these restructuring actions will be recovered through a permanent reduction of costs in less than one year.  Payments of the employee-related cash charges are expected to be completed within fiscal 2014.

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	4-May-14
COMMITMENTS AND CONTINGENCIES	'
COMMITMENTS AND CONTINGENCIES	'
	NOTE 10 — COMMITMENTS AND CONTINGENCIES
	Internal Revenue Service
	HD Supply carried back tax net operating losses (“NOL”) from its tax years ended on February 3, 2008 and February 1, 2009 to tax years during which it was a member of Home Depot’s U.S. federal consolidated tax group. As a result of those NOL carrybacks, Home Depot received cash refunds from the IRS in the amount of approximately $354 million. Under an agreement (the “Agreement”) between HD Supply and Home Depot, Home Depot paid HD Supply the refund proceeds resulting from the NOL carrybacks.
	In connection with an audit of the Company’s U.S. federal income tax returns filed for the tax years ended on February 3, 2008 and February 1, 2009, the IRS has disallowed certain deductions claimed by the Company. In May 2012, the IRS issued a formal Revenue Agent’s Report (“RAR”) challenging approximately $299 million (excluding interest) of the cash refunds resulting from HD Supply’s NOL carrybacks.  In January 2013, the IRS issued a revised RAR reducing the challenge to approximately $131 million (excluding interest) of cash refunds from HD Supply’s carrybacks. The issuance of the January 2013 revised RAR formally revoked the original May 2012 RAR and reduced the amount of cash refunds the IRS is currently challenging by $168 million. As of May 4, 2014, the Company estimates the interest to which the IRS would be entitled, if successful in all claims, to be approximately $22 million. If the IRS is ultimately successful with respect to the proposed adjustments, pursuant to the terms of the Agreement, the Company would be required to reimburse Home Depot an amount equal to the disallowed refunds plus related interest. If the IRS is successful in defending its positions with respect to the disallowed deductions, certain of those disallowed deductions may be available to the Company in the form of increases in its deferred tax assets by approximately $63 million before any valuation allowance.
	The Company believes that its positions with respect to the deductions and the corresponding NOL carrybacks are supported by, and consistent with, applicable tax law. In collaboration with Home Depot, HD Supply has challenged the proposed adjustments by filing a formal protest with the Office of Appeals Division within the IRS. During the administrative appeal period and as allowed under statute, the Company intends to vigorously defend its positions rather than pay any amount related to the proposed adjustments. In the event of an unfavorable outcome at the Office of Appeals, the Company will strongly consider litigating the matter in U.S. Tax Court. The unpaid assessment would continue to accrue interest at the statutory rate until resolved. If the Company is ultimately required to pay a significant amount related to the proposed adjustments to Home Depot pursuant to the terms of the Agreement (or to the IRS), the Company’s cash flows, future results of operations and financial positions could be affected in a significant and adverse manner.
	See Note 6, Income Taxes, for further disclosures on the Company’s income taxes.
	Legal Matters
	HD Supply is involved in various legal proceedings arising in the normal course of its business. The Company establishes reserves for litigation and similar matters when those matters present loss contingencies that it determines to be both probable and reasonably estimable in accordance with ASC 450, Contingencies. In the opinion of management, based on current knowledge, all reasonably estimable and probable matters are believed to be adequately reserved for or covered by insurance. For all other matters, except as noted below, management believes the possibility of losses from such matters is not probable, the potential loss from such matters is not reasonably estimable, or such matters are of such kind or involve such amounts that would not have a material adverse effect on the financial position, results of operations or cash flows of the Company if disposed of unfavorably. For material matters that are reasonably possible and reasonably estimable, including matters that are probable and estimable but for which the amount that is reasonably possible is in excess of the amount that the Company has accrued for, management has estimated the aggregate range of potential loss as $0 to $15 million. If a material loss is probable or reasonably possible, and in either case estimable, the Company has considered it in the analysis and it is included in the discussion set forth above.
	The Company has been informed that the Office of the United States Attorney for the Northern District of New York is conducting an investigation related to the activities of certain disadvantaged business enterprises. In May 2011, in connection with that investigation, the government executed a search of an entity from which Waterworks purchased assets shortly before the search was executed. On June 20, 2012, in connection with that same investigation, the government executed search warrants at two Waterworks branches. The Company is updated by the government on its investigation periodically and continues to cooperate with the investigation. While the Company cannot predict the outcome, it believes a potential loss on this matter is reasonably possible but due to the current state of the investigation it is not able to estimate a range of potential loss.

SEGMENT_INFORMATION

SEGMENT INFORMATION	3 Months Ended
	4-May-14
SEGMENT INFORMATION	'
SEGMENT INFORMATION	'
	NOTE 11 — SEGMENT INFORMATION
	HD Supply’s operating segments are based on management structure and internal reporting. Each segment offers different products and services to the end customer, except for HD Supply Canada, which is organized based on geographic location and Corporate, which provides general corporate overhead support. Both HD Supply Canada and Corporate are included within “Corporate & Other.” The Company determines the reportable segments in accordance with the principles of segment reporting within ASC 280, Segment Reporting. For purposes of evaluation under these segment reporting principles, the Chief Operating Decision Maker for HD Supply assesses HD Supply’s ongoing performance, based on the periodic review and evaluation of Net sales, Adjusted EBITDA, and certain other measures for each of the operating segments.
	HD Supply has four reportable segments, each of which is presented below:
	·                  Facilities Maintenance—Facilities Maintenance distributes maintenance, repair and operations (‘‘MRO’’) products, provides value-add services and fabricates custom products to multifamily, hospitality, healthcare and institutional facilities.
	·                  Waterworks—Waterworks distributes complete lines of water and wastewater transmission products, serving contractors and municipalities in the water and wastewater industries for non-residential and residential uses.
	·                  Power Solutions—Power Solutions distributes electrical transmission and distribution products, power plant MRO supplies and smart-grid products, and arranges materials management and procurement outsourcing for the power generation and distribution industries.
	·                  Construction & Industrial - White Cap—Construction & Industrial distributes specialized hardware, tools, engineered materials and safety products to non-residential and residential contractors.
	In addition to the reportable segments, our consolidated financial results include ‘‘Corporate & Other.’’ Corporate & Other is comprised of the following operating segments: Hardware Solutions, Interior Solutions, Home Improvement Solutions and HD Supply Canada. Hardware Solutions (previously known as Crown Bolt) is a retail distribution operator providing program and packaging solutions, sourcing, distribution, and in-store service, fasteners, builders’ hardware, rope and chain and plumbing accessories, primarily serving Home Depot and other hardware stores. Interior Solutions (previously known as Creative Touch Interiors) offers turnkey supply and installation services for multiple interior finish options, including flooring, cabinets, countertops, and window coverings, along with comprehensive design center services for non-residential, residential and senior living projects. Home Improvement Solutions (previously known as Repair & Remodel) offers light remodeling and construction supplies, kitchen and bath cabinets, windows, plumbing materials, electrical equipment and other products, primarily to small remodeling contractors and trade professionals. HD Supply Canada is an industrial distributor that primarily focuses on servicing fasteners/industrial supplies markets operating across six Canadian provinces. Corporate & Other also includes costs related to our centralized support functions, which are comprised of finance, information technology, human resources, legal, supply chain and other support services, and removes inter-segment transactions.
	The following tables present Net sales, Adjusted EBITDA, and other measures for each of the reportable segments and total continuing operations for the periods indicated (amounts in millions):
		Facilities			Waterworks			Power		Construction		Corporate &			Total
		Maintenance						Solutions		& Industrial -		Other			Continuing
										White Cap					Operations
	Three Months Ended May 4, 2014
	Net Sales	$	604		$	551		$	461	$	344	$	201		$	2,161
	Adjusted EBITDA	109			41			18		22		—			190
	Depreciation(1) & Software Amortization	12			2			1		4		10			29
	Other Intangible Amortization	20			1			5		5		3			34
	Three Months Ended May 5, 2013
	Net Sales	$	561		$	523		$	462	$	310	$	192		$	2,048
	Adjusted EBITDA	100			38			18		14		(5		)	165
	Depreciation(1) & Software Amortization	11			2			1		4		8			26
	Other Intangible Amortization	20			1			5		5		3			34
	(1) Depreciation includes amounts recorded within Cost of sales in the Consolidated Statements of Operations and Comprehensive Income (Loss).
	Reconciliation to Consolidated Financial Statements
		Three Months Ended
		May 4, 2014			May 5, 2013
	Total Adjusted EBITDA	$	190		$	165
	Depreciation and amortization (i)	63			60
	Stock-based compensation	5			3
	Restructuring	3			—
	Management fee & related expenses paid to Equity Sponsors (ii)	—			1
	Operating income	119			101
	Interest expense, net	116			147
	Loss on extinguishment & modification of debt	2			41
	Other (income) expense, net	1			—
	Income (Loss) from Continuing Operations Before Provision for Income Taxes	—			(87		)
	Provision for income taxes	1			43
	Income (loss) from continuing operations	(1		)	(130		)
	Less Income (loss) from discontinued operations, net of tax	(11		)	(1		)
	Net Income (loss)	$	(12	)	$	(131	)
	(i)                 Depreciation and amortization includes amounts recorded within Cost of sales in the Consolidated Statements of Operations.
	(ii)             The Company was previously party to consulting agreements with the Equity Sponsors whereby the Company paid the Equity Sponsors a $5 million annual aggregate management fee and related expenses.  These consulting agreements were terminated in conjunction with Holdings’ initial public offering in the second quarter of fiscal 2013.

SUBSIDIARY_GUARANTORS

SUBSIDIARY GUARANTORS	3 Months Ended
	4-May-14
SUBSIDIARY GUARANTORS	'
SUBSIDIARY GUARANTORS	'
	NOTE 12—SUBSIDIARY GUARANTORS
	HDS (the “Debt Issuer”) currently has outstanding First Priority Notes, Second Priority Notes, October 2012 Senior Unsecured Notes, and February 2013 Senior Unsecured Notes (collectively the “Notes”) guaranteed by certain of its subsidiaries (the “Guarantor Subsidiaries”). The Guarantor Subsidiaries are direct or indirect wholly-owned domestic subsidiaries of HDS. The subsidiaries of HDS that do not guarantee the Notes (“Non-guarantor Subsidiaries”) are direct or indirect wholly-owned subsidiaries of HDS and primarily include HDS’s operations in Canada.
	The Debt Issuer’s payment obligations under the Notes are jointly and severally guaranteed by the guarantors and all guarantees are full and unconditional.
	These guarantees are subject to release under the circumstances as described below:
	(i)	concurrently with any direct or indirect sale or disposition (by merger or otherwise) of any Subsidiary Guarantor or any interest therein in accordance with the terms of the applicable indebtedness by HDS or a restricted subsidiary, following which such Subsidiary Guarantor is no longer a restricted subsidiary of HDS;
	(ii)	at any time that such Subsidiary Guarantor is released from all of its obligations under all of its guarantees of payment of any indebtedness of HDS or any Subsidiary Guarantor under all other indebtedness and is not a borrower under the ABL Facility;
	(iii)	upon the merger or consolidation of any Subsidiary Guarantor with and into HDS or another Subsidiary Guarantor that is the surviving entity in such merger or consolidation, or upon the liquidation of such Subsidiary Guarantor following the transfer of all of its assets to HDS or another Subsidiary Guarantor;
	(iv)	concurrently with any Subsidiary Guarantor becoming an unrestricted subsidiary;
	(v)	during the period when the rating on the notes is changed to investment grade and certain covenants cease to apply while such investment grade rating is maintained, upon the merger or consolidation of any Subsidiary Guarantor with and into another subsidiary that is not a Subsidiary Guarantor with such other subsidiary being the surviving entity in such merger or consolidation, or upon liquidation of such Subsidiary Guarantor following the transfer of all of its assets to a subsidiary that is not a Subsidiary Guarantor;
	(vi)	upon legal or covenant defeasance of HDS’s obligations under the applicable indebtedness, or satisfaction and discharge of the indenture governing the applicable indebtedness; or
	(vii)	subject to customary contingent reinstatement provisions, upon payment in full of the aggregate principal amount of all applicable indebtedness then outstanding and all other obligations guaranteed by a Subsidiary Guarantor then due and owing.
	In addition, HDS has the right, upon 30 days’ notice to the applicable trustee, to cause any Subsidiary Guarantor that has not guaranteed payment of any indebtedness of HDS or any Subsidiary Guarantor under all other indebtedness and is not a borrower under the ABL Facility to be unconditionally released from all obligations under its Subsidiary Guarantee, and such Subsidiary Guarantee shall thereupon terminate and be discharged and of no further force or effect.
	In connection with the Notes, HDS determined the need for compliance with Rule 3-10 of SEC Regulation S-X. In lieu of providing separate audited financial statements for the Guarantor Subsidiaries, HDS has included the accompanying Condensed Consolidating Financial Statements in accordance with Rule 3-10(f) of SEC Regulation S-X. The following supplemental financial information sets forth, on a consolidating basis under the equity method of accounting, the condensed statements of operations and comprehensive income (loss), the condensed balance sheets, and the condensed statements of cash flows for the parent company issuer of the Notes, HDS, for the Guarantor Subsidiaries and for the Non-guarantor Subsidiaries and total consolidated HDS and subsidiaries (amounts in millions).
	CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
		Three Months Ended May 4, 2014
		Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
					Subsidiaries			Guarantor
								Subsidiaries
	Net Sales	$	—		$	2,073		$	88		$	—		$	2,161
	Cost of sales	—			1,464			66			—			1,530
	Gross Profit	—			609			22			—			631
	Operating expenses:
	Selling, general and administrative	16			416			15			—			447
	Depreciation and amortization	5			57			—			—			62
	Restructuring	—			2			1			—			3
	Total operating expenses	21			475			16			—			512
	Operating Income (Loss)	(21		)	134			6			—			119
	Interest expense	117			60			—			(61		)	116
	Interest (income)	(60		)	(1		)	—			61			—
	Net (earnings) loss of equity affiliates	(89		)	—			—			89			—
	Loss on extinguishment & modification of debt	2			—			—			—			2
	Other (income) expense, net	1			—			—			—			1
	Income (Loss) From Continuing Operations Before Provision (Benefit) for Income Taxes	8			75			6			(89		)	—
	Provision (benefit) for income taxes	20			(19		)	—			—			1
	Income (Loss) from Continuing Operations	(12		)	94			6			(89		)	(1		)
	Income (loss) from discontinued operations, net of tax	—			—			(11		)	—			(11		)
	Net Income (Loss)	$	(12	)	$	94		$	(5	)	$	(89	)	$	(12	)
	Other comprehensive income (loss) — foreign currency translation adjustment	1			—			1			(1		)	1
	Total Comprehensive Income (Loss)	$	(11	)	$	94		$	(4	)	$	(90	)	$	(11	)
	CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (CONTINUED)
		Three Months Ended May 5, 2013
		Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
					Subsidiaries			Guarantor
								Subsidiaries
	Net Sales	$	—		$	1,966		$	82		$	—		$	2,048
	Cost of sales	—			1,396			59			—			1,455
	Gross Profit	—			570			23			—			593
	Operating expenses:
	Selling, general and administrative	19			398			16			—			433
	Depreciation and amortization	4			55			—			—			59
	Total operating expenses	23			453			16			—			492
	Operating Income (Loss)	(23		)	117			7			—			101
	Interest expense	147			75			—			(75		)	147
	Interest (income)	(74		)	(1		)	—			75			—
	Net (earnings) loss of equity affiliates	(69		)	—			—			69			—
	Loss on extinguishment & Modification of debt	41			—			—			—			41
	Income (Loss) From Continuing Operations Before Provision (Benefit) for Income Taxes	(68		)	43			7			(69		)	(87		)
	Provision (benefit) for income taxes	63			(21		)	1			—			43
	Income (Loss) from Continuing Operations	(131		)	64			6			(69		)	(130		)
	Income (loss) from discontinued operations, net of tax	—			—			(1		)	—			(1		)
	Net Income (Loss)	$	(131	)	$	64		$	5		$	(69	)	$	(131	)
	Other comprehensive income (loss) — foreign currency translation adjustment	(1		)	—			(1		)	1			(1		)
	Total Comprehensive Income (Loss)	$	(132	)	$	64		$	4		$	(68	)	$	(132	)
CONDENSED CONSOLIDATING BALANCE SHEETS
	As of May 4, 2014
	Debt Issuer			Guarantor			Non-Guarantor			Eliminations			Total HDS
				Subsidiaries			Subsidiaries
ASSETS
Current assets:
Cash and cash equivalents	$	78		$	17		$	54		$	—		$	149
Receivables, net	2			1,096			54			—			1,152
Inventories	—			1,130			51			—			1,181
Deferred tax asset	—			58			1			(51		)	8
Intercompany receivable	—			1			—			(1		)	—
Other current assets	14			33			11			—			58
Total current assets	94			2,335			171			(52		)	2,548
Property and equipment, net	59			340			3			—			402
Goodwill	—			3,132			5			—			3,137
Intangible assets, net	—			301			3			—			304
Deferred tax asset	40			—			5			(40		)	5
Investment in subsidiaries	3,425			—			—			(3,425		)	—
Intercompany notes receivable	2,192			525			—			(2,717		)	—
Other assets	125			5			2			—			132
Total assets	$	5,935		$	6,638		$	189		$	(6,234	)	$	6,528
LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	12		$	792		$	37		$	—		$	841
Accrued compensation and benefits	42			56			2			—			100
Current installments of long-term debt	10			—			—			—			10
Deferred tax liabilities	51			—			—			(51		)	—
Intercompany payable	—			—			1			(1		)	—
Other current liabilities	50			106			19			—			175
Total current liabilities	165			954			59			(52		)	1,126
Long-term debt, excluding current installments	5,722			—			—			—			5,722
Deferred tax liabilities	—			155			—			(40		)	115
Intercompany notes payable	525			2,192			—			(2,717		)	—
Other liabilities	297			35			7			—			339
Total liabilities	6,709			3,336			66			(2,809		)	7,302
Stockholder’s equity (deficit)	(774		)	3,302			123			(3,425		)	(774		)
Total liabilities and stockholder’s equity (deficit)	$	5,935		$	6,638		$	189		$	(6,234	)	$	6,528
CONDENSED CONSOLIDATING BALANCE SHEETS (CONTINUED)
	As of February 2, 2014
	Debt Issuer			Guarantor			Non-Guarantor			Eliminations			Total HDS
				Subsidiaries			Subsidiaries
ASSETS
Current assets:
Cash and cash equivalents	$	53		$	17		$	41		$	—		$	111
Receivables, net	2			984			60			—			1,046
Inventories	—			1,024			48			—			1,072
Deferred tax asset	—			58			1			(52		)	7
Other current assets	15			26			22			—			63
Total current assets	70			2,109			172			(52		)	2,299
Property and equipment, net	60			341			4			—			405
Goodwill	—			3,132			5			—			3,137
Intangible assets, net	—			335			3			—			338
Deferred tax asset	40			—			5			(40		)	5
Investment in subsidiaries	3,452			—			—			(3,452		)	—
Intercompany notes receivable	2,192			605			—			(2,797		)	—
Other assets	128			6			2			—			136
Total assets	$	5,942		$	6,528		$	191		$	(6,341	)	$	6,320
LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	11		$	618		$	35		$	—		$	664
Accrued compensation and benefits	45			98			6			—			149
Current installments of long-term debt	10			—			—			—			10
Deferred tax liabilities	50			—			—			(50		)	—
Other current liabilities	148			103			19			—			270
Total current liabilities	264			819			60			(50		)	1,093
Long-term debt, excluding current installments	5,534			—			—			—			5,534
Deferred tax liabilities	—			156			—			(42		)	114
Intercompany notes payable	605			2,192			—			(2,797		)	—
Other liabilities	307			34			6			—			347
Total liabilities	6,710			3,201			66			(2,889		)	7,088
Stockholder’s equity (deficit)	(768		)	3,327			125			(3,452		)	(768		)
Total liabilities and stockholder’s equity (deficit)	$	5,942		$	6,528		$	191		$	(6,341	)	$	6,320
CONDENSED CONSOLIDATING CASH FLOW STATEMENTS
	Three Months Ended May 4, 2014
	Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
				Subsidiaries			Guarantor
							Subsidiaries
Net cash flows from operating activities	$	(74	)	$	(57	)	$	12		$	—		$	(119	)
Cash flows from investing activities
Capital expenditures	(5		)	(23		)	—			—			(28		)
Proceeds from (payments of) intercompany notes	—			80			—			(80		)	—
Net cash flows from investing activities	(5		)	57			—			(80		)	(28		)
Cash flows from financing activities
Borrowings (repayments) of intercompany notes	(80		)	—			—			80			—
Borrowings of long-term debt	20			—			—			—			20
Repayments of long-term debt	(22		)	—			—			—			(22		)
Borrowings on long-term revolver	275			—			—			—			275
Repayments of long-term revolver	(85		)	—			—			—			(85		)
Debt issuance and modification fees	(3		)	—			—			—			(3		)
Other financing activities	(1		)										(1		)
Net cash flows from financing activities	104			—			—			80			184
Effect of exchange rates on cash	—			—			1			—			1
Net increase (decrease) in cash & cash equivalents	$	25		$	—		$	13		$	—		$	38
Cash and cash equivalents at beginning of period	53			17			41			—			111
Cash and cash equivalents at end of period	$	78		$	17		$	54		$	—		$	149
CONDENSED CONSOLIDATING CASH FLOW STATEMENTS (CONTINUED)
	Three Months Ended May 5, 2013
	Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
				Subsidiaries			Guarantor
							Subsidiaries
Net cash flows from operating activities	$	(488	)	$	(77	)	$	8		$	—		$	(557	)
Cash flows from investing activities
Capital expenditures	(7		)	(24		)	(1		)	—			(32		)
Proceeds from sale of property and equipment	—			1			—			—			1
Proceeds from sale of investments	936			—			—			—			936
Proceeds from (payments of) intercompany notes	—			100			—			(100		)	—
Net cash flows from investing activities	929			77			(1		)	(100		)	905
Cash flows from financing activities
Borrowings (repayments) of intercompany notes	(100		)	—			—			100			—
Borrowings of long-term debt	79			—			—			—			79
Repayments of long-term debt	(638		)	—			—			—			(638		)
Borrowings on long-term revolver	348			—			—			—			348
Repayments of long-term revolver	(158		)	—			—			—			(158		)
Debt issuance and modification fees	(32		)	—			—			—			(32		)
Net cash flows from financing activities	(501		)	—			—			100			(401		)
Effect of exchange rates on cash	—			—			—			—			—
Net increase (decrease) in cash & cash equivalents	$	(60	)	$	—		$	7		$	—		$	(53	)
Cash and cash equivalents at beginning of period	91			15			35			—			141
Cash and cash equivalents at end of period	$	31		$	15		$	42		$	—		$	88

RECENT_ACCOUNTING_PRONOUNCMENT

RECENT ACCOUNTING PRONOUNCMENTS	3 Months Ended
	4-May-14
RECENT ACCOUNTING PRONOUNCMENTS	'
RECENT ACCOUNTING PRONOUNCMENTS	'
	NOTE 13—RECENT ACCOUNTING PRONOUNCMENTS
	Presentation of an unrecognized tax benefit - In July 2013, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, ‘‘Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists’’ (‘‘ASU 2013-11’’), which resolves diversity in practice on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. An unrecognized tax benefit, or a portion of an unrecognized tax benefit, should be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward, except in certain situations, as defined in ASU 2013-11. The amendments in ASU 2013-11 are effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. The Company adopted ASU 2013-11 on February 3, 2014. The adoption did not have a material impact on the Company’s financial position or results of operations.
	Discontinued operations - In April 2014, the FASB issued ASU No. 2014-08, “Reporting discontinued operations and disclosure of disposals of components of an entity” (“ASU 2014-08”). The amended guidance requires that a disposal representing a strategic shift that has (or will have) a major effect on an entity’s financial results or a business activity classified as held for sale should be reported as discontinued operations. The amendments also expand the disclosure requirements for discontinued operations and add new disclosures for individually significant dispositions that do not qualify as discontinued operations. The amendments are effective prospectively for fiscal years, and interim reporting periods within those years, beginning on or after December 15, 2014 (early adoption is permitted only for disposals that have not been previously reported). The impact on the Company of adopting ASU 2014-08 will depend on the nature and size of future disposals, if any, of a component of the Company after the effective date. The Company does not expect the adoption of ASU 2014-08 to have a material impact on the Company’s financial position or results of operations.
	Revenue recognition — In May 2014, the FASB issued ASU No. 2014-09, “Revenue from contracts with customers” (“ASU 2014-09”). The amended guidance outlines a single comprehensive revenue model for entities to use in accounting for revenue arising from contracts with customers. The guidance supersedes most current revenue recognition guidance, including industry-specific guidance. The core principle of the revenue model is that “an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.” Entities have the option of using either a full retrospective or modified approach to adopt the guidance. ASU 2014-09 is effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2016 (early adoption is not permitted). The Company is currently evaluating the impact of adopting ASU 2014-09.

SUBSEQUENT_EVENT

SUBSEQUENT EVENT	3 Months Ended
	4-May-14
SUBSEQUENT EVENT	'
SUBSEQUENT EVENT	'
	NOTE 14—SUBSEQUENT EVENT
	On May 1, 2014, Holdings’ Secondary Registration Statement was declared effective by the SEC and Holdings announced the pricing of the secondary public offering at a price of $26.00 per share.  On May 7, 2014, the Selling Stockholders completed the sale of 30 million shares of Holdings’ Common Stock under the secondary public offering. On June 4, 2014, the Selling Stockholders completed the sale of an additional 4.5 million shares of Common Stock sold to the underwriters pursuant to their over-allotment option at a price of $26.00 per share. The Company did not receive any of the proceeds from the sale of these shares. As a result of these sales, the Equity Sponsors, included in the offering as Selling Stockholders, hold approximately 41% of Holdings’ common stock.

NATURE_OF_BUSINESS_AND_BASIS_O1

NATURE OF BUSINESS AND BASIS OF PRESENTATION (Policies)	3 Months Ended
	4-May-14
NATURE OF BUSINESS AND BASIS OF PRESENTATION	'
Nature of Business	'
	Nature of Business
	HD Supply Holdings, Inc. (“Holdings”) indirectly owns all of the outstanding common stock of HD Supply, Inc. (“HDS”).
	Holdings, together with its direct and indirect subsidiaries, including HDS (“HD Supply” or the “Company”), is one of the largest industrial distribution companies in North America. The Company specializes in three distinct market sectors: Maintenance, Repair & Operations; Infrastructure & Power; and Specialty Construction. Through approximately 650 locations across 48 U.S. states and seven Canadian provinces, the Company serves these markets with an integrated go-to-market strategy. HD Supply has more than 15,000 associates delivering localized, customer-tailored products, services and expertise. The Company serves approximately 500,000 customers, which include contractors, maintenance professionals, home builders, industrial businesses, and government entities. HD Supply’s broad range of end-to-end product lines and services include over one million stock-keeping units (“SKUs”) of quality, name-brand and proprietary-brand products as well as value-add services supporting the entire life-cycle of a project from infrastructure and construction to maintenance, repair and operations.
	HD Supply is managed primarily on a product line basis and reports results of operations in four reportable segments. The reportable segments are Facilities Maintenance, Waterworks, Power Solutions, and Construction & Industrial - White Cap. Other operating segments include Hardware Solutions (previously known as Crown Bolt), Home Improvement Solutions (previously known as Repair & Remodel), Interior Solutions (previously known as Creative Touch Interiors), and HD Supply Canada. In addition, the consolidated financial statements include Corporate, which is comprised of enterprise-wide functional departments.
Public Offerings	'
	Public Offerings
	On March 28, 2014, Holdings filed a registration statement on Form S-1 (File No. 333-194887, the “Secondary Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”) to register a secondary public offering of 30 million shares of its common stock, par value $0.01 per share (“Common Stock”). All of the shares of Common Stock sold in the secondary public offering were sold by certain stockholders of Holdings (the “Selling Stockholders”), as identified in the Secondary Registration Statement. Holdings did not receive any of the proceeds from the sale of the shares being sold by the Selling Stockholders. On May 1, 2014, the Secondary Registration Statement was declared effective by the SEC and Holdings announced the pricing of the secondary public offering at a price of $26.00 per share. The underwriters were granted an option to purchase up to 4.5 million additional shares of Common Stock from the Selling Stockholders within 30 days, which they exercised in full on May 30, 2014. In connection with the secondary public offering, the Company incurred $1 million of fees, reflected in Other income (expense), net within the Consolidated Statements of Operations and Comprehensive Income (Loss).  See Note 14, Subsequent Event, for additional information.
	On June 26, 2013, Holdings’ Registration Statement (File No. 333-187872) was declared effective by the SEC for an initial public offering of its Common Stock. Holdings registered the offering and sale of 53,191,489 shares of Common Stock and an additional 7,978,723 shares of Common Stock sold to the underwriters pursuant to their over-allotment option at a price of $18.00 per share. On July 2, 2013, Holdings completed the offering of 61,170,212 shares of Common Stock at a price of $18.00 per share, for an aggregate offering price of $1,039 million, net of underwriters’ discounts and commissions and offering expenses of approximately $16 million.
	The net proceeds from the initial public offering were used to (1) redeem all $950 million of HDS’s outstanding 10.50% Senior Subordinated Notes due 2021 (the “January 2013 Senior Subordinated Notes”), including the payment of a $29 million redemption premium and $29 million of accrued interest through the redemption date, and (2) pay related fees and expenses, including the payment to the Equity Sponsors of an aggregate fee of approximately $18 million to terminate the consulting agreements (See Note 3, Related Parties). The remaining net proceeds were used for general corporate purposes.
Basis of Presentation	'
	Basis of Presentation
	On June 12, 2013, Holdings effected a 1-for-2 reverse stock split of Holdings’ common stock. Holdings’ accompanying consolidated financial statements and notes to consolidated financial statements give retroactive effect to the reverse stock split for all periods presented. There are no preferred shares issued or outstanding.
	In management’s opinion, the unaudited financial information for the interim periods presented includes all adjustments necessary for a fair statement of the results of operations, financial position, and cash flows.  All adjustments are of a normal recurring nature unless otherwise disclosed.  Revenues, expenses, assets and liabilities can vary during each quarter of the year.  Therefore, the results and trends in these interim financial statements may not be the same as those for the full year.  For a more complete discussion of the Company’s significant accounting policies and other information, you should read this report in conjunction with its annual report on Form 10-K, as amended, for the year ended February 2, 2014, which includes all disclosures required by generally accepted accounting principles (“GAAP”). Certain amounts in the prior-period financial statements have been reclassified to conform to the current period’s presentation.
Fiscal Year	'
	Fiscal Year
	HD Supply’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to January 31.  Fiscal years ending February 1, 2015 (“fiscal 2014”) and February 2, 2014 (“fiscal 2013”) both include 52 weeks.  The three months ended May 4, 2014 and May 5, 2013 both include 13 weeks.
Principles of Consolidation	'
	Principles of Consolidation
	The consolidated financial statements of HD Supply Holdings, Inc. present the results of operations, financial position and cash flows of HD Supply Holdings, Inc. and its wholly-owned subsidiaries, including HD Supply, Inc.  The consolidated financial statements of HD Supply, Inc. present the results of operations, financial position and cash flows of HD Supply, Inc. and its wholly-owned subsidiaries.  All material intercompany balances and transactions are eliminated. Results of operations of businesses acquired are included from their respective dates of acquisition. The results of operations of all discontinued operations have been separately reported as discontinued operations for all periods presented.
Estimates	'
	Estimates
	Management has made a number of estimates and assumptions relating to the reporting of assets and liabilities, the disclosure of contingent assets and liabilities, and reported amounts of revenues and expenses in preparing these consolidated financial statements in conformity with GAAP. Actual results could differ from these estimates.
Self-Insurance	'
	Self-Insurance
	HD Supply has a high deductible insurance program for most losses related to general liability, product liability, environmental liability, automobile liability, workers’ compensation, and is self-insured for medical claims and certain legal claims.  The expected ultimate cost for claims incurred as of the balance sheet date is not discounted and is recognized as a liability. Self-insurance losses for claims filed and claims incurred but not reported are accrued based upon estimates of the aggregate liability for uninsured claims using loss development factors and actuarial assumptions followed in the insurance industry and historical loss development experience.  At both May 4, 2014 and February 2, 2014, self-insurance reserves totaled approximately $93 million.

DISCONTINUED_OPERATIONS_Tables

DISCONTINUED OPERATIONS (Tables)	3 Months Ended
	4-May-14
DISCONTINUED OPERATIONS	'
Result of Operations of Discontinued Operations	'
	The following table provides additional detail related to the results of operations of the discontinued operations (amounts in millions):
		Three Months Ended
		May 4, 2014			May 5, 2013
	Net sales	$	17		$	20
	Loss on disposal of discontinued operations	(14		)	—
	Income (loss) before provision for income taxes	$	(14	)	$	(1	)
	Provision for income taxes	3			—
	Income (loss) from discontinued operations, net of tax	$	(11	)	$	(1	)

DEBT_Tables

DEBT (Tables)	3 Months Ended
	4-May-14
HD Supply, Inc	'
Debt	'
Schedule of Long-term Debt	'
	HDS’s long-term debt as of May 4, 2014 and February 2, 2014 consisted of the following (dollars in millions):
		May 4, 2014				February 2, 2014
		Outstanding			Interest Rate	Outstanding			Interest Rate
		Principal			-1%	Principal			-1%
	Senior ABL Facility due 2018	$	550		1.65	$	360		1.66
	Term Loans due 2018, net of unamortized discount of $18 million and $19 million	965			4	966			4.5
	First Priority Notes due 2019, including unamortized premium of $17 million and $18 million	1,267			8.125	1,268			8.125
	Second Priority Notes due 2020	675			11	675			11
	October 2012 Senior Unsecured Notes due 2020	1,000			11.5	1,000			11.5
	February 2013 Senior Unsecured Notes due 2020	1,275			7.5	1,275			7.5
	Total long-term debt	$	5,732			$	5,544
	Less current installments	(10		)		(10		)
	Long-term debt, excluding current installments	$	5,722			$	5,534
	(1)         Represents the stated rate of interest, without including the effect of discounts or premiums.
8.125% Senior Secured First Priority Notes due 2019	'
Debt	'
Notes Redemption	'
	Year	Percentage
	2015	106.094	%
	2016	104.063	%
	2017	102.031	%
	2018 and thereafter	100	%
11% Senior Secured Second Priority Notes due 2020	'
Debt	'
Notes Redemption	'
	Year	Percentage
	2016	105.5	%
	2017	102.75	%
	2018 and thereafter	100	%
11.5% Senior Notes due 2020	'
Debt	'
Notes Redemption	'
	Year	Percentage
	2016	105.75	%
	2017	102.875	%
	2018 and thereafter	100	%
7.5% Senior Unsecured Notes due 2020	'
Debt	'
Notes Redemption	'
	Year	Percentage
	2016	103.75	%
	2017	101.875	%
	2018 and thereafter	100	%

FAIR_VALUE_MEASUREMENTS_Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	4-May-14
FAIR VALUE MEASUREMENTS	'
Schedule of Financial Instruments that are Not Reflected at Fair Value on the Balance Sheet	'
	The Company’s financial instruments that are not reflected at fair value on the balance sheet were as follows as of May 4, 2014 and February 2, 2014 (amounts in millions):
		As of May 4, 2014				As of February 2, 2014
		Recorded		Estimated Fair		Recorded		Estimated Fair
		Amount(1)		Value		Amount(1)		Value
	Senior ABL Facility	$	550	$	535	$	360	$	351
	Term Loans and Notes	5,183		5,746		5,185		5,737
	Total	$	5,733	$	6,281	$	5,545	$	6,088
	(1) These amounts do not include accrued interest; accrued interest is classified as Other current liabilities in the accompanying Consolidated Balance Sheets. These amounts do not include any related discounts or premiums.

EARNINGS_LOSS_PER_COMMON_SHARE1

EARNINGS (LOSS) PER COMMON SHARE (Tables)	3 Months Ended
	4-May-14
EARNINGS (LOSS) PER COMMON SHARE	'
Schedule of computation of basic and diluted earnings (loss) per share of common stock	'
	The following table sets forth the computation of basic and diluted earnings (loss) per share of common stock for the three months ended May 4, 2014 and May 5, 2013 (in millions, except per share and share data):
		Three Months Ended
		May 4, 2014			May 5, 2013
	Income (loss) from continuing operations	$	(1	)	$	(130	)
	Income (loss) from discontinued operations, net of tax	(11		)	(1		)
	Net income (loss)	$	(12	)	$	(131	)
	Weighted average common shares outstanding (in thousands) (1)
	Basic & Diluted	192,859			130,578
	Basic & Diluted earnings (loss) per share(2):
	Income (loss) from continuing operations	$	(0.01	)	$	(1.00	)
	Income (loss) from discontinued operations, net of tax	$	(0.06	)	$	(0.01	)
	Net income (loss)	$	(0.06	)	$	(1.00	)
	-1	Weighted average common shares outstanding in the three months ended May 4, 2014 reflect the issuance of 61 million shares on July 2, 2013 in connection with Holdings’ initial public offering.
	-2	May not foot due to rounding.
Schedule of anti-dilutive securities	'
	The following table provides the securities that could potentially dilute basic earnings per share in the future, but were not included in the computation of diluted earnings per share because to do so would have been anti-dilutive (in thousands):
		Three Months Ended
		May 4, 2014		May 5, 2013
	Stock options	12,901		14,718
	Restricted stock & restricted stock units	1,747		—

SUPPLEMENTAL_BALANCE_SHEET_AND1

SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION (Tables)	3 Months Ended
	4-May-14
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION	'
Schedule of Receivables	'
	Receivables consisted of the following (amounts in millions):
		May 4, 2014		February 2, 2014
	Trade receivables, net of allowance for doubtful accounts of $17 and $18	$	1,075	$	947
	Vendor rebate receivables	61		85
	Other receivables	16		14
	Total receivables, net	$	1,152	$	1,046
Schedule of Other Current Liabilities	'
	Other current liabilities consisted of the following (amounts in millions):
		May 4, 2014		February 2, 2014
	Accrued interest	$	21	$	118
	Accrued non-income taxes	38		32
	Other	116		120
	Total other current liabilities	$	175	$	270

SEGMENT_INFORMATION_Tables

SEGMENT INFORMATION (Tables)	3 Months Ended
	4-May-14
SEGMENT INFORMATION	'
Net Sales Adjusted Earning Before Interest, Taxes, Depreciation and Amortization and Other Measures for Reportable Segments and Total Continuing Operations	'
	The following tables present Net sales, Adjusted EBITDA, and other measures for each of the reportable segments and total continuing operations for the periods indicated (amounts in millions):
		Facilities			Waterworks			Power		Construction		Corporate &			Total
		Maintenance						Solutions		& Industrial -		Other			Continuing
										White Cap					Operations
	Three Months Ended May 4, 2014
	Net Sales	$	604		$	551		$	461	$	344	$	201		$	2,161
	Adjusted EBITDA	109			41			18		22		—			190
	Depreciation(1) & Software Amortization	12			2			1		4		10			29
	Other Intangible Amortization	20			1			5		5		3			34
	Three Months Ended May 5, 2013
	Net Sales	$	561		$	523		$	462	$	310	$	192		$	2,048
	Adjusted EBITDA	100			38			18		14		(5		)	165
	Depreciation(1) & Software Amortization	11			2			1		4		8			26
	Other Intangible Amortization	20			1			5		5		3			34
	(1) Depreciation includes amounts recorded within Cost of sales in the Consolidated Statements of Operations and Comprehensive Income (Loss).
Reconciliation of Adjusted EBITDA to Income (Loss) from Continuing Operations	'
	Reconciliation to Consolidated Financial Statements
		Three Months Ended
		May 4, 2014			May 5, 2013
	Total Adjusted EBITDA	$	190		$	165
	Depreciation and amortization (i)	63			60
	Stock-based compensation	5			3
	Restructuring	3			—
	Management fee & related expenses paid to Equity Sponsors (ii)	—			1
	Operating income	119			101
	Interest expense, net	116			147
	Loss on extinguishment & modification of debt	2			41
	Other (income) expense, net	1			—
	Income (Loss) from Continuing Operations Before Provision for Income Taxes	—			(87		)
	Provision for income taxes	1			43
	Income (loss) from continuing operations	(1		)	(130		)
	Less Income (loss) from discontinued operations, net of tax	(11		)	(1		)
	Net Income (loss)	$	(12	)	$	(131	)
	(i)                 Depreciation and amortization includes amounts recorded within Cost of sales in the Consolidated Statements of Operations.
	(ii)             The Company was previously party to consulting agreements with the Equity Sponsors whereby the Company paid the Equity Sponsors a $5 million annual aggregate management fee and related expenses.  These consulting agreements were terminated in conjunction with Holdings’ initial public offering in the second quarter of fiscal 2013.

SUBSIDIARY_GUARANTORS_Tables

SUBSIDIARY GUARANTORS (Tables)	3 Months Ended
	4-May-14
SUBSIDIARY GUARANTORS	'
Condensed Consolidating Statements of Operations and Comprehensive Income (Loss)	'
	CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
		Three Months Ended May 4, 2014
		Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
					Subsidiaries			Guarantor
								Subsidiaries
	Net Sales	$	—		$	2,073		$	88		$	—		$	2,161
	Cost of sales	—			1,464			66			—			1,530
	Gross Profit	—			609			22			—			631
	Operating expenses:
	Selling, general and administrative	16			416			15			—			447
	Depreciation and amortization	5			57			—			—			62
	Restructuring	—			2			1			—			3
	Total operating expenses	21			475			16			—			512
	Operating Income (Loss)	(21		)	134			6			—			119
	Interest expense	117			60			—			(61		)	116
	Interest (income)	(60		)	(1		)	—			61			—
	Net (earnings) loss of equity affiliates	(89		)	—			—			89			—
	Loss on extinguishment & modification of debt	2			—			—			—			2
	Other (income) expense, net	1			—			—			—			1
	Income (Loss) From Continuing Operations Before Provision (Benefit) for Income Taxes	8			75			6			(89		)	—
	Provision (benefit) for income taxes	20			(19		)	—			—			1
	Income (Loss) from Continuing Operations	(12		)	94			6			(89		)	(1		)
	Income (loss) from discontinued operations, net of tax	—			—			(11		)	—			(11		)
	Net Income (Loss)	$	(12	)	$	94		$	(5	)	$	(89	)	$	(12	)
	Other comprehensive income (loss) — foreign currency translation adjustment	1			—			1			(1		)	1
	Total Comprehensive Income (Loss)	$	(11	)	$	94		$	(4	)	$	(90	)	$	(11	)
		Three Months Ended May 5, 2013
		Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
					Subsidiaries			Guarantor
								Subsidiaries
	Net Sales	$	—		$	1,966		$	82		$	—		$	2,048
	Cost of sales	—			1,396			59			—			1,455
	Gross Profit	—			570			23			—			593
	Operating expenses:
	Selling, general and administrative	19			398			16			—			433
	Depreciation and amortization	4			55			—			—			59
	Total operating expenses	23			453			16			—			492
	Operating Income (Loss)	(23		)	117			7			—			101
	Interest expense	147			75			—			(75		)	147
	Interest (income)	(74		)	(1		)	—			75			—
	Net (earnings) loss of equity affiliates	(69		)	—			—			69			—
	Loss on extinguishment & Modification of debt	41			—			—			—			41
	Income (Loss) From Continuing Operations Before Provision (Benefit) for Income Taxes	(68		)	43			7			(69		)	(87		)
	Provision (benefit) for income taxes	63			(21		)	1			—			43
	Income (Loss) from Continuing Operations	(131		)	64			6			(69		)	(130		)
	Income (loss) from discontinued operations, net of tax	—			—			(1		)	—			(1		)
	Net Income (Loss)	$	(131	)	$	64		$	5		$	(69	)	$	(131	)
	Other comprehensive income (loss) — foreign currency translation adjustment	(1		)	—			(1		)	1			(1		)
	Total Comprehensive Income (Loss)	$	(132	)	$	64		$	4		$	(68	)	$	(132	)
Condensed Consolidating Balance Sheets	'
	CONDENSED CONSOLIDATING BALANCE SHEETS
		As of May 4, 2014
		Debt Issuer			Guarantor			Non-Guarantor			Eliminations			Total HDS
					Subsidiaries			Subsidiaries
	ASSETS
	Current assets:
	Cash and cash equivalents	$	78		$	17		$	54		$	—		$	149
	Receivables, net	2			1,096			54			—			1,152
	Inventories	—			1,130			51			—			1,181
	Deferred tax asset	—			58			1			(51		)	8
	Intercompany receivable	—			1			—			(1		)	—
	Other current assets	14			33			11			—			58
	Total current assets	94			2,335			171			(52		)	2,548
	Property and equipment, net	59			340			3			—			402
	Goodwill	—			3,132			5			—			3,137
	Intangible assets, net	—			301			3			—			304
	Deferred tax asset	40			—			5			(40		)	5
	Investment in subsidiaries	3,425			—			—			(3,425		)	—
	Intercompany notes receivable	2,192			525			—			(2,717		)	—
	Other assets	125			5			2			—			132
	Total assets	$	5,935		$	6,638		$	189		$	(6,234	)	$	6,528
	LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT)
	Current liabilities:
	Accounts payable	$	12		$	792		$	37		$	—		$	841
	Accrued compensation and benefits	42			56			2			—			100
	Current installments of long-term debt	10			—			—			—			10
	Deferred tax liabilities	51			—			—			(51		)	—
	Intercompany payable	—			—			1			(1		)	—
	Other current liabilities	50			106			19			—			175
	Total current liabilities	165			954			59			(52		)	1,126
	Long-term debt, excluding current installments	5,722			—			—			—			5,722
	Deferred tax liabilities	—			155			—			(40		)	115
	Intercompany notes payable	525			2,192			—			(2,717		)	—
	Other liabilities	297			35			7			—			339
	Total liabilities	6,709			3,336			66			(2,809		)	7,302
	Stockholder’s equity (deficit)	(774		)	3,302			123			(3,425		)	(774		)
	Total liabilities and stockholder’s equity (deficit)	$	5,935		$	6,638		$	189		$	(6,234	)	$	6,528
		As of February 2, 2014
		Debt Issuer			Guarantor			Non-Guarantor			Eliminations			Total HDS
					Subsidiaries			Subsidiaries
	ASSETS
	Current assets:
	Cash and cash equivalents	$	53		$	17		$	41		$	—		$	111
	Receivables, net	2			984			60			—			1,046
	Inventories	—			1,024			48			—			1,072
	Deferred tax asset	—			58			1			(52		)	7
	Other current assets	15			26			22			—			63
	Total current assets	70			2,109			172			(52		)	2,299
	Property and equipment, net	60			341			4			—			405
	Goodwill	—			3,132			5			—			3,137
	Intangible assets, net	—			335			3			—			338
	Deferred tax asset	40			—			5			(40		)	5
	Investment in subsidiaries	3,452			—			—			(3,452		)	—
	Intercompany notes receivable	2,192			605			—			(2,797		)	—
	Other assets	128			6			2			—			136
	Total assets	$	5,942		$	6,528		$	191		$	(6,341	)	$	6,320
	LIABILITIES AND STOCKHOLDER’S EQUITY (DEFICIT)
	Current liabilities:
	Accounts payable	$	11		$	618		$	35		$	—		$	664
	Accrued compensation and benefits	45			98			6			—			149
	Current installments of long-term debt	10			—			—			—			10
	Deferred tax liabilities	50			—			—			(50		)	—
	Other current liabilities	148			103			19			—			270
Total current liabilities	264			819			60			(50		)	1,093
Long-term debt, excluding current installments	5,534			—			—			—			5,534
Deferred tax liabilities	—			156			—			(42		)	114
Intercompany notes payable	605			2,192			—			(2,797		)	—
Other liabilities	307			34			6			—			347
Total liabilities	6,710			3,201			66			(2,889		)	7,088
Stockholder’s equity (deficit)	(768		)	3,327			125			(3,452		)	(768		)
Total liabilities and stockholder’s equity (deficit)	$	5,942		$	6,528		$	191		$	(6,341	)	$	6,320
Condensed Consolidating Cash Flow Statements	'
	CONDENSED CONSOLIDATING CASH FLOW STATEMENTS
		Three Months Ended May 4, 2014
		Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
					Subsidiaries			Guarantor
								Subsidiaries
	Net cash flows from operating activities	$	(74	)	$	(57	)	$	12		$	—		$	(119	)
	Cash flows from investing activities
	Capital expenditures	(5		)	(23		)	—			—			(28		)
	Proceeds from (payments of) intercompany notes	—			80			—			(80		)	—
	Net cash flows from investing activities	(5		)	57			—			(80		)	(28		)
	Cash flows from financing activities
	Borrowings (repayments) of intercompany notes	(80		)	—			—			80			—
	Borrowings of long-term debt	20			—			—			—			20
	Repayments of long-term debt	(22		)	—			—			—			(22		)
	Borrowings on long-term revolver	275			—			—			—			275
	Repayments of long-term revolver	(85		)	—			—			—			(85		)
	Debt issuance and modification fees	(3		)	—			—			—			(3		)
	Other financing activities	(1		)										(1		)
	Net cash flows from financing activities	104			—			—			80			184
	Effect of exchange rates on cash	—			—			1			—			1
	Net increase (decrease) in cash & cash equivalents	$	25		$	—		$	13		$	—		$	38
	Cash and cash equivalents at beginning of period	53			17			41			—			111
	Cash and cash equivalents at end of period	$	78		$	17		$	54		$	—		$	149
		Three Months Ended May 5, 2013
		Debt Issuer			Guarantor			Non-			Eliminations			Total HDS
					Subsidiaries			Guarantor
								Subsidiaries
	Net cash flows from operating activities	$	(488	)	$	(77	)	$	8		$	—		$	(557	)
	Cash flows from investing activities
	Capital expenditures	(7		)	(24		)	(1		)	—			(32		)
	Proceeds from sale of property and equipment	—			1			—			—			1
	Proceeds from sale of investments	936			—			—			—			936
	Proceeds from (payments of) intercompany notes	—			100			—			(100		)	—
	Net cash flows from investing activities	929			77			(1		)	(100		)	905
	Cash flows from financing activities
	Borrowings (repayments) of intercompany notes	(100		)	—			—			100			—
	Borrowings of long-term debt	79			—			—			—			79
	Repayments of long-term debt	(638		)	—			—			—			(638		)
	Borrowings on long-term revolver	348			—			—			—			348
	Repayments of long-term revolver	(158		)	—			—			—			(158		)
	Debt issuance and modification fees	(32		)	—			—			—			(32		)
	Net cash flows from financing activities	(501		)	—			—			100			(401		)
	Effect of exchange rates on cash	—			—			—			—			—
	Net increase (decrease) in cash & cash equivalents	$	(60	)	$	—		$	7		$	—		$	(53	)
	Cash and cash equivalents at beginning of period	91			15			35			—			141
	Cash and cash equivalents at end of period	$	31		$	15		$	42		$	—		$	88

NATURE_OF_BUSINESS_AND_BASIS_O2

NATURE OF BUSINESS AND BASIS OF PRESENTATION (Details) (USD $)

0 Months Ended

3 Months Ended

12 Months Ended

0 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

In Millions, except Share data, unless otherwise specified

Jul. 02, 2013

Jun. 12, 2013

4-May-14

5-May-13

Feb. 02, 2014

Feb. 01, 2015

4-May-14

Feb. 02, 2014

Aug. 01, 2013

1-May-14

Mar. 28, 2014

Jul. 02, 2013

Jun. 26, 2013

4-May-14

4-May-14

4-May-14

4-May-14

Jul. 02, 2013

Aug. 04, 2013

customer

Expected

HDS

HDS

HDS

Common stock

Common stock

Common stock

Common stock

Minimum

Maximum

U.S.

Canada

Equity Sponsors

Equity Sponsors

segment

January 2013 Senior Subordinated Notes

item

location

location

item

product

location

Nature of Business and Accounting Policy disclosures

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of distinct market sectors in which entity specializes

'

'

3

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of operating locations

'

'

650

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of states or provinces

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

48

6

'

'

Number of associates

'

'

'

'

'

'

'

'

'

'

'

'

'

15,000

'

'

'

'

'

Number of customer

'

'

500,000

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of SKUs offered

'

'

'

'

'

'

'

'

'

'

'

'

'

1,000,000

'

'

'

'

'

Reportable segment

'

'

4

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Number of shares sold to public under initial public offering

61,000,000

'

'

'

'

'

'

'

'

'

30,000,000

61,170,212

53,191,489

'

'

'

'

'

'

Common stock, par value (in dollars per share)

'

'

$0.01

'

$0.01

'

$0.01

$0.01

'

'

$0.01

'

'

'

'

'

'

'

'

Number of additional shares sold to public in connection with the exercise of the underwriters' over-allotment option

'

'

'

'

'

'

'

'

'

'

'

'

7,978,723

'

'

'

'

'

'

Number of shares the underwriters were granted an option to purchase

'

'

'

'

'

'

'

'

'

4,500,000

'

'

'

'

'

'

'

'

'

Period within which underwriters had option to purchase additional shares of common stock from Selling Stockholders

'

'

'

'

'

'

'

'

'

'30 days

'

'

'

'

'

'

'

'

'

Price per share (in dollars per share)

'

'

'

'

'

'

'

'

'

$26

'

$18

$18

'

'

'

'

'

'

Stock offering expenses

'

'

'

'

'

'

'

'

'

$1

'

$16

'

'

'

'

'

'

'

Aggregate proceeds from initial public offering and exercise of underwriters' over-allotment option

'

'

'

'

'

'

'

'

'

'

'

1,039

'

'

'

'

'

'

'

Net proceeds from the initial public offering used to pay related fees and expenses

'

'

'

1

'

'

'

'

'

'

'

'

'

'

'

'

'

'

5

Net proceeds from the initial public offering used to redeem outstanding debt

'

'

'

'

'

'

'

'

950

'

'

'

'

'

'

'

'

'

'

Senior Subordinated Notes, interest rate (as a percent)

'

'

'

'

'

'

'

'

10.50%

'

'

'

'

'

'

'

'

'

'

Debt redemption premium

'

'

'

'

'

'

'

'

29

'

'

'

'

'

'

'

'

'

'

Accrued interest on debt redeemed

'

'

'

'

'

'

'

'

29

'

'

'

'

'

'

'

'

'

'

Net proceeds from the initial public offering used to pay aggregate fee to terminate the consulting agreements

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

18

'

Reverse stock split ratio

'

0.5

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Preferred shares issued

'

'

0

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Preferred shares outstanding

'

'

0

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

'

Length of fiscal year (in days)

'

'

'

'

'

'

'

'

'

'

'

'

'

'364 days

'371 days

'

'

'

'

Length of current fiscal year (in days)

'

'

'91 days

'91 days

'364 days

'364 days

'

'

'

'

'

'

'

'

'

'

'

'

'

Self-insurance reserves

'

'

$93

'

$93

'

'

'

'

'

'

'

'

'

'

'

'

'

'

DISCONTINUED_OPERATIONS_Detail

DISCONTINUED OPERATIONS (Details) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	4-May-14	Aug. 04, 2014	Aug. 04, 2014
		Litemor	Litemor	Litemor
			Expected	Expected
			Minimum	Maximum
Discontinued operations disclosures	'	'	'	'
Sale of issued and outstanding equity interests, pre-tax gain/(loss)	($14)	$14	$5	$10

DISCONTINUED_OPERATIONS_Detail1

DISCONTINUED OPERATIONS (Details 2) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13	4-May-14	Feb. 02, 2014
			Litemor	Litemor
DISCONTINUED OPERATIONS	'	'	'	'
Net sales	$17	$20	'	'
Loss on disposal of discontinued operations	-14	'	14	'
Income (loss) before provision for income taxes	-14	-1	'	'
Provision for income taxes	3	'	'	'
Income (loss) from discontinued operations, net of tax	-11	-1	'	'
Assets and liabilities of disposal group	'	'	'	'
Receivables	'	'	5	11
Inventory	'	'	'	8
Other current assets	'	'	1	1
Property & equipment, net	'	'	1	1
Accounts payable	'	'	2	6
Accrued compensation & benefits	'	'	'	1
Other accrued expenses	'	'	$2	$2

RELATED_PARTIES_Details

RELATED PARTIES (Details) (USD $)	3 Months Ended		0 Months Ended	3 Months Ended			1 Months Ended		0 Months Ended
	5-May-13	Jul. 02, 2013	Jul. 02, 2013	Aug. 04, 2013	Jul. 02, 2013	4-May-14	Aug. 30, 2007	Aug. 30, 2007	Feb. 08, 2013
		Home Depot	Equity Sponsors	Equity Sponsors	Equity Sponsors	Equity Sponsors	Equity Sponsors	HDS Investment Holding Incorporated	HDS
		Maximum			Minimum	Other Indebtedness	Annual management fee 2007-2017	Home Depot	2007 Senior Subordinated Notes due 2015
Related Party transaction disclosures	'	'	'	'	'	'	'	'	'
Payments to Home Depot	'	'	'	'	'	'	'	$8,200,000,000	'
Percentage of common stock ownership of Holdings	'	10.00%	'	'	50.00%	'	'	12.50%	'
Sponsor management fee	1,000,000	'	'	5,000,000	'	'	5,000,000	'	'
Aggregate fee paid to terminate the consulting agreements	'	'	18,000,000	'	'	'	'	'	'
Notes owned by affiliates of the Equity Sponsors beneficially, outstanding principal	'	'	'	'	'	26,000,000	'	'	'
Debt redeemed	'	'	'	'	'	'	'	'	$889,000,000
Redemption price as a percentage of principal amount of debt	'	'	'	'	'	'	'	'	103.38%
Notes owned by affiliates of the Equity sponsors beneficially, holding percentage	'	'	'	'	'	'	'	'	39.00%

DEBT_Details

DEBT (Details) (USD $)	4-May-14	Feb. 02, 2014
In Millions, unless otherwise specified
Components of long-term debt	'	'
Less current installments	($10)	($10)
Long-term debt, excluding current installments	5,722	5,534
HDS	'	'
Components of long-term debt	'	'
Long Term Debt	5,732	5,544
Less current installments	-10	-10
Long-term debt, excluding current installments	5,722	5,534
HDS | First Priority Notes due 2019	'	'
Components of long-term debt	'	'
Long Term Debt	1,267	1,268
Long Term Debt, Interest Rate	8.13%	8.13%
Unamortized premium	17	18
HDS | Second Priority Notes due 2020	'	'
Components of long-term debt	'	'
Long Term Debt	675	675
Long Term Debt, Interest Rate	11.00%	11.00%
HDS | October 2012 Senior Unsecured Notes due 2020	'	'
Components of long-term debt	'	'
Long Term Debt	1,000	1,000
Long Term Debt, Interest Rate	11.50%	11.50%
HDS | February 2013 Senior Unsecured Notes due 2020	'	'
Components of long-term debt	'	'
Long Term Debt	1,275	1,275
Long Term Debt, Interest Rate	7.50%	7.50%
HDS | Senior ABL Facility due 2018	'	'
Components of long-term debt	'	'
Long Term Debt	550	360
Long Term Debt, Interest Rate	1.65%	1.66%
HDS | Term Loan due 2018	'	'
Components of long-term debt	'	'
Long Term Debt	965	966
Long Term Debt, Interest Rate	4.00%	4.50%
Unamortized discount	$18	$19

DEBT_Details_2

DEBT (Details 2) (Term Loan Facility, USD $)	3 Months Ended	0 Months Ended				0 Months Ended		12 Months Ended	0 Months Ended
In Millions, unless otherwise specified	4-May-14	Feb. 06, 2014	Feb. 15, 2013	4-May-14	Feb. 06, 2014	Feb. 06, 2014	Feb. 15, 2013	Feb. 02, 2014	Feb. 06, 2014
		HDS	HDS	HDS	HDS	HDS	HDS	HDS	HDS
					Equity sponsors and affiliates	LIBOR	LIBOR	LIBOR	Base
Subsequent event - debt redemption	'	'	'	'	'	'	'	'	'
Percentage added to reference rate prior to amendment	'	'	'	'	'	3.25%	'	'	2.25%
Reference rate prior to amendment	'	'	'	'	'	'LIBOR	'	'	'base rate
Percentage added to reference rate	'	'	'	'	'	3.00%	3.25%	'	2.00%
Reference rate	'	'	'	'	'	'LIBOR	'LIBOR	'	'base rate
Interest rate floor	'	'	'	'	'	1.00%	1.25%	1.25%	'
Premium as a percentage of aggregate of the principal amount being prepaid if on or prior to August 6, 2014 subsidiary enters certain repricing transactions	'	1.00%	'	'	'	'	'	'	'
Withhold amount from repayments of debt otherwise required to be made with the proceeds of asset sales	'	$150	'	'	'	'	'	'	'
Financing fees	1	1	30	'	'	'	'	'	'
Loss on extinguishment of debt	'	1	5	'	'	'	'	'	'
Charges related to modification of debt	'	1	1	'	'	'	'	'	'
Principal amount of debt prior to amendment	'	'	'	'	37	'	'	'	'
Principal amount of debt	'	'	'	$1,000	$30	'	'	'	'

DEBT_Details_3

DEBT (Details 3) (HDS, USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14
Term Loan Facility	'
Senior Credit Facilities disclosures	'
Note issued, amount	$1,000
Amortization of debt, aggregate annual amounts as a percentage of original principal amount	1.00%
Senior ABL Facility	'
Senior Credit Facilities disclosures	'
Line of credit facility, maximum borrowing capacity	1,500
Line of credit facility, available for borrowing	813
Letter of credit facility outstanding	56
Line of credit facility, available for borrowing on qualifying cash balances	$77

DEBT_Details_4

DEBT (Details 4) (First Priority Notes due 2019, HDS)	4-May-14	Feb. 02, 2014	4-May-14	4-May-14	4-May-14	4-May-14	4-May-14
			2015	2016	2017	2018 and thereafter	Prior to April 15, 2015
Components of long-term debt	'	'	'	'	'	'	'
Note issued, interest rate	8.13%	8.13%	'	'	'	'	'
Optional prepayment price percentage	'	'	106.09%	104.06%	102.03%	100.00%	100.00%
Percentage limit on amount that can be redeemed	'	'	'	'	'	'	35.00%
Prepayment percentage price as a percent of the principal, with proceeds from certain equity offerings	'	'	'	'	'	'	108.13%
Threshold percentage for debt that must remain after each redemption	'	'	'	'	'	'	50.00%

DEBT_Details_5

DEBT (Details 5) (HDS)

4-May-14

Feb. 02, 2014

4-May-14

4-May-14

4-May-14

4-May-14

4-May-14

4-May-14

Feb. 02, 2014

4-May-14

4-May-14

4-May-14

4-May-14

Second Priority Notes due 2020

Second Priority Notes due 2020

Second Priority Notes due 2020

Second Priority Notes due 2020

Second Priority Notes due 2020

Second Priority Notes due 2020

Second Priority Notes due 2020

First Priority Notes due 2019

First Priority Notes due 2019

First Priority Notes due 2019

First Priority Notes due 2019

First Priority Notes due 2019

First Priority Notes due 2019

Prior to April 15, 2016

2016

2017

2018 and thereafter

Prior to April 15, 2015

2016

2017

2018 and thereafter

Prior to April 15, 2015

Components of long-term debt

'

'

'

'

'

'

'

'

'

'

'

'

'

Note issued, interest rate

11.00%

11.00%

'

'

'

'

'

8.13%

8.13%

'

'

'

'

Optional prepayment price percentage

'

'

100.00%

105.50%

102.75%

100.00%

'

'

'

104.06%

102.03%

100.00%

100.00%

Percentage limit on amount that can be redeemed

'

'

'

'

'

'

35.00%

'

'

'

'

'

35.00%

Prepayment percentage price as a percent of the principal, with proceeds from certain equity offerings

'

'

'

'

'

'

111.00%

'

'

'

'

'

108.13%

Threshold percentage for debt that must remain after each redemption

50.00%

'

'

'

'

'

'

'

'

'

'

'

50.00%

Collateral pledged, percentage outstanding capital of any foreign subsidiary

'

'

'

'

'

'

'

65.00%

'

'

'

'

'

DEBT_Details_6

DEBT (Details 6) (11.5% Senior Unsecured Notes due 2020, HDS)	4-May-14	Feb. 02, 2014	4-May-14	4-May-14	4-May-14	4-May-14	4-May-14
			Prior to October 15, 2016	2016	2017	2018 and thereafter	Prior to October15, 2015
Components of long-term debt	'	'	'	'	'	'	'
Note issued, interest rate	11.50%	11.50%	'	'	'	'	'
Optional prepayment price percentage	'	'	100.00%	105.75%	102.88%	100.00%	'
Percentage limit on amount that can be redeemed	'	'	'	'	'	'	35.00%
Prepayment percentage price as a percent of the principal, with proceeds from certain equity offerings	'	'	'	'	'	'	111.50%
Threshold percentage for debt that must remain after each redemption	50.00%	'	'	'	'	'	'

DEBT_Details_7

DEBT (Details 7) (7.5% Senior Unsecured Notes due 2020, HDS)	4-May-14	Feb. 02, 2014	4-May-14	4-May-14	4-May-14	4-May-14	4-May-14
			Prior to October 15, 2016	2016	2017	2018 and thereafter	Prior to October15, 2015
Components of long-term debt	'	'	'	'	'	'	'
Note issued, interest rate	7.50%	7.50%	'	'	'	'	'
Optional prepayment price percentage	'	'	100.00%	103.75%	101.88%	100.00%	'
Percentage limit on amount that can be redeemed	'	'	'	'	'	'	35.00%
Prepayment percentage price as a percent of the principal, with proceeds from certain equity offerings	'	'	'	'	'	'	107.50%
Threshold percentage for debt that must remain after each redemption	50.00%	'	'	'	'	'	'

DEBT_Details_8

DEBT (Details 8) (USD $)	3 Months Ended	0 Months Ended					12 Months Ended	0 Months Ended
In Millions, unless otherwise specified	4-May-14	Feb. 08, 2013	Feb. 06, 2014	Feb. 15, 2013	Feb. 06, 2014	Feb. 15, 2013	Feb. 02, 2014	Feb. 15, 2013
	Senior Secured Term Loan Facility	HDS	HDS	HDS	HDS	HDS	HDS	HDS
		2007 Senior Subordinated Notes due 2015	Senior Secured Term Loan Facility	Senior Secured Term Loan Facility	Senior Secured Term Loan Facility	Senior Secured Term Loan Facility	Senior Secured Term Loan Facility	Senior Secured Term Loan Facility
					LIBOR	LIBOR	LIBOR	Prime
Debt	'	'	'	'	'	'	'	'
Decrease in the percentage added to reference rate	'	'	'	2.75%	'	'	'	'
Reference rate	'	'	'	'	'LIBOR	'LIBOR	'	'Prime
Interest rate floor	'	'	'	'	1.00%	1.25%	1.25%	'
Percentage added to reference rate	'	'	'	'	3.00%	3.25%	'	2.25%
Financing fees	$1	'	$1	$30	'	'	'	'
Unamortized deferred debt cost	'	'	'	27	'	'	'	'
Loss on extinguishment of debt	'	34	1	5	'	'	'	'
Fees related to extinguishment of debt	'	'	'	2	'	'	'	'
Write-off of unamortized original issue discount	'	'	'	2	'	'	'	'
Write-off of unamortized deferred debt cost	'	4	'	1	'	'	'	'
Charges related to modification of debt	'	'	1	1	'	'	'	'
Debt redeemed	'	889	'	'	'	'	'	'
Note issued, interest rate	'	13.50%	'	'	'	'	'	'
Optional prepayment price percentage	'	103.38%	'	'	'	'	'	'
Premium Payment for redeeming notes prior to maturity	'	$30	'	'	'	'	'	'

FAIR_VALUE_MEASUREMENTS_Detail

FAIR VALUE MEASUREMENTS (Details) (USD $)	4-May-14	Feb. 02, 2014
In Millions, unless otherwise specified
Fair value measurements	'	'
Recorded Amount	$5,733	$5,545
Estimated Fair Value	6,281	6,088
Senior ABL Facility	'	'
Fair value measurements	'	'
Recorded Amount	550	360
Estimated Fair Value	535	351
Term Loans and Notes	'	'
Fair value measurements	'	'
Recorded Amount	5,183	5,185
Estimated Fair Value	$5,746	$5,737

INCOME_TAXES_Details

INCOME TAXES (Details) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13	Feb. 02, 2014
INCOME TAXES	'	'	'
Combined federal, state and foreign tax provision for continuing operations	$1	$43	'
Unrecognized tax benefits	191	'	192
Unrecognized tax benefits, decrease resulting from state audit settlements	1	'	'
Unrecognized tax benefits, net interest	1	'	'
Unrecognized tax benefits, net accrual for interest and penalties	28	'	27
Deferred tax assets, valuation allowance	$1,002	'	'

EARNINGS_LOSS_PER_COMMON_SHARE2

EARNINGS (LOSS) PER COMMON SHARE (Details) (USD $)	0 Months Ended	3 Months Ended
In Millions, except Share data, unless otherwise specified	Jul. 02, 2013	4-May-14	5-May-13
EARNINGS (LOSS) PER COMMON SHARE	'	'	'
Income (loss) from continuing operations	'	($1)	($130)
Income (loss) from discontinued operations, net of tax	'	-11	-1
Net Income (Loss)	'	($12)	($131)
Weighted average common shares outstanding (in thousands)	'	'	'
Basic & Diluted (in shares)	'	192,859,000	130,578,000
Basic and diluted earnings (loss) per share:	'	'	'
Income (loss) from continuing operations (in dollars per share)	'	($0.01)	($1)
Income (loss) from discontinued operations (in dollars per share)	'	($0.06)	($0.01)
Net income (loss) (in dollars per share)	'	($0.06)	($1)
Number of shares sold to public under initial public offering	61,000,000	'	'
Stock options	'	'	'
Anti-dilutive securities	'	'	'
Anti-dilutive securities	'	12,901,000	14,718,000
Restricted stock & restricted stock units	'	'	'
Anti-dilutive securities	'	'	'
Anti-dilutive securities	'	1,747,000	'

SUPPLEMENTAL_BALANCE_SHEET_AND2

SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION (Details) (USD $)	4-May-14	Feb. 02, 2014
In Millions, unless otherwise specified
Receivables	'	'
Trade receivables, net of allowance for doubtful accounts	$1,075	$947
Vendor rebate receivables	61	85
Other receivables	16	14
Total receivables, net	1,152	1,046
Allowance for doubtful accounts	$17	$18

SUPPLEMENTAL_BALANCE_SHEET_AND3

SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION (Details 2) (USD $)	4-May-14	Feb. 02, 2014
In Millions, unless otherwise specified
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION	'	'
Accrued interest	$21	$118
Accrued non-income taxes	38	32
Other	116	120
Total other current liabilities	$175	$270

SUPPLEMENTAL_BALANCE_SHEET_AND4

SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION (Details 3) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13
SUPPLEMENTAL BALANCE SHEET AND CASH FLOW INFORMATION	'	'
Cash paid for interest	$206	$260
Original issue discount and PIK interest paid	1	364
Extinguishment of Debt	'	889
Cash paid for income taxes, net of refunds	1	2
Term Loan Facility	'	'
Supplemental Cash Flow Information	'	'
Financing fees	$1	'

BRANCH_CLOSURE_AND_CONSOLIDATI1

BRANCH CLOSURE AND CONSOLIDATION ACTIVITIES (Details) (USD $)	3 Months Ended			12 Months Ended	3 Months Ended
In Millions, unless otherwise specified	4-May-14	Aug. 04, 2014	4-May-14	Feb. 02, 2014	4-May-14	4-May-14	Feb. 02, 2014
		Expected	Power Solutions	Power Solutions	Construction & Industrial - White Cap	Workforce reduction	Workforce reduction
					item	item	Power Solutions
							item
Branch closure and consolidation activities	'	'	'	'	'	'	'
Reduced workforce personnel	'	'	'	'	'	10	150
Restructuring charge	$3	$2	$3	$12	'	'	'
Branches consolidated	'	'	'	'	6	'	'
Number of branches	'	'	'	'	3	'	'

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details) (USD $)	3 Months Ended				24 Months Ended
In Millions, unless otherwise specified	4-May-14	Jan. 31, 2013	31-May-12	Jun. 20, 2012	Jan. 30, 2011
				Waterworks	Home Depot
				item	IRS
Commitments and contingencies	'	'	'	'	'
Cash refunds received	'	'	'	'	$354
Cash refunds challenged by IRS	'	131	299	'	'
Reduction in amount of cash refunds the IRS is challenging	'	168	'	'	'
Income tax examination, interest expense	22	'	'	'	'
Contingent increase in deferred tax asset before valuation allowance	63	'	'	'	'
Estimated aggregate potential loss, minimum	0	'	'	'	'
Estimated aggregate potential loss, maximum	$15	'	'	'	'
Number of branches where the government executed search warrants	'	'	'	2	'

SEGMENT_INFORMATION_Details

SEGMENT INFORMATION (Details) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13
	segment
Segment information	'	'
Number of reportable segments	4	'
Net Sales	$2,161	$2,048
Adjusted EBITDA	190	165
Depreciation & Software Amortization	29	26
Other Intangible Amortization	34	34
Canada	'	'
Segment information	'	'
Number of provinces	6	'
Corporate & Other	'	'
Segment information	'	'
Net Sales	201	192
Adjusted EBITDA	'	-5
Depreciation & Software Amortization	10	8
Other Intangible Amortization	3	3
Facilities Maintenance	'	'
Segment information	'	'
Net Sales	604	561
Adjusted EBITDA	109	100
Depreciation & Software Amortization	12	11
Other Intangible Amortization	20	20
Waterworks	'	'
Segment information	'	'
Net Sales	551	523
Adjusted EBITDA	41	38
Depreciation & Software Amortization	2	2
Other Intangible Amortization	1	1
Power Solutions	'	'
Segment information	'	'
Net Sales	461	462
Adjusted EBITDA	18	18
Depreciation & Software Amortization	1	1
Other Intangible Amortization	5	5
Construction & Industrial - White Cap	'	'
Segment information	'	'
Net Sales	344	310
Adjusted EBITDA	22	14
Depreciation & Software Amortization	4	4
Other Intangible Amortization	$5	$5

SEGMENT_INFORMATION_Details_2

SEGMENT INFORMATION (Details 2) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13	Aug. 04, 2013
			Equity Sponsors
Reconciliation to Consolidated Financial Statements	'	'	'
Total Adjusted EBITDA	$190	$165	'
Depreciation and amortization	63	60	'
Stock-based compensation	5	3	'
Restructuring	3	'	'
Management fee & related expenses paid to Equity Sponsors	'	1	'
Operating Income	119	101	'
Interest expense, net	116	147	'
Loss on extinguishment & modification of debt	2	41	'
Other (income) expense, net	1	'	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	'	-87	'
Provision for income taxes	1	43	'
Income (Loss) from Continuing Operations	-1	-130	'
Less Income (loss) from discontinued operations, net of tax	-11	-1	'
Net Income (Loss)	-12	-131	'
Payment of annual aggregate management fee and related expenses	'	$1	$5

SUBSIDIARY_GUARANTORS_Details

SUBSIDIARY GUARANTORS (Details) (Debt Issuer)	3 Months Ended
	4-May-14
Debt Issuer	'
Subsidiary Guarantors	'
Period of notice to the applicable trustee to cause subsidiary guarantor to be released from subsidiary guarantee	'30 days

SUBSIDIARY_GUARANTORS_Details_

SUBSIDIARY GUARANTORS (Details 2) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13
Condensed consolidating statements of operations and comprehensive income (loss)	'	'
Net Sales	$2,161	$2,048
Cost of sales	1,530	1,455
Gross Profit	631	593
Operating expenses:	'	'
Selling, general and administrative	447	433
Depreciation and amortization	62	59
Restructuring	3	'
Total operating expenses	512	492
Operating Income	119	101
Interest expense	116	147
Loss on extinguishment & modification of debt	2	41
Other (income) expense, net	1	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	'	-87
Provision (benefit) for income taxes	1	43
Income (Loss) from Continuing Operations	-1	-130
Income (loss) from discontinued operations, net of tax	-11	-1
Net Income (Loss)	-12	-131
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	-11	-132
Eliminations	'	'
Operating expenses:	'	'
Interest expense	-61	-75
Interest (income)	61	75
Net (earnings) loss of equity affiliates	89	69
Income (Loss) from Continuing Operations Before Provision for Income Taxes	-89	-69
Income (Loss) from Continuing Operations	-89	-69
Net Income (Loss)	-89	-69
Other comprehensive income (loss) - foreign currency translation adjustment	-1	1
Total Comprehensive Income (Loss)	-90	-68
Debt Issuer | Reportable legal entity	'	'
Operating expenses:	'	'
Selling, general and administrative	16	19
Depreciation and amortization	5	4
Total operating expenses	21	23
Operating Income	-21	-23
Interest expense	117	147
Interest (income)	-60	-74
Net (earnings) loss of equity affiliates	-89	-69
Loss on extinguishment & modification of debt	2	41
Other (income) expense, net	1	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	8	-68
Provision (benefit) for income taxes	20	63
Income (Loss) from Continuing Operations	-12	-131
Net Income (Loss)	-12	-131
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	-11	-132
Guarantor Subsidiaries | Reportable legal entity	'	'
Condensed consolidating statements of operations and comprehensive income (loss)	'	'
Net Sales	2,073	1,966
Cost of sales	1,464	1,396
Gross Profit	609	570
Operating expenses:	'	'
Selling, general and administrative	416	398
Depreciation and amortization	57	55
Restructuring	2	'
Total operating expenses	475	453
Operating Income	134	117
Interest expense	60	75
Interest (income)	-1	-1
Income (Loss) from Continuing Operations Before Provision for Income Taxes	75	43
Provision (benefit) for income taxes	-19	-21
Income (Loss) from Continuing Operations	94	64
Net Income (Loss)	94	64
Total Comprehensive Income (Loss)	94	64
Non-Guarantor Subsidiaries | Reportable legal entity	'	'
Condensed consolidating statements of operations and comprehensive income (loss)	'	'
Net Sales	88	82
Cost of sales	66	59
Gross Profit	22	23
Operating expenses:	'	'
Selling, general and administrative	15	16
Restructuring	1	'
Total operating expenses	16	16
Operating Income	6	7
Income (Loss) from Continuing Operations Before Provision for Income Taxes	6	7
Provision (benefit) for income taxes	'	1
Income (Loss) from Continuing Operations	6	6
Income (loss) from discontinued operations, net of tax	-11	-1
Net Income (Loss)	-5	5
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	-4	4
Total HDS	'	'
Condensed consolidating statements of operations and comprehensive income (loss)	'	'
Net Sales	2,161	2,048
Cost of sales	1,530	1,455
Gross Profit	631	593
Operating expenses:	'	'
Selling, general and administrative	447	433
Depreciation and amortization	62	59
Restructuring	3	'
Total operating expenses	512	492
Operating Income	119	101
Interest expense	116	147
Loss on extinguishment & modification of debt	2	41
Other (income) expense, net	1	'
Income (Loss) from Continuing Operations Before Provision for Income Taxes	'	-87
Provision (benefit) for income taxes	1	43
Income (Loss) from Continuing Operations	-1	-130
Income (loss) from discontinued operations, net of tax	-11	-1
Net Income (Loss)	-12	-131
Other comprehensive income (loss) - foreign currency translation adjustment	1	-1
Total Comprehensive Income (Loss)	($11)	($132)

SUBSIDIARY_GUARANTORS_Details_1

SUBSIDIARY GUARANTORS (Details 3) (USD $)	4-May-14	Feb. 02, 2014	5-May-13	Feb. 03, 2013
In Millions, unless otherwise specified
Current assets:	'	'	'	'
Cash and cash equivalents	$173	$115	$88	$141
Receivables, net	1,152	1,046	'	'
Inventories	1,181	1,072	'	'
Deferred tax asset	8	7	'	'
Other current assets	58	63	'	'
Total current assets	2,572	2,303	'	'
Property and equipment, net	402	405	'	'
Goodwill	3,137	3,137	'	'
Intangible assets, net	304	338	'	'
Total assets	6,552	6,324	'	'
Current liabilities:	'	'	'	'
Accounts payable	841	664	'	'
Accrued compensation and benefits	100	149	'	'
Current installments of long-term debt	10	10	'	'
Other current liabilities	175	270	'	'
Total current liabilities	1,126	1,093	'	'
Long-term debt, excluding current installments	5,722	5,534	'	'
Deferred tax liabilities	115	114	'	'
Other liabilities	339	347	'	'
Total liabilities	7,302	7,088	'	'
Stockholder's equity (deficit)	-750	-764	'	'
Total liabilities and stockholders' equity (deficit)	6,552	6,324	'	'
Eliminations	'	'	'	'
Current assets:	'	'	'	'
Deferred tax asset	-51	-52	'	'
Intercompany receivable	-1	'	'	'
Total current assets	-52	-52	'	'
Deferred tax asset	-40	-40	'	'
Investment in subsidiaries	-3,425	-3,452	'	'
Intercompany notes receivable	-2,717	-2,797	'	'
Total assets	-6,234	-6,341	'	'
Current liabilities:	'	'	'	'
Deferred tax liabilities	-51	-50	'	'
Intercompany payable	-1	'	'	'
Total current liabilities	-52	-50	'	'
Deferred tax liabilities	-40	-42	'	'
Intercompany notes payable	-2,717	-2,797	'	'
Total liabilities	-2,809	-2,889	'	'
Stockholder's equity (deficit)	-3,425	-3,452	'	'
Total liabilities and stockholders' equity (deficit)	-6,234	-6,341	'	'
Debt Issuer | Reportable legal entity	'	'	'	'
Current assets:	'	'	'	'
Cash and cash equivalents	78	53	31	91
Receivables, net	2	2	'	'
Other current assets	14	15	'	'
Total current assets	94	70	'	'
Property and equipment, net	59	60	'	'
Deferred tax asset	40	40	'	'
Investment in subsidiaries	3,425	3,452	'	'
Intercompany notes receivable	2,192	2,192	'	'
Other assets	125	128	'	'
Total assets	5,935	5,942	'	'
Current liabilities:	'	'	'	'
Accounts payable	12	11	'	'
Accrued compensation and benefits	42	45	'	'
Current installments of long-term debt	10	10	'	'
Deferred tax liabilities	51	50	'	'
Other current liabilities	50	148	'	'
Total current liabilities	165	264	'	'
Long-term debt, excluding current installments	5,722	5,534	'	'
Intercompany notes payable	525	605	'	'
Other liabilities	297	307	'	'
Total liabilities	6,709	6,710	'	'
Stockholder's equity (deficit)	-774	-768	'	'
Total liabilities and stockholders' equity (deficit)	5,935	5,942	'	'
Guarantor Subsidiaries | Reportable legal entity	'	'	'	'
Current assets:	'	'	'	'
Cash and cash equivalents	17	17	15	15
Receivables, net	1,096	984	'	'
Inventories	1,130	1,024	'	'
Deferred tax asset	58	58	'	'
Intercompany receivable	1	'	'	'
Other current assets	33	26	'	'
Total current assets	2,335	2,109	'	'
Property and equipment, net	340	341	'	'
Goodwill	3,132	3,132	'	'
Intangible assets, net	301	335	'	'
Intercompany notes receivable	525	605	'	'
Other assets	5	6	'	'
Total assets	6,638	6,528	'	'
Current liabilities:	'	'	'	'
Accounts payable	792	618	'	'
Accrued compensation and benefits	56	98	'	'
Other current liabilities	106	103	'	'
Total current liabilities	954	819	'	'
Deferred tax liabilities	155	156	'	'
Intercompany notes payable	2,192	2,192	'	'
Other liabilities	35	34	'	'
Total liabilities	3,336	3,201	'	'
Stockholder's equity (deficit)	3,302	3,327	'	'
Total liabilities and stockholders' equity (deficit)	6,638	6,528	'	'
Non-Guarantor Subsidiaries | Reportable legal entity	'	'	'	'
Current assets:	'	'	'	'
Cash and cash equivalents	54	41	42	35
Receivables, net	54	60	'	'
Inventories	51	48	'	'
Deferred tax asset	1	1	'	'
Other current assets	11	22	'	'
Total current assets	171	172	'	'
Property and equipment, net	3	4	'	'
Goodwill	5	5	'	'
Intangible assets, net	3	3	'	'
Deferred tax asset	5	5	'	'
Other assets	2	2	'	'
Total assets	189	191	'	'
Current liabilities:	'	'	'	'
Accounts payable	37	35	'	'
Accrued compensation and benefits	2	6	'	'
Intercompany payable	1	'	'	'
Other current liabilities	19	19	'	'
Total current liabilities	59	60	'	'
Other liabilities	7	6	'	'
Total liabilities	66	66	'	'
Stockholder's equity (deficit)	123	125	'	'
Total liabilities and stockholders' equity (deficit)	189	191	'	'
Total HDS	'	'	'	'
Current assets:	'	'	'	'
Cash and cash equivalents	149	111	88	141
Receivables, net	1,152	1,046	'	'
Inventories	1,181	1,072	'	'
Deferred tax asset	8	7	'	'
Other current assets	58	63	'	'
Total current assets	2,548	2,299	'	'
Property and equipment, net	402	405	'	'
Goodwill	3,137	3,137	'	'
Intangible assets, net	304	338	'	'
Deferred tax asset	5	5	'	'
Other assets	132	136	'	'
Total assets	6,528	6,320	'	'
Current liabilities:	'	'	'	'
Accounts payable	841	664	'	'
Accrued compensation and benefits	100	149	'	'
Current installments of long-term debt	10	10	'	'
Other current liabilities	175	270	'	'
Total current liabilities	1,126	1,093	'	'
Long-term debt, excluding current installments	5,722	5,534	'	'
Deferred tax liabilities	115	114	'	'
Other liabilities	339	347	'	'
Total liabilities	7,302	7,088	'	'
Stockholder's equity (deficit)	-774	-768	'	'
Total liabilities and stockholders' equity (deficit)	$6,528	$6,320	'	'

SUBSIDIARY_GUARANTORS_Details_2

SUBSIDIARY GUARANTORS (Details 4) (USD $)	3 Months Ended
In Millions, unless otherwise specified	4-May-14	5-May-13
Condensed consolidating cash flow statements	'	'
Net cash flows from operating activities	($119)	($557)
Cash flows from investing activities	'	'
Capital expenditures	-28	-32
Proceeds from sale of property and equipment	'	1
Proceeds from sale of investments	'	936
Net cash provided by (used in) investing activities	-28	905
Cash flows from financing activities	'	'
Borrowings of long-term debt	20	79
Repayments of long-term debt	-22	-638
Borrowings on long-term revolver	275	348
Repayments of long-term revolver	-85	-158
Debt issuance and modification fees	-3	-32
Other financing activities	-1	'
Net cash provided by (used in) financing activities	204	-401
Effect of exchange rates on cash	1	'
Increase (decrease) in cash and cash equivalents	58	-53
Cash and cash equivalents at beginning of period	115	141
Cash and cash equivalents at end of period	173	88
Eliminations	'	'
Cash flows from investing activities	'	'
Proceeds from (payments of) intercompany notes	-80	-100
Net cash provided by (used in) investing activities	-80	-100
Cash flows from financing activities	'	'
Borrowings (repayments) of intercompany notes	80	100
Net cash provided by (used in) financing activities	80	100
Debt Issuer | Reportable legal entity	'	'
Condensed consolidating cash flow statements	'	'
Net cash flows from operating activities	-74	-488
Cash flows from investing activities	'	'
Capital expenditures	-5	-7
Proceeds from sale of investments	'	936
Net cash provided by (used in) investing activities	-5	929
Cash flows from financing activities	'	'
Borrowings (repayments) of intercompany notes	-80	-100
Borrowings of long-term debt	20	79
Repayments of long-term debt	-22	-638
Borrowings on long-term revolver	275	348
Repayments of long-term revolver	-85	-158
Debt issuance and modification fees	-3	-32
Other financing activities	-1	'
Net cash provided by (used in) financing activities	104	-501
Increase (decrease) in cash and cash equivalents	25	-60
Cash and cash equivalents at beginning of period	53	91
Cash and cash equivalents at end of period	78	31
Guarantor Subsidiaries | Reportable legal entity	'	'
Condensed consolidating cash flow statements	'	'
Net cash flows from operating activities	-57	-77
Cash flows from investing activities	'	'
Capital expenditures	-23	-24
Proceeds from sale of property and equipment	'	1
Proceeds from (payments of) intercompany notes	80	100
Net cash provided by (used in) investing activities	57	77
Cash flows from financing activities	'	'
Cash and cash equivalents at beginning of period	17	15
Cash and cash equivalents at end of period	17	15
Non-Guarantor Subsidiaries | Reportable legal entity	'	'
Condensed consolidating cash flow statements	'	'
Net cash flows from operating activities	12	8
Cash flows from investing activities	'	'
Capital expenditures	'	-1
Net cash provided by (used in) investing activities	'	-1
Cash flows from financing activities	'	'
Effect of exchange rates on cash	1	'
Increase (decrease) in cash and cash equivalents	13	7
Cash and cash equivalents at beginning of period	41	35
Cash and cash equivalents at end of period	54	42
Total HDS	'	'
Condensed consolidating cash flow statements	'	'
Net cash flows from operating activities	-119	-557
Cash flows from investing activities	'	'
Capital expenditures	-28	-32
Proceeds from sale of property and equipment	'	1
Proceeds from sale of investments	'	936
Net cash provided by (used in) investing activities	-28	905
Cash flows from financing activities	'	'
Borrowings of long-term debt	20	79
Repayments of long-term debt	-22	-638
Borrowings on long-term revolver	275	348
Repayments of long-term revolver	-85	-158
Debt issuance and modification fees	-3	-32
Other financing activities	-1	'
Net cash provided by (used in) financing activities	184	-401
Effect of exchange rates on cash	1	'
Increase (decrease) in cash and cash equivalents	38	-53
Cash and cash equivalents at beginning of period	111	141
Cash and cash equivalents at end of period	$149	$88

SUBSEQUENT_EVENT_Details

SUBSEQUENT EVENT (Details) (USD $)	0 Months Ended					0 Months Ended
	Jul. 02, 2013	Mar. 28, 2014	Jul. 02, 2013	Jun. 26, 2013	1-May-14	Jun. 04, 2014	7-May-14	Jun. 04, 2014
		Common stock	Common stock	Common stock	Common stock	Subsequent Event	Subsequent Event	Subsequent Event
						Common stock	Common stock	Equity Sponsors
								Common stock
Subsequent Event	'	'	'	'	'	'	'	'
Price per share (in dollars per share)	'	'	$18	$18	$26	$26	$26	'
Number of shares sold	61,000,000	30,000,000	61,170,212	53,191,489	'	4,500,000	30,000,000	'
Percentage of common stock ownership	'	'	'	'	'	'	'	41.00%