Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jul. 30, 2022 shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Jul. 30, 2022 |
Document Fiscal Year Focus | 2022 |
Document Fiscal Period Focus | Q2 |
Trading Symbol | BURL |
Entity Registrant Name | BURLINGTON STORES, INC. |
Entity Central Index Key | 0001579298 |
Current Fiscal Year End Date | --01-28 |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Common Stock, Shares Outstanding | 65,546,467 |
Entity Current Reporting Status | Yes |
Entity Shell Company | false |
Entity File Number | 001-36107 |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 80-0895227 |
Entity Address, Address Line One | 2006 Route 130 North |
Entity Address, City or Town | Burlington |
Entity Address, State or Province | NJ |
Entity Address, Postal Zip Code | 08016 |
City Area Code | 609 |
Local Phone Number | 387-7800 |
Entity Interactive Data Current | Yes |
Title of 12(b) Security | Common stock |
Security Exchange Name | NYSE |
Document Quarterly Report | true |
Document Transition Report | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
REVENUES: | ||||
Net sales | $ 1,983,889 | $ 2,212,812 | $ 3,909,532 | $ 4,403,479 |
Type of Revenue [Extensible List] | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember |
Other revenue | $ 4,052 | $ 3,099 | $ 8,101 | $ 5,728 |
Total revenue | 1,987,941 | 2,215,911 | 3,917,633 | 4,409,207 |
COSTS AND EXPENSES: | ||||
Cost of sales | 1,211,268 | 1,279,685 | 2,348,214 | 2,521,873 |
Selling, general and administrative expenses | 685,504 | 702,291 | 1,365,831 | 1,367,119 |
Costs related to debt issuances and amendments | 3,331 | 3,331 | ||
Depreciation and amortization | 67,970 | 62,814 | 134,274 | 118,424 |
Impairment charges - long-lived assets | 4,415 | 970 | 6,958 | 1,747 |
Other income - net | (12,608) | (5,841) | (16,005) | (7,214) |
Loss on extinguishment of debt | 31,395 | 14,657 | 31,395 | |
Interest expense | 15,435 | 17,502 | 30,041 | 37,101 |
Total costs and expenses | 1,971,984 | 2,092,147 | 3,883,970 | 4,073,776 |
Income before income tax expense | 15,957 | 123,764 | 33,663 | 335,431 |
Income tax expense | 3,991 | 21,210 | 5,524 | 61,847 |
Net income | $ 11,966 | $ 102,554 | $ 28,139 | $ 273,584 |
Net income per common share - basic | $ 0.18 | $ 1.54 | $ 0.43 | $ 4.11 |
Net income per common share - diluted | $ 0.18 | $ 1.50 | $ 0.42 | $ 4.01 |
Weighted average number of common stock - basic | 65,803 | 66,636 | 66,042 | 66,516 |
Weighted average number of common stock - diluted | 65,962 | 68,448 | 66,304 | 68,240 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 11,966 | $ 102,554 | $ 28,139 | $ 273,584 |
Interest rate derivative contracts: | ||||
Net unrealized (loss) gain arising during the period | (6,769) | (5,083) | 13,291 | (4,258) |
Net reclassification into earnings during the period | 2,079 | 2,519 | 4,921 | 4,678 |
Other comprehensive (loss) income, net of tax | (4,690) | (2,564) | 18,212 | 420 |
Total comprehensive income | $ 7,276 | $ 99,990 | $ 46,351 | $ 274,004 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Current assets: | |||
Cash and cash equivalents | $ 454,985 | $ 1,091,091 | $ 1,344,318 |
Restricted cash and cash equivalents | 6,582 | 6,582 | 6,582 |
Accounts receivable—net | 70,858 | 54,089 | 78,761 |
Merchandise inventories | 1,266,696 | 1,021,009 | 828,152 |
Assets held for disposal | 1,933 | 4,358 | 2,500 |
Prepaid and other current assets | 135,049 | 370,515 | 403,602 |
Total current assets | 1,936,103 | 2,547,644 | 2,663,915 |
Property and equipment—net | 1,609,302 | 1,552,237 | 1,467,399 |
Operating lease assets | 2,831,932 | 2,638,473 | 2,506,985 |
Tradenames | 238,000 | 238,000 | 238,000 |
Goodwill | 47,064 | 47,064 | 47,064 |
Deferred tax assets | 3,689 | 3,959 | 4,197 |
Other assets | 67,271 | 62,136 | 64,941 |
Total assets | 6,733,361 | 7,089,513 | 6,992,501 |
Current liabilities: | |||
Accounts payable | 800,742 | 1,080,802 | 979,973 |
Current operating lease liabilities | 375,294 | 358,793 | 326,282 |
Other current liabilities | 418,427 | 493,695 | 483,134 |
Current maturities of long term debt | 14,587 | 14,357 | 14,095 |
Total current liabilities | 1,609,050 | 1,947,647 | 1,803,484 |
Long term debt | 1,472,197 | 1,541,102 | 1,774,312 |
Long term operating lease liabilities | 2,724,053 | 2,539,420 | 2,429,315 |
Other liabilities | 69,563 | 80,904 | 105,737 |
Deferred tax liabilities | 224,621 | 220,023 | 203,958 |
Commitments and contingencies (Note 11) | |||
Stockholders’ equity: | |||
Preferred stock, $0.0001 par value: authorized: 50,000,000 shares; no shares issued and outstanding | |||
Common stock, $0.0001 par value: Authorized: 500,000,000 shares; Issued: 81,907,528 shares, 81,677,315 shares and 81,041,969 shares, respectively; Outstanding: 65,546,467 shares, 66,491,555 shares and 66,724,476 shares, respectively | 7 | 7 | 7 |
Additional paid-in-capital | 1,967,383 | 1,927,554 | 1,742,874 |
Accumulated earnings | 442,432 | 414,292 | 279,037 |
Accumulated other comprehensive income (loss) | 13,771 | (4,441) | (22,595) |
Treasury stock, at cost | (1,789,716) | (1,576,995) | (1,323,628) |
Total stockholders' equity | 633,877 | 760,417 | 675,695 |
Total liabilities and stockholders' equity | $ 6,733,361 | $ 7,089,513 | $ 6,992,501 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Statement of Financial Position [Abstract] | |||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred Stock, Authorized | 50,000,000 | 50,000,000 | 50,000,000 |
Preferred Stock, Issued | 0 | 0 | 0 |
Preferred Stock, Outstanding | 0 | 0 | 0 |
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common Stock, Authorized | 500,000,000 | 500,000,000 | 500,000,000 |
Common Stock, Shares Issued | 81,907,528 | 81,677,315 | 81,041,969 |
Common Stock, Shares Outstanding | 65,546,467 | 66,491,555 | 66,724,476 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 | Jan. 29, 2022 | ||
OPERATING ACTIVITIES | |||||||
Net income | $ 28,139 | $ 273,584 | |||||
Adjustments to reconcile net income to net cash (used in) provided by operating activities | |||||||
Depreciation and amortization | $ 67,970 | $ 62,814 | 134,274 | 118,424 | |||
Impairment charges—long-lived assets | 4,415 | 970 | 6,958 | 1,747 | |||
Amortization of deferred financing costs | 1,835 | 3,100 | |||||
Accretion of long term debt instruments | 476 | 411 | |||||
Deferred income taxes | (1,804) | 42,434 | |||||
Loss on extinguishment of debt | 31,395 | 14,657 | 31,395 | ||||
Non-cash stock compensation expense | [1] | 17,173 | 23,180 | 33,878 | 36,059 | ||
Non-cash lease expense | (343) | (6,968) | |||||
Cash received from landlord allowances | 9,116 | 19,995 | |||||
Changes in assets and liabilities: | |||||||
Accounts receivable | (16,908) | (15,631) | |||||
Merchandise inventories | (245,687) | (87,364) | |||||
Prepaid and other current assets | 235,468 | (89,449) | |||||
Accounts payable | (283,861) | 116,346 | |||||
Other current liabilities | (71,405) | (25,875) | |||||
Other long term assets and long term liabilities | (287) | 1,087 | |||||
Other operating activities | 2,632 | 7,575 | |||||
Net cash (used in) provided by operating activities | (152,862) | 426,870 | |||||
INVESTING ACTIVITIES | |||||||
Cash paid for property and equipment | (208,776) | (147,187) | |||||
Lease acquisition costs | (943) | (436) | |||||
Proceeds from sale of property and equipment and assets held for sale | 23,324 | 5,988 | |||||
Net cash (used in) investing activities | (186,395) | (141,635) | |||||
FINANCING ACTIVITIES | |||||||
Proceeds from long term debt-Term B-6 Loans | 956,608 | ||||||
Principal payment on long term debt-Convertible Note | (78,236) | ||||||
Principal payments on long term debt-Secured Note | (323,866) | ||||||
Purchase of treasury shares | (212,721) | (13,261) | |||||
Proceeds from stock option exercises | 5,952 | 28,900 | |||||
Other financing activities | (7,037) | (8,159) | |||||
Net cash (used in) financing activities | (296,849) | (321,193) | |||||
(Decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents | (636,106) | (35,958) | |||||
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period | 1,097,673 | $ 1,350,900 | 1,386,858 | $ 1,386,858 | |||
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period | $ 461,567 | $ 1,350,900 | 461,567 | $ 1,097,673 | 1,350,900 | $ 1,097,673 | |
Supplemental disclosure of cash flow information: | |||||||
Interest paid | 23,082 | 32,719 | |||||
Income tax (refund) payments - net | (236,496) | 100,269 | |||||
Non-cash investing and financing activities: | |||||||
Accrued purchases of property and equipment | 63,132 | 43,207 | |||||
Senior Secured Term B-6 Loans | |||||||
FINANCING ACTIVITIES | |||||||
Principal payments on long term debt | $ (4,807) | ||||||
Senior Secured Term B-5 Loans | |||||||
FINANCING ACTIVITIES | |||||||
Principal payments on long term debt | $ (961,415) | ||||||
[1] The amounts presented in the table above exclude taxes. For the three and six month periods ended July 30, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.0 million and $ 6.2 million, respectively. For the three and six month periods ended July 31, 2021 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.7 million and $ 6.1 million, respectively . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation As of July 30, 2022, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), operated 877 retail stores. These unaudited Condensed Consolidated Financial Statements include the accounts of Burlington Stores, Inc. and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Condensed Consolidated Financial Statements are unaudited, but in the opinion of management reflect all adjustments (which are of a normal and recurring nature) necessary for the fair presentation of the results of operations for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 29, 2022 (Fiscal 2021 10-K). The balance sheet at January 29, 2022 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2021 10-K. Because the Company’s business is seasonal in nature, the operating results for the three and six month periods ended July 30, 2022 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1, “Summary of Significant Accounting Policies,” included in Part II, Item 8 of the Fiscal 2021 10-K. Fiscal Year The Company defines its fiscal year as the 52- or 53-week period ending on the Saturday closest to January 31. The current fiscal year ending January 28, 2023 (Fiscal 2022) and the prior fiscal year ended January 29, 2022 (Fiscal 2021) both consist of 52 weeks. Recently Adopted Accounting Standards There were no new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements and notes thereto during the three and six month periods ended July 30, 2022, and there were no new accounting standards or pronouncements that were issued but not yet effective as of July 30, 2022 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective. |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jul. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders’ Equity | 2. Stockholders’ Equity Activity for the three and six month periods ended July 30, 2022 and July 31, 2021 in the Company’s stockholders’ equity is summarized below: (in thousands, except share data) Common Stock Additional Accumulated Accumulated Treasury Stock Shares Amount Capital Earnings (Loss) Income Shares Amount Total Balance at January 29, 2022 81,677,315 $ 7 $ 1,927,554 $ 414,292 $ ( 4,441 ) ( 15,185,760 ) $ ( 1,576,995 ) $ 760,417 Net income — — — 16,174 — — — 16,174 Stock options exercised 41,673 — 4,721 — — — — 4,721 Shares used for tax withholding — — — — — ( 30,090 ) ( 5,673 ) ( 5,673 ) Shares purchased as part of publicly announced program — — — — — ( 512,905 ) ( 99,090 ) ( 99,090 ) Vesting of restricted shares, net of forfeitures of 199 restricted shares 81,832 — — — — — — — Stock based compensation — — 16,705 — — — — 16,705 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 7.4 million — — — — 20,060 — — 20,060 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 1.1 million — — — — 2,842 — — 2,842 Balance at April 30, 2022 81,800,820 7 1,948,980 430,466 18,461 ( 15,728,755 ) ( 1,681,758 ) 716,156 Net income — — — 11,966 — — — 11,966 Stock options exercised 23,088 — 1,230 — — — — 1,230 Shares used for tax withholding — — — — — ( 34,028 ) ( 6,923 ) ( 6,923 ) Shares purchased as part of publicly announced program — — — — — ( 598,278 ) ( 101,035 ) ( 101,035 ) Vesting of restricted shares 83,620 — — — — — — — Stock based compensation — — 17,173 — — — — 17,173 Unrealized losses on interest rate derivative contracts, net of related taxes of $ 2.6 million — — — — ( 6,769 ) — — ( 6,769 ) Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.8 million — — — — 2,079 — — 2,079 Balance at July 30, 2022 81,907,528 $ 7 $ 1,967,383 $ 442,432 $ 13,771 ( 16,361,061 ) $ ( 1,789,716 ) $ 633,877 (in thousands, except share data) Common Stock Additional Accumulated (Deficit) Accumulated Treasury Stock Shares Amount Capital Earnings Loss Shares Amount Total Balance at January 30, 2021 80,661,453 $ 7 $ 1,809,831 $ ( 11,702 ) $ ( 23,015 ) ( 14,275,122 ) $ ( 1,310,367 ) $ 464,754 Net income — — — 171,030 — — — 171,030 Stock options exercised 181,683 — 16,089 — — — — 16,089 Shares used for tax withholding — — — — — ( 41,768 ) ( 13,083 ) ( 13,083 ) Vesting of restricted shares, net of forfeitures of 883 restricted shares 53,914 — — — — — — — Stock based compensation — — 12,879 — — — — 12,879 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 0.3 million — — — — 825 — — 825 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.8 million — — — — 2,159 — — 2,159 Adoption of ASU 2020-06 — — ( 131,916 ) 17,155 — — — ( 114,761 ) Balance at May 1, 2021 80,897,050 7 1,706,883 176,483 ( 20,031 ) ( 14,316,890 ) ( 1,323,450 ) 539,892 Net income — — — 102,554 — — — 102,554 Stock options exercised 139,274 — 12,811 — — — — 12,811 Shares used for tax withholding — — — — — ( 603 ) ( 178 ) ( 178 ) Vesting of restricted shares, net of forfeitures of 1,101 restricted shares 5,645 — — — — — — — Stock based compensation — — 23,180 — — — — 23,180 Unrealized losses on interest rate derivative contracts, net of related taxes of $ 1.9 million — — — — ( 5,083 ) — — ( 5,083 ) Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.9 million — — — — 2,519 — — 2,519 Balance at July 31, 2021 81,041,969 $ 7 $ 1,742,874 $ 279,037 $ ( 22,595 ) ( 14,317,493 ) $ ( 1,323,628 ) $ 675,695 |
Lease Commitments
Lease Commitments | 6 Months Ended |
Jul. 30, 2022 | |
Leases [Abstract] | |
Lease Commitments | 3. Lease Commitments The Company’s leases primarily consist of stores, distribution facilities and office space under operating and finance leases that will expire principally during the next 30 years . The leases typically include renewal options at five year intervals and escalation clauses. Lease renewals are only included in the lease liability to the extent that they are reasonably assured of being exercised. The Company’s leases typically provide for contingent rentals based on a percentage of gross sales. Contingent rentals are not included in the lease liability, and they are recognized as variable lease cost when incurred. The following is a schedule of the Company’s future lease payments: (in thousands) Fiscal Year Operating Finance 2022 (remainder) $ 249,797 $ 3,762 2023 525,787 7,589 2024 493,263 7,417 2025 459,812 5,287 2026 422,883 5,324 2027 384,701 3,780 Thereafter 1,202,589 24,234 Total future minimum lease payments 3,738,832 57,393 Amount representing interest ( 639,485 ) ( 15,764 ) Total lease liabilities 3,099,347 41,629 Less: current portion of lease liabilities ( 375,294 ) ( 4,973 ) Total long term lease liabilities $ 2,724,053 $ 36,656 Weighted average discount rate 4.8 % 6.6 % Weighted average remaining lease term (years) 8.2 10.9 The above schedule excludes approximately $ 569.3 million for 102 stores that the Company has committed to open or relocate but has not yet taken possession of the space. The discount rates used in valuing the Company’s leases are not readily determinable, and are based on the Company’s incremental borrowing rate on a fully collateralized basis. The following is a schedule of net lease costs for the periods indicated: (in thousands) Three Months Ended Six Months Ended July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Finance lease cost: Amortization of finance lease asset (a) $ 1,140 $ 1,132 $ 2,281 $ 2,274 Interest on lease liabilities (b) 697 790 1,419 1,598 Operating lease cost (c) 128,646 115,771 254,334 226,930 Variable lease cost (c) 51,578 46,165 100,549 92,912 Total lease cost 182,061 163,858 358,583 323,714 Less all rental income (d) ( 1,140 ) ( 1,354 ) ( 2,688 ) ( 2,629 ) Total net rent expense (e) $ 180,921 $ 162,504 $ 355,895 $ 321,085 (a) Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of Income. (b) Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of Income. (c) Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (d) Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of Income. (e) Excludes an immaterial amount of short-term lease cost. Supplemental cash flow disclosures related to leases are as follows: (in thousands) Six Months Ended July 30, 2022 July 31, 2021 Cash paid for amounts included in the measurement of lease liabilities: Cash payments arising from operating lease liabilities (a) $ 255,235 $ 242,905 Cash payments for the principal portion of finance lease liabilities (b) $ 2,316 $ 1,908 Cash payments for the interest portion of finance lease liabilities (a) $ 1,419 $ 1,598 Supplemental non-cash information: Operating lease liabilities arising from obtaining right-of-use assets $ 392,612 $ 203,396 (a) Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. (b) Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. |
Long Term Debt
Long Term Debt | 6 Months Ended |
Jul. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long Term Debt | 4. Long Term Debt Long term debt consists of: (in thousands) July 30, January 29, July 31, 2022 2022 2021 Senior secured term loan facility (Term B-6 Loans), LIBOR (with a floor of 0.00 %) plus 2.00 %, matures on June 24, 2028 $ 946,345 $ 950,676 $ 955,005 Convertible senior notes, 2.25 %, matures on April 15, 2025 507,687 572,322 805,000 ABL senior secured revolving facility, LIBOR plus spread based on average outstanding balance, matures on December 22, 2026 — — — Finance lease obligations 41,629 43,945 46,110 Unamortized deferred financing costs ( 8,877 ) ( 11,484 ) ( 17,708 ) Total debt 1,486,784 1,555,459 1,788,407 Less: current maturities ( 14,587 ) ( 14,357 ) ( 14,095 ) Long term debt, net of current maturities $ 1,472,197 $ 1,541,102 $ 1,774,312 Term Loan Facility On June 24, 2021, BCFWC entered into Amendment No. 9 (the Ninth Amendment) to the credit agreement, dated February 24, 2011, among BCFWC the guarantors signatory thereto, and JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent, the lenders party thereto, J.P. Morgan Securities LLC and Goldman Sachs Lending Partners LLC, as joint bookrunners, and J.P. Morgan Securities LLC, Goldman Sachs Lending Partners LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as joint arrangers (as amended from time to time, the Term Loan Credit Agreement) governing the senior secured term loan facility (the Term Loan Facility). The Ninth Amendment, among other things, extended the maturity date from November 17, 2024 to June 24, 2028 , and changed the interest rate margins applicable to the Term Loan Facility from 0.75 % to 1.00 %, in the case of prime rate loans, and from 1.75 % to 2.00 %, in the case of LIBOR loans, with a 0.00 % LIBOR floor. This amendment also requires quarterly principal payments of $ 2.4 million. In connection with the execution of the Ninth Amendment, the Company incurred fees of $ 3.3 million, primarily related to legal and placement fees, which were recorded in the line item “Costs related to debt issuances and amendments” in the Company’s Condensed Consolidated Statement of Income. Additionally, the Company recognized a loss on the extinguishment of debt of $ 1.2 million, representing the write-off of unamortized deferred financing costs and original issue discount, which was recorded in the line item “Loss on extinguishment of debt” in the Company’s Condensed Consolidated Statement of Income. The Term Loan Facility is collateralized by a first lien on the Company's favorable leases, real estate and property & equipment and a second lien on the Company's inventory and receivables. Interest rates for the Term Loan Facility are based on: (i) for LIBOR rate loans for any interest period, at a rate per annum equal to the greater of (x) the LIBOR rate, as determined by the Term Loan Facility Administrative Agent, for such interest period multiplied by the Statutory Reserve Rate (as defined in the Term Loan Credit Agreement), and (y) 0.00 % (the Term Loan Adjusted LIBOR Rate), plus an applicable margin; and (ii) for prime rate loans, a rate per annum equal to the highest of (a) the variable annual rate of interest then announced by JPMorgan Chase Bank, N.A. at its head office as its “prime rate,” (b) the federal reserve bank of New York rate in effect on such date plus 0.50 % per annum, and (c) the Term Loan Adjusted LIBOR Rate for the applicable class of term loans for one-month plus 1.00 %, plus, in each case, an applicable margin. At July 30, 2022 and July 31, 2021 , the interest rate related to the Term Loan Facility was 4.4 % and 2.1 %, respectively. Convertible Notes On April 16, 2020, the Company issued $ 805.0 million of its 2.25 % Convertible Senior Notes due 2025 (Convertible Notes). The Convertible Notes are general unsecured obligations of the Company. The Convertible Notes bear interest at a rate of 2.25 % per year, payable semi-annually in cash, in arrears, on April 15 and October 15 of each year, beginning on October 15, 2020 . The Convertible Notes will mature on April 15, 2025 , unless earlier converted, redeemed or repurchased. During the second half of Fiscal 2021, the Company entered into separate, privately negotiated exchange agreements with certain holders of the Convertible Notes. Under the terms of the exchange agreements, the holders exchanged $ 232.7 million in aggregate principal amount of Convertible Notes held by them for a combination of an aggregate of $ 199.8 million in cash and 513,991 shares of the Company's common stock. These exchanges resulted in aggregate pre-tax debt extinguishment charges of $ 124.6 million in Fiscal 2021. During the first quarter of Fiscal 2022, the Company entered into separate, privately negotiated exchange agreements with certain holders of the Convertible Notes. Under the terms of the exchange agreements, the holders exchanged $ 64.6 million in aggregate principal amount of Convertible Notes held by them for $ 78.2 million in cash. These exchanges resulted in aggregate pre-tax debt extinguishment charges of $ 14.7 million. Prior to the close of business on the business day immediately preceding January 15, 2025, the Convertible Notes will be convertible at the option of the holders only upon the occurrence of certain events and during certain periods. Thereafter, the Convertible Notes will be convertible at the option of the holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The Convertible Notes have an initial conversion rate of 4.5418 shares per $ 1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $ 220.18 per share of the Company’s common stock), subject to adjustment if certain events occur. The initial conversion price represents a conversion premium of approximately 32.50 % over $ 166.17 per share, the last reported sale price of the Company’s common stock on April 13, 2020 (the pricing date of the offering) on the New York Stock Exchange. During the first quarter of Fiscal 2021, the Company made an irrevocable settlement election for any conversions of the Convertible Notes. Upon conversion, the Company will pay cash for the principal amount. For any excess above principal, the Company will deliver shares of its common stock. The Company may not redeem the Convertible Notes prior to April 15, 2023. On or after April 15, 2023, the Company will be able to redeem for cash all or any portion of the Convertible Notes, at its option, if the last reported sale price of the Company’s common stock is equal to or greater than 130 % of the conversion price for a specified period of time, at a redemption price equal to 100 % of the principal aggregate amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Holders of the Convertible Notes may require the Company to repurchase their Convertible Notes upon the occurrence of certain events that constitute a fundamental change under the indenture governing the Convertible Notes at a purchase price equal to 100 % of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of repurchase. In connection with certain corporate events or if the Company issues a notice of redemption, it will, under certain circumstances, increase the conversion rate for holders who elect to convert their Convertible Notes in connection with such corporate event or during the relevant redemption period for such Convertible Notes. The effective interest rate is 2.8 %. The Convertible Notes consist of the following components as of the dates indicated: (in thousands) July 30, January 29, July 31, 2022 2022 2021 Principal $ 507,687 $ 572,322 $ 805,000 Unamortized deferred debt costs ( 7,291 ) ( 9,761 ) ( 15,846 ) Net carrying amount $ 500,396 $ 562,561 $ 789,154 Interest expense related to the Convertible Notes consists of the following as of the periods indicated: (in thousands) Three Months Ended Six Months Ended July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Coupon interest $ 2,854 $ 4,510 $ 5,857 $ 9,021 Amortization of deferred debt costs 643 1,007 1,418 2,007 Convertible Notes interest expense $ 3,497 $ 5,517 $ 7,275 $ 11,028 Secured Notes On April 16, 2020, BCFWC issued $ 300.0 million of 6.25 % Senior Secured Notes due 2025 (Secured Notes). The Secured Notes were senior, secured obligations of BCFWC, and interest was payable semiannually in cash, in arrears, at a rate of 6.25 % per annum on April 15 and October 15 of each year, beginning on October 15, 2020 . The Secured Notes were guaranteed on a senior secured basis by Burlington Coat Factory Holdings, LLC, Burlington Coat Factory Investments Holdings, Inc. and BCFWC’s subsidiaries that guarantee the loans under the Term Loan Facility. On June 11, 2021, BCFWC redeemed the full $ 300.0 million aggregate principal amount of the Secured Notes. The redemption price of the Secured Notes was $ 323.7 million, plus accrued and unpaid interest to, but not including, the date of redemption. This redemption resulted in a pre-tax debt extinguishment charge of $ 30.2 million in the third quarter of Fiscal 2021. ABL Line of Credit On July 20, 2022, BCFWC entered into a Fourth Amendment to Second Amended and Restated Credit Agreement (the “Amendment”). The Amendment increased the aggregate principal amount of the commitments of its current asset-based lending facility (the ABL Line of Credit) from $ 650.0 million to $ 900.0 million and replaced the LIBOR-based interest rate benchmark provisions with interest rate benchmark provisions based on a term secured overnight financing rate (SOFR) or a daily SOFR rate (in the case of daily SOFR, available for borrowings up to $ 100 million, or up to the full amount of the commitments if the term SOFR rate is not available) . At July 30, 2022 , the Company had $ 842.5 million available under the ABL Line of Credit. There were no borrowings under the ABL Line of Credit during the three and six month periods ended July 30, 2022. At July 31, 2021 , the Company had $ 533.6 million available under the ABL Line of Credit. There were no borrowings under the ABL Line of Credit during the three and six month periods ended July 31, 2021 . |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jul. 30, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | 5. Derivative Instruments and Hedging Activities The Company accounts for derivatives and hedging activities in accordance with ASC 815, “Derivatives and Hedging” (ASC 815). As required by ASC 815, the Company records all derivatives on the balance sheet at fair value and adjusts to market on a quarterly basis. In addition, to comply with the provisions of ASC 820, “Fair Value Measurements” (ASC 820), credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential nonperformance risk. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered any applicable credit enhancements such as collateral postings, thresholds, mutual puts, and guarantees. In accordance with ASC 820, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. There is no impact of netting, because the Company has only one derivative. The Company classifies its derivative valuations in Level 2 of the fair value hierarchy. On December 17, 2018, the Company entered into an interest rate swap, which hedged $ 450 million of the variable rate exposure under the Term Loan Facility at a rate of 2.72 %. On June 24, 2021, the Company terminated this previous interest rate swap, and entered into a new interest rate swap, which hedges $ 450 million of the variable rate exposure on the Term Loan Facility at a blended rate of 2.19 %, and is designated as a cash flow hedge. The amount of loss deferred for the previous interest rate swap was $ 26.9 million. The Company is amortizing this amount from accumulated other comprehensive loss into interest expense over the original life of the previous interest rate swap, which had an original maturity date of December 29, 2023 . The new interest rate swap had a liability fair value at inception of $ 26.9 million. The Company will accrete this amount into accumulated other comprehensive loss as a benefit to interest expense over the life of the new interest rate swap, which has a maturity date of June 24, 2028 . Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. As of July 30, 2022, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Notional Aggregate Principal Amount Interest Swap Rate Maturity Date Interest rate swap contract One $ 450.0 million 2.19 % June 24, 2028 Tabular Disclosure The table below presents the fair value of the Company’s derivative financial instruments on a gross basis as well as their classification on the Company’s Condensed Consolidated Balance Sheets: (in thousands) Fair Values of Derivative Instruments July 30, 2022 January 29, 2022 July 31, 2021 Derivatives Designated as Hedging Instruments Balance Fair Balance Fair Balance Fair Interest rate swap contracts Other assets $ 11,290 Other liabilities $ 10,968 Other liabilities $ 31,764 The following table presents the unrealized gains and losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative financial instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Interest Rate Derivatives: July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Unrealized (losses) gains, before taxes $ ( 9,345 ) $ ( 6,972 ) $ 18,146 $ ( 5,840 ) Income tax benefit (expense) 2,576 1,889 ( 4,855 ) 1,582 Unrealized (losses) gains, net of taxes $ ( 6,769 ) $ ( 5,083 ) $ 13,291 $ ( 4,258 ) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Component of Earnings: July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Interest expense $ 2,847 $ 3,459 $ 6,739 $ 6,423 Income tax benefit ( 768 ) ( 940 ) ( 1,818 ) ( 1,745 ) Net reclassification into earnings $ 2,079 $ 2,519 $ 4,921 $ 4,678 The Company estimates that approximately $ 2.4 million will be reclassified from accumulated other comprehensive income into interest expense during the next twelve months. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jul. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 6. Fair Value Measurements The Company accounts for fair value measurements in accordance with ASC 820, which defines fair value, establishes a framework for measurement and expands disclosure about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price), and classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices for identical assets or liabilities in active markets. Level 2: Quoted market 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 model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3: Pricing inputs that are unobservable for the assets and liabilities and include situations where there is little, if any, market activity for the assets and liabilities. The inputs into the determination of fair value require significant management judgment or estimation. The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. Refer to Note 5, “Derivative Instruments and Hedging Activities,” for further discussion regarding the fair value of the Company’s interest rate swap contract. Financial Assets The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of July 30, 2022, January 29, 2022 and July 31, 2021 are summarized below: (in thousands) Fair Value Measurements at July 30, January 29, July 31, 2022 2022 2021 Level 1 Cash equivalents (including restricted cash) $ 92,015 $ 701,638 $ 701,577 Long-lived assets are measured at fair value on a non-recurring basis for purposes of calculating impairment using the fair value hierarchy of ASC 820. The fair value of the Company’s long-lived assets is calculated using a discounted cash-flow model that used level 3 inputs. In calculating future cash flows, the Company makes estimates regarding future operating results and market rent rates, based on its experience and knowledge of market factors in which the retail location is located. Impairment charges on long-lived assets were $ 4.4 million during the second quarter of Fiscal 2022 , related to declines in revenue and operating results for two stores. Impairment charges on long-lived assets were $ 1.0 million during the second quarter of Fiscal 2021 , related to the expected sale of one owned store. Impairment charges on long-lived assets were $ 7.0 million during the first half of Fiscal 2022, related to declines in revenue and operating results for two stores, one owned store expected to be sold below net carrying value, and unrecoverable fixed assets at two relocating stores. Impairment charges on long-lived assets were $ 1.7 million during the first half of Fiscal 2021, related to the expected sale of one owned store, as well as declines in revenues and operating results for one store. During the first half of Fiscal 2022 and the first half of Fiscal 2021, the assets impaired had a remaining carrying value after impairments of $ 32.5 million and $ 6.1 million, respectively. Financial Liabilities The fair values of the Company’s financial liabilities are summarized below: (in thousands) July 30, 2022 January 29, 2022 July 31, 2021 Principal Fair Principal Fair Principal Fair Term B-6 Loans $ 951,801 $ 925,626 $ 956,608 $ 955,412 $ 961,415 $ 954,204 Convertible Notes 507,687 523,136 572,322 724,703 805,000 1,319,733 ABL Line of Credit (a) — — — — — — Total debt (b) $ 1,459,488 $ 1,448,762 $ 1,528,930 $ 1,680,115 $ 1,766,415 $ 2,273,937 (a) To the extent the Company has any outstanding borrowings under the ABL Line of Credit, the fair value would approximate its reported value, because the interest rate is variable and reflects current market rates, due to its short term nature. (b) The table above excludes finance lease obligations, debt discount and deferred debt costs. The fair values presented herein are based on pertinent information available to management as of the respective period end dates. The estimated fair values of the Company’s debt are classified as Level 2 in the fair value hierarchy, and are based on current market quotes received from inactive markets. |
Income Taxes
Income Taxes | 6 Months Ended |
Jul. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. Income Taxes Income tax expense was $ 4.0 million during the second quarter of Fiscal 2022 compared with $ 21.2 million during the second quarter of Fiscal 2021. The effective tax rate for the second quarter of Fiscal 2022 was 25.0 % compared with 17.1 % during the second quarter of Fiscal 2021. The decrease in income tax expense in the current year was primarily the result of lower pre-tax income. The lower tax rate in the prior year is primarily related to higher tax benefit from stock compensation. Net deferred taxes are as follows: (in thousands) July 30, January 29, July 31, 2022 2022 2021 Deferred tax asset $ 3,689 $ 3,959 $ 4,197 Deferred tax liability 224,621 220,023 203,958 Net deferred tax liability $ 220,932 $ 216,064 $ 199,761 Net deferred tax assets relate to Puerto Rico deferred balances that have a future net benefit for tax purposes. Net deferred tax liabilities primarily relate to intangible assets and depreciation expense where the Company has a future obligation for tax purposes. As of July 30, 2022 , the Company had a deferred tax asset related to net operating losses of $ 16.8 million, inclusive of $ 16.5 million related to state net operating losses that expire at various dates between 2023 and 2041 , as well as $ 0.3 million related to Puerto Rico net operating losses that will expire in 2025 . As of July 30, 2022 , the Company had a deferred tax asset related to tax credit carry-forwards of $ 7.6 million, inclusive of $ 6.9 million of state tax credit carry-forwards, which will begin to expire in 2023 , and $ 0.7 million of deferred tax assets recorded for Puerto Rico alternative minimum tax credits that have an indefinite life . As of July 30, 2022, January 29, 2022 and July 31, 2021 , valuation allowances amounted to $ 10.2 million, $ 12.9 million and $ 11.3 million, respectively, related to state and Puerto Rico net operating losses and state tax credit carry-forwards. The Company believes that it is more likely than not that this portion of state and Puerto Rico net operating losses and state tax credit carry-forwards will not be realized. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the CARES Act) was signed into law, which provided emergency economic assistance for American workers, families and businesses affected by the COVID-19 pandemic. As of July 30, 2022, the Company received its total tax refund from the carryback of federal net operating losses (NOLs) as a result of the CARES Act in the amount of $ 245.5 million. |
Capital Stock
Capital Stock | 6 Months Ended |
Jul. 30, 2022 | |
Capital Stock [Abstract] | |
Capital Stock | 8. Capital Stock Treasury Stock The Company accounts for treasury stock under the cost method. Shares Used to Satisfy Tax Withholding During the six month period ended July 30, 2022, the Company acquired 64,118 shares of common stock from employees for approximately $ 12.6 million to satisfy their minimum statutory tax withholdings related to the vesting of restricted stock and restricted stock unit awards, which was recorded in the line item “Treasury stock” on the Company’s Condensed Consolidated Balance Sheets, and the line item “Purchase of treasury shares” on the Company’s Condensed Consolidated Statements of Cash Flows. Share Repurchase Program On August 18, 2021, the Company’s board of directors authorized the repurchase of up to $ 400.0 million of common stock, which was authorized to be executed through August 2023 . This authorization was completed during the second quarter of Fiscal 2022. On February 16, 2022, the Company's Board of Directors authorized the repurchase of up to $ 500.0 million of common stock, which is authorized to be executed through February 2024 . These repurchase programs are funded using the Company’s available cash and borrowings under the ABL Line of Credit. During the six month period ended July 30, 2022, the Company repurchased 1,111,183 shares of common stock for $ 200.1 million under these repurchase programs, which was recorded in the line item “Treasury stock” on the Company’s Condensed Consolidated Balance Sheets, and the line item “Purchase of treasury shares” on the Company’s Condensed Consolidated Statements of Cash Flows. As of July 30, 2022, the Company had $ 449.9 million remaining under its share repurchase authorization. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Jul. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 9. Net Income Per Share Basic net income per share is calculated by dividing net income by the weighted-average number of common shares outstanding. Diluted net income per share is calculated by dividing net income by the weighted-average number of common shares and potentially dilutive securities outstanding during the period using the treasury stock method for the Company’s stock option, restricted stock and restricted stock unit awards, and the if-converted method for the Convertible Notes. The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Six Months Ended July 30, July 31, July 30, July 31, 2022 2021 2022 2021 Basic net income per share Net income $ 11,966 $ 102,554 $ 28,139 $ 273,584 Weighted average number of common shares – basic 65,803 66,636 66,042 66,516 Net income per common share – basic $ 0.18 $ 1.54 $ 0.43 $ 4.11 Diluted net income per share Net income $ 11,966 $ 102,554 $ 28,139 $ 273,584 Shares for basic and diluted net income per share: Weighted average number of common shares – basic 65,803 66,636 66,042 66,516 Assumed exercise of stock options and vesting of restricted stock 159 660 262 711 Assumed conversion of convertible debt — 1,152 — 1,013 Weighted average number of common shares – diluted 65,962 68,448 66,304 68,240 Net income per common share – diluted $ 0.18 $ 1.50 $ 0.42 $ 4.01 Approximately 1,340,000 and 950,000 shares of the Company’s stock-based compensation grants were excluded from diluted net income per share for the three and six month periods ended July 30, 2022, respectively, since their effect was anti-dilutive. Approximately 185,000 and 95,000 shares related to the Company’s stock-based compensation grants were excluded from diluted net income per share for the three and six month periods ended July 31, 2021, respectively, since their effect was anti-dilutive. During the three and six months ended July 30, 2022, respectively , shares of common stock issuable upon conversion of the Convertible Notes have been excluded from the computation of diluted earnings per share as the effect would be anti-dilutive, since the conversion price of $ 220.18 exceeded the average market price of the Company’s common stock during the periods. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jul. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 10. Stock-Based Compensation As of July 30, 2022 , there were 6,363,512 shares of common stock available for issuance under the Company’s 2022 Omnibus Incentive Plan. Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Six Months Ended July 30, July 31, July 30, July 31, Type of Non-Cash Stock Compensation 2022 2021 2022 2021 Restricted stock and restricted stock unit grants (a) $ 10,292 $ 7,684 $ 18,784 $ 13,940 Stock option grants (a) 5,293 4,682 10,292 9,076 Performance stock unit grants (a) 1,588 10,814 4,802 13,043 Total (b) $ 17,173 $ 23,180 $ 33,878 $ 36,059 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (b) The amounts presented in the table above exclude taxes. For the three and six month periods ended July 30, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.0 million and $ 6.2 million, respectively. For the three and six month periods ended July 31, 2021 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.7 million and $ 6.1 million, respectively . Stock Options Stock option transactions during the six month period ended July 30, 2022 are summarized as follows: Number of Weighted Options outstanding, January 29, 2022 1,097,558 $ 181.17 Options granted 283,601 210.33 Options exercised (a) ( 64,761 ) 91.90 Options forfeited ( 21,785 ) 221.63 Options outstanding, July 30, 2022 1,294,613 $ 191.34 (a) Options exercised during the six month period ended July 30, 2022 had a total intrinsic value of $ 6.4 million . The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of July 30, 2022: Options Weighted Weighted Aggregate Options vested and expected to vest 1,294,613 7.2 $ 191.34 $ 9.9 Options exercisable 660,396 5.7 $ 158.35 $ 9.9 The fair value of each stock option granted during the six month period ended July 30, 2022 was estimated using the Black Scholes option pricing model using the following assumptions: Six Months Ended July 30, 2022 Risk-free interest rate 1.13 % - 2.78 % Expected volatility 32 % - 34 % Expected life (years) 6.25 Contractual life (years) 10.0 Expected dividend yield 0 % Weighted average grant date fair value of options issued $ 78.77 The expected dividend yield was based on the Company’s expectation of not paying dividends in the near term. To evaluate its volatility factor, the Company uses the historical volatility of its stock price, as well as the historical volatility of the stock price of peer companies that are publicly traded over the expected life of the options. The risk free interest rate was based on the U.S. Treasury rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the awards being valued. For grants issued during the six month period ended July 30, 2022, the expected life of the options was calculated using the simplified method. The simplified method defines the life as the average of the contractual term of the options and the weighted average vesting period for all option tranches. This methodology was utilized due to the relatively short length of time the Company’s common stock has been publicly traded. Restricted Stock Prior to May 1, 2019, the Company granted shares of restricted stock. Grants made on and after May 1, 2019 are in the form of restricted stock units. Restricted stock transactions during the six month period ended July 30, 2022 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 29, 2022 368,158 $ 233.00 Awards granted 225,616 207.82 Awards vested (a) ( 105,747 ) 206.68 Awards forfeited ( 14,388 ) 227.01 Non-vested awards outstanding, July 30, 2022 473,639 227.06 (a) Restricted stock awards vested during the six month period ended July 30, 2022 had a total intrinsic value of $ 21.3 million . The fair value of each share of restricted stock granted during the six month period ended July 30, 2022 was based upon the closing price of the Company’s common stock on the grant date. Performance Stock Units The Company grants performance-based restricted stock units to its senior executives. Vesting of the performance stock units granted in Fiscal 2020 and Fiscal 2021 is based on continued service and the achievement of pre-established EBIT margin expansion and sales compounded annual growth rate (CAGR) goals (each weighted equally) over a three-year performance period. Vesting of the performance stock units granted in Fiscal 2022 will be based on continued service and the achievement of pre-established adjusted net income per share growth over a three-year performance period. Based on the Company’s achievement of these goals, each award may range from 50 % (at threshold performance) to no more than 200 % of the target award. In the event that actual performance is below threshold, no award will be made. Compensation costs recognized on the performance stock units are adjusted, as applicable, for performance above or below the target specified in the award. Performance stock unit transactions during the six month period ended July 30, 2022 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 29, 2022 186,436 $ 215.90 Awards granted (a) 102,047 206.36 Awards vested (a) (b) ( 81,440 ) 173.84 Awards forfeited ( 8,820 ) 224.73 Non-vested awards outstanding, July 30, 2022 198,223 227.87 (a) Inclusive of awards distributed in connection with the final settlement of the performance-based stock awards granted in Fiscal 2019. (b) Performance-based stock awards vested during the six month period ended July 30, 2022 had a total intrinsic value of $ 15.4 million. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Legal In the course of business, the Company is party to class or collective actions alleging violations of federal and state wage and hour and other labor statutes, representative claims under the California Private Attorneys’ General Act and various other lawsuits and regulatory proceedings from time to time including, among others, commercial, product, employee, customer, intellectual property, privacy and other claims. Actions against us are in various procedural stages. Many of these proceedings raise factual and legal issues and are subject to uncertainties. While no assurance can be given as to the ultimate outcome of these matters, the Company believes that the final resolution of these actions will not have a material adverse effect on the Company’s results of operations, financial position, liquidity or capital resources. Letters of Credit The Company had letters of credit arrangements with various banks in the aggregate amount of $ 57.5 million, $ 55.4 million and $ 65.3 million as of July 30, 2022, January 29, 2022 and July 31, 2021, respectively. Among these arrangements, as of July 30, 2022, January 29, 2022 and July 31, 2021 , the Company had letters of credit outstanding in the amount of $ 47.8 million, $ 48.4 million and $ 46.7 million, respectively, guaranteeing performance under various insurance contracts and utility agreements. In addition, the Company had outstanding letters of credit arrangements in the amounts of $ 9.7 million, $ 7.1 million and $ 18.6 million at July 30, 2022, January 29, 2022 and July 31, 2021 , respectively, related to certain merchandising agreements. Based on the terms of the agreement governing the ABL Line of Credit, the Company had the ability to enter into letters of credit up to $ 842.5 million, $ 594.6 million and $ 533.6 million as of July 30, 2022, January 29, 2022 and July 31, 2021, respectively. Purchase Commitments The Company had $ 1,059.3 million of purchase commitments related to goods that were not received as of July 30, 2022. Death Benefits In November 2005, the Company entered into agreements with three of the Company’s former executives whereby upon each of their deaths the Company will pay $ 1.0 million to each respective designated beneficiary. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation As of July 30, 2022, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), operated 877 retail stores. These unaudited Condensed Consolidated Financial Statements include the accounts of Burlington Stores, Inc. and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Condensed Consolidated Financial Statements are unaudited, but in the opinion of management reflect all adjustments (which are of a normal and recurring nature) necessary for the fair presentation of the results of operations for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 29, 2022 (Fiscal 2021 10-K). The balance sheet at January 29, 2022 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2021 10-K. Because the Company’s business is seasonal in nature, the operating results for the three and six month periods ended July 30, 2022 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1, “Summary of Significant Accounting Policies,” included in Part II, Item 8 of the Fiscal 2021 10-K. |
Fiscal Year | Fiscal Year The Company defines its fiscal year as the 52- or 53-week period ending on the Saturday closest to January 31. The current fiscal year ending January 28, 2023 (Fiscal 2022) and the prior fiscal year ended January 29, 2022 (Fiscal 2021) both consist of 52 weeks. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards There were no new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements and notes thereto during the three and six month periods ended July 30, 2022, and there were no new accounting standards or pronouncements that were issued but not yet effective as of July 30, 2022 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective. |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Stockholders' Equity Note [Abstract] | |
Company's Stockholders Equity | Activity for the three and six month periods ended July 30, 2022 and July 31, 2021 in the Company’s stockholders’ equity is summarized below: (in thousands, except share data) Common Stock Additional Accumulated Accumulated Treasury Stock Shares Amount Capital Earnings (Loss) Income Shares Amount Total Balance at January 29, 2022 81,677,315 $ 7 $ 1,927,554 $ 414,292 $ ( 4,441 ) ( 15,185,760 ) $ ( 1,576,995 ) $ 760,417 Net income — — — 16,174 — — — 16,174 Stock options exercised 41,673 — 4,721 — — — — 4,721 Shares used for tax withholding — — — — — ( 30,090 ) ( 5,673 ) ( 5,673 ) Shares purchased as part of publicly announced program — — — — — ( 512,905 ) ( 99,090 ) ( 99,090 ) Vesting of restricted shares, net of forfeitures of 199 restricted shares 81,832 — — — — — — — Stock based compensation — — 16,705 — — — — 16,705 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 7.4 million — — — — 20,060 — — 20,060 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 1.1 million — — — — 2,842 — — 2,842 Balance at April 30, 2022 81,800,820 7 1,948,980 430,466 18,461 ( 15,728,755 ) ( 1,681,758 ) 716,156 Net income — — — 11,966 — — — 11,966 Stock options exercised 23,088 — 1,230 — — — — 1,230 Shares used for tax withholding — — — — — ( 34,028 ) ( 6,923 ) ( 6,923 ) Shares purchased as part of publicly announced program — — — — — ( 598,278 ) ( 101,035 ) ( 101,035 ) Vesting of restricted shares 83,620 — — — — — — — Stock based compensation — — 17,173 — — — — 17,173 Unrealized losses on interest rate derivative contracts, net of related taxes of $ 2.6 million — — — — ( 6,769 ) — — ( 6,769 ) Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.8 million — — — — 2,079 — — 2,079 Balance at July 30, 2022 81,907,528 $ 7 $ 1,967,383 $ 442,432 $ 13,771 ( 16,361,061 ) $ ( 1,789,716 ) $ 633,877 (in thousands, except share data) Common Stock Additional Accumulated (Deficit) Accumulated Treasury Stock Shares Amount Capital Earnings Loss Shares Amount Total Balance at January 30, 2021 80,661,453 $ 7 $ 1,809,831 $ ( 11,702 ) $ ( 23,015 ) ( 14,275,122 ) $ ( 1,310,367 ) $ 464,754 Net income — — — 171,030 — — — 171,030 Stock options exercised 181,683 — 16,089 — — — — 16,089 Shares used for tax withholding — — — — — ( 41,768 ) ( 13,083 ) ( 13,083 ) Vesting of restricted shares, net of forfeitures of 883 restricted shares 53,914 — — — — — — — Stock based compensation — — 12,879 — — — — 12,879 Unrealized gains on interest rate derivative contracts, net of related taxes of $ 0.3 million — — — — 825 — — 825 Amount reclassified from accumulated other comprehensive income into earnings, net of related taxes of $ 0.8 million — — — — 2,159 — — 2,159 Adoption of ASU 2020-06 — — ( 131,916 ) 17,155 — — — ( 114,761 ) Balance at May 1, 2021 80,897,050 7 1,706,883 176,483 ( 20,031 ) ( 14,316,890 ) ( 1,323,450 ) 539,892 Net income — — — 102,554 — — — 102,554 Stock options exercised 139,274 — 12,811 — — — — 12,811 Shares used for tax withholding — — — — — ( 603 ) ( 178 ) ( 178 ) Vesting of restricted shares, net of forfeitures of 1,101 restricted shares 5,645 — — — — — — — Stock based compensation — — 23,180 — — — — 23,180 Unrealized losses on interest rate derivative contracts, net of related taxes of $ 1.9 million — — — — ( 5,083 ) — — ( 5,083 ) Amount reclassified from accumulated other comprehensive loss into earnings, net of related taxes of $ 0.9 million — — — — 2,519 — — 2,519 Balance at July 31, 2021 81,041,969 $ 7 $ 1,742,874 $ 279,037 $ ( 22,595 ) ( 14,317,493 ) $ ( 1,323,628 ) $ 675,695 |
Lease Commitments (Tables)
Lease Commitments (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Leases [Abstract] | |
Future Lease Payments | The following is a schedule of the Company’s future lease payments: (in thousands) Fiscal Year Operating Finance 2022 (remainder) $ 249,797 $ 3,762 2023 525,787 7,589 2024 493,263 7,417 2025 459,812 5,287 2026 422,883 5,324 2027 384,701 3,780 Thereafter 1,202,589 24,234 Total future minimum lease payments 3,738,832 57,393 Amount representing interest ( 639,485 ) ( 15,764 ) Total lease liabilities 3,099,347 41,629 Less: current portion of lease liabilities ( 375,294 ) ( 4,973 ) Total long term lease liabilities $ 2,724,053 $ 36,656 Weighted average discount rate 4.8 % 6.6 % Weighted average remaining lease term (years) 8.2 10.9 |
Schedule of Net Lease Costs | The following is a schedule of net lease costs for the periods indicated: (in thousands) Three Months Ended Six Months Ended July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Finance lease cost: Amortization of finance lease asset (a) $ 1,140 $ 1,132 $ 2,281 $ 2,274 Interest on lease liabilities (b) 697 790 1,419 1,598 Operating lease cost (c) 128,646 115,771 254,334 226,930 Variable lease cost (c) 51,578 46,165 100,549 92,912 Total lease cost 182,061 163,858 358,583 323,714 Less all rental income (d) ( 1,140 ) ( 1,354 ) ( 2,688 ) ( 2,629 ) Total net rent expense (e) $ 180,921 $ 162,504 $ 355,895 $ 321,085 (a) Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of Income. (b) Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of Income. (c) Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (d) Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of Income. (e) Excludes an immaterial amount of short-term lease cost. |
Schedule of Supplemental Cash Flow Disclosures Related to Leases | Supplemental cash flow disclosures related to leases are as follows: (in thousands) Six Months Ended July 30, 2022 July 31, 2021 Cash paid for amounts included in the measurement of lease liabilities: Cash payments arising from operating lease liabilities (a) $ 255,235 $ 242,905 Cash payments for the principal portion of finance lease liabilities (b) $ 2,316 $ 1,908 Cash payments for the interest portion of finance lease liabilities (a) $ 1,419 $ 1,598 Supplemental non-cash information: Operating lease liabilities arising from obtaining right-of-use assets $ 392,612 $ 203,396 (a) Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. (b) Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. |
Long Term Debt (Tables)
Long Term Debt (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long term debt consists of: (in thousands) July 30, January 29, July 31, 2022 2022 2021 Senior secured term loan facility (Term B-6 Loans), LIBOR (with a floor of 0.00 %) plus 2.00 %, matures on June 24, 2028 $ 946,345 $ 950,676 $ 955,005 Convertible senior notes, 2.25 %, matures on April 15, 2025 507,687 572,322 805,000 ABL senior secured revolving facility, LIBOR plus spread based on average outstanding balance, matures on December 22, 2026 — — — Finance lease obligations 41,629 43,945 46,110 Unamortized deferred financing costs ( 8,877 ) ( 11,484 ) ( 17,708 ) Total debt 1,486,784 1,555,459 1,788,407 Less: current maturities ( 14,587 ) ( 14,357 ) ( 14,095 ) Long term debt, net of current maturities $ 1,472,197 $ 1,541,102 $ 1,774,312 |
Schedule of Components of Convertible Notes | The Convertible Notes consist of the following components as of the dates indicated: (in thousands) July 30, January 29, July 31, 2022 2022 2021 Principal $ 507,687 $ 572,322 $ 805,000 Unamortized deferred debt costs ( 7,291 ) ( 9,761 ) ( 15,846 ) Net carrying amount $ 500,396 $ 562,561 $ 789,154 |
Schedule of Interest Expense Related to Convertible Notes | Interest expense related to the Convertible Notes consists of the following as of the periods indicated: (in thousands) Three Months Ended Six Months Ended July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Coupon interest $ 2,854 $ 4,510 $ 5,857 $ 9,021 Amortization of deferred debt costs 643 1,007 1,418 2,007 Convertible Notes interest expense $ 3,497 $ 5,517 $ 7,275 $ 11,028 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Fair Value of Company's Derivative Financial Instruments on Gross Basis as well as Classification | The table below presents the fair value of the Company’s derivative financial instruments on a gross basis as well as their classification on the Company’s Condensed Consolidated Balance Sheets: (in thousands) Fair Values of Derivative Instruments July 30, 2022 January 29, 2022 July 31, 2021 Derivatives Designated as Hedging Instruments Balance Fair Balance Fair Balance Fair Interest rate swap contracts Other assets $ 11,290 Other liabilities $ 10,968 Other liabilities $ 31,764 |
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Loss | The following table presents the unrealized gains and losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative financial instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Interest Rate Derivatives: July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Unrealized (losses) gains, before taxes $ ( 9,345 ) $ ( 6,972 ) $ 18,146 $ ( 5,840 ) Income tax benefit (expense) 2,576 1,889 ( 4,855 ) 1,582 Unrealized (losses) gains, net of taxes $ ( 6,769 ) $ ( 5,083 ) $ 13,291 $ ( 4,258 ) |
Reclassification of Gains and Losses from Accumulated Other Comprehensive Loss into Earnings | The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Component of Earnings: July 30, 2022 July 31, 2021 July 30, 2022 July 31, 2021 Interest expense $ 2,847 $ 3,459 $ 6,739 $ 6,423 Income tax benefit ( 768 ) ( 940 ) ( 1,818 ) ( 1,745 ) Net reclassification into earnings $ 2,079 $ 2,519 $ 4,921 $ 4,678 |
Derivatives Designated as Hedging Instruments | |
Outstanding Interest Rate Derivative in Qualifying Hedging Relationships | As of July 30, 2022, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Notional Aggregate Principal Amount Interest Swap Rate Maturity Date Interest rate swap contract One $ 450.0 million 2.19 % June 24, 2028 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Assets and Hierarchy of Level of Inputs | The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of July 30, 2022, January 29, 2022 and July 31, 2021 are summarized below: (in thousands) Fair Value Measurements at July 30, January 29, July 31, 2022 2022 2021 Level 1 Cash equivalents (including restricted cash) $ 92,015 $ 701,638 $ 701,577 |
Fair Values of Financial Liabilities | The fair values of the Company’s financial liabilities are summarized below: (in thousands) July 30, 2022 January 29, 2022 July 31, 2021 Principal Fair Principal Fair Principal Fair Term B-6 Loans $ 951,801 $ 925,626 $ 956,608 $ 955,412 $ 961,415 $ 954,204 Convertible Notes 507,687 523,136 572,322 724,703 805,000 1,319,733 ABL Line of Credit (a) — — — — — — Total debt (b) $ 1,459,488 $ 1,448,762 $ 1,528,930 $ 1,680,115 $ 1,766,415 $ 2,273,937 (a) To the extent the Company has any outstanding borrowings under the ABL Line of Credit, the fair value would approximate its reported value, because the interest rate is variable and reflects current market rates, due to its short term nature. (b) The table above excludes finance lease obligations, debt discount and deferred debt costs. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Net Deferred Taxes | Net deferred taxes are as follows: (in thousands) July 30, January 29, July 31, 2022 2022 2021 Deferred tax asset $ 3,689 $ 3,959 $ 4,197 Deferred tax liability 224,621 220,023 203,958 Net deferred tax liability $ 220,932 $ 216,064 $ 199,761 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income per Share | The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Six Months Ended July 30, July 31, July 30, July 31, 2022 2021 2022 2021 Basic net income per share Net income $ 11,966 $ 102,554 $ 28,139 $ 273,584 Weighted average number of common shares – basic 65,803 66,636 66,042 66,516 Net income per common share – basic $ 0.18 $ 1.54 $ 0.43 $ 4.11 Diluted net income per share Net income $ 11,966 $ 102,554 $ 28,139 $ 273,584 Shares for basic and diluted net income per share: Weighted average number of common shares – basic 65,803 66,636 66,042 66,516 Assumed exercise of stock options and vesting of restricted stock 159 660 262 711 Assumed conversion of convertible debt — 1,152 — 1,013 Weighted average number of common shares – diluted 65,962 68,448 66,304 68,240 Net income per common share – diluted $ 0.18 $ 1.50 $ 0.42 $ 4.01 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jul. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Non-Cash Stock Compensation Expense | Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Six Months Ended July 30, July 31, July 30, July 31, Type of Non-Cash Stock Compensation 2022 2021 2022 2021 Restricted stock and restricted stock unit grants (a) $ 10,292 $ 7,684 $ 18,784 $ 13,940 Stock option grants (a) 5,293 4,682 10,292 9,076 Performance stock unit grants (a) 1,588 10,814 4,802 13,043 Total (b) $ 17,173 $ 23,180 $ 33,878 $ 36,059 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. The amounts presented in the table above exclude taxes. For the three and six month periods ended July 30, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.0 million and $ 6.2 million, respectively. For the three and six month periods ended July 31, 2021 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.7 million and $ 6.1 million, respectively . |
Stock Option Transactions | Stock option transactions during the six month period ended July 30, 2022 are summarized as follows: Number of Weighted Options outstanding, January 29, 2022 1,097,558 $ 181.17 Options granted 283,601 210.33 Options exercised (a) ( 64,761 ) 91.90 Options forfeited ( 21,785 ) 221.63 Options outstanding, July 30, 2022 1,294,613 $ 191.34 (a) Options exercised during the six month period ended July 30, 2022 had a total intrinsic value of $ 6.4 million . |
Stock Options Vested and Expected to Vest | The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of July 30, 2022: Options Weighted Weighted Aggregate Options vested and expected to vest 1,294,613 7.2 $ 191.34 $ 9.9 Options exercisable 660,396 5.7 $ 158.35 $ 9.9 |
Weighted Average Assumptions Used to Estimate Fair Value of Each Stock Option Granted | The fair value of each stock option granted during the six month period ended July 30, 2022 was estimated using the Black Scholes option pricing model using the following assumptions: Six Months Ended July 30, 2022 Risk-free interest rate 1.13 % - 2.78 % Expected volatility 32 % - 34 % Expected life (years) 6.25 Contractual life (years) 10.0 Expected dividend yield 0 % Weighted average grant date fair value of options issued $ 78.77 |
Award Grant and Vesting Transactions | Restricted stock transactions during the six month period ended July 30, 2022 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 29, 2022 368,158 $ 233.00 Awards granted 225,616 207.82 Awards vested (a) ( 105,747 ) 206.68 Awards forfeited ( 14,388 ) 227.01 Non-vested awards outstanding, July 30, 2022 473,639 227.06 (a) Restricted stock awards vested during the six month period ended July 30, 2022 had a total intrinsic value of $ 21.3 million . |
Performance Stock Unit Transactions | Performance stock unit transactions during the six month period ended July 30, 2022 are summarized as follows: Number of Weighted Non-vested awards outstanding, January 29, 2022 186,436 $ 215.90 Awards granted (a) 102,047 206.36 Awards vested (a) (b) ( 81,440 ) 173.84 Awards forfeited ( 8,820 ) 224.73 Non-vested awards outstanding, July 30, 2022 198,223 227.87 (a) Inclusive of awards distributed in connection with the final settlement of the performance-based stock awards granted in Fiscal 2019. (b) Performance-based stock awards vested during the six month period ended July 30, 2022 had a total intrinsic value of $ 15.4 million. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) | Jul. 30, 2022 Store |
Summary Of Significant Accounting Policies [Line Items] | |
Number of stores operated | 877 |
Company's Stockholders Equity (
Company's Stockholders Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jul. 30, 2022 | Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | ||
Balance at beginning of period | $ 716,156 | $ 760,417 | $ 539,892 | $ 464,754 | $ 760,417 | $ 464,754 | |
Net income | 11,966 | 16,174 | 102,554 | 171,030 | $ 28,139 | $ 273,584 | |
Stock options exercised | 1,230 | 4,721 | 12,811 | 16,089 | |||
Stock options exercised (in shares) | [1] | 64,761 | |||||
Shares used for tax withholding | (6,923) | (5,673) | $ (178) | (13,083) | |||
Shares purchased as part of publicly announced program | $ (101,035) | (99,090) | |||||
Vesting of restricted shares, net of forfeitures of restricted shares | 159,000 | 660,000 | 262,000 | 711,000 | |||
Stock based compensation | $ 17,173 | 16,705 | $ 23,180 | 12,879 | |||
Unrealized gains (losses) on interest rate derivative contracts, net of related taxes benefit | (6,769) | 20,060 | (5,083) | 825 | $ 13,291 | $ (4,258) | |
Amount reclassified from accumulated other comprehensive income (loss) into earnings, net of related taxes | 2,079 | 2,842 | 2,519 | 2,159 | 4,921 | 4,678 | |
Balance at end of period | 633,877 | 716,156 | 675,695 | $ 539,892 | 633,877 | 675,695 | |
Accounting Standards Update [Extensible List] | Accounting Standards Update (ASU) 2020-06 | ||||||
Cumulative-effect Adjustment | |||||||
Balance at beginning of period | (114,761) | ||||||
Balance at end of period | $ (114,761) | ||||||
Common Stock | |||||||
Balance at beginning of period | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | |
Balance at beginning of period (in shares) | 81,800,820 | 81,677,315 | 80,897,050 | 80,661,453 | 81,677,315 | 80,661,453 | |
Stock options exercised (in shares) | 23,088 | 41,673 | 139,274 | 181,683 | |||
Vesting of restricted shares, net of forfeitures of restricted shares | 83,620 | 81,832 | 5,645 | 53,914 | |||
Balance at end of period | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | |
Balance at end of period (in shares) | 81,907,528 | 81,800,820 | 81,041,969 | 80,897,050 | 81,907,528 | 81,041,969 | |
Additional Paid-in Capital | |||||||
Balance at beginning of period | $ 1,948,980 | $ 1,927,554 | $ 1,706,883 | $ 1,809,831 | $ 1,927,554 | $ 1,809,831 | |
Stock options exercised | 1,230 | 4,721 | 12,811 | 16,089 | |||
Stock based compensation | 17,173 | 16,705 | 23,180 | 12,879 | |||
Balance at end of period | 1,967,383 | 1,948,980 | 1,742,874 | 1,706,883 | 1,967,383 | 1,742,874 | |
Additional Paid-in Capital | Cumulative-effect Adjustment | |||||||
Balance at beginning of period | (131,916) | ||||||
Balance at end of period | (131,916) | ||||||
Accumulated (Deficit) Earnings | |||||||
Balance at beginning of period | 430,466 | 414,292 | 176,483 | (11,702) | 414,292 | (11,702) | |
Net income | 11,966 | 16,174 | 102,554 | 171,030 | |||
Balance at end of period | 442,432 | 430,466 | 279,037 | 176,483 | 442,432 | 279,037 | |
Accumulated (Deficit) Earnings | Cumulative-effect Adjustment | |||||||
Balance at beginning of period | 17,155 | ||||||
Balance at end of period | 17,155 | ||||||
Accumulated Other Comprehensive (Loss) Income | |||||||
Balance at beginning of period | 18,461 | (4,441) | (20,031) | (23,015) | (4,441) | (23,015) | |
Unrealized gains (losses) on interest rate derivative contracts, net of related taxes benefit | (6,769) | 20,060 | (5,083) | 825 | |||
Amount reclassified from accumulated other comprehensive income (loss) into earnings, net of related taxes | 2,079 | 2,842 | 2,519 | 2,159 | |||
Balance at end of period | 13,771 | 18,461 | (22,595) | (20,031) | 13,771 | (22,595) | |
Treasury Stock | |||||||
Balance at beginning of period | $ (1,681,758) | $ (1,576,995) | $ (1,323,450) | $ (1,310,367) | $ (1,576,995) | $ (1,310,367) | |
Balance at beginning of period (in shares) | (15,728,755) | (15,185,760) | (14,316,890) | (14,275,122) | (15,185,760) | (14,275,122) | |
Shares used for tax withholding | $ (6,923) | $ (5,673) | $ (178) | $ (13,083) | |||
Shares used for tax withholding (in shares) | (34,028) | (30,090) | (603) | (41,768) | |||
Shares purchased as part of publicly announced program | $ (101,035) | $ (99,090) | |||||
Shares purchased as part of publicly announced program, (in shares) | (598,278) | (512,905) | |||||
Balance at end of period | $ (1,789,716) | $ (1,681,758) | $ (1,323,628) | $ (1,323,450) | $ (1,789,716) | $ (1,323,628) | |
Balance at end of period (in shares) | (16,361,061) | (15,728,755) | (14,317,493) | (14,316,890) | (16,361,061) | (14,317,493) | |
[1] Options exercised during the six month period ended July 30, 2022 had a total intrinsic value of $ 6.4 million . |
Company's Stockholders Equity_2
Company's Stockholders Equity (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | |||
Jul. 30, 2022 | Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Forfeited restricted shares | 199 | 1,101 | 883 | |
Unrealized gains (losses) on interest rate derivative contracts, Tax | $ 2.6 | $ 7.4 | $ 1.9 | $ 0.3 |
Amount reclassified from accumulated other comprehensive loss into earnings on Interest Rate Cap Contracts, Tax | $ 0.8 | $ 1.1 | $ 0.9 | $ 0.8 |
Lease Commitments - Additional
Lease Commitments - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jul. 30, 2022 USD ($) Store | |
Future Minimum Payments Receivable [Line Items] | |
Operating and finance leases, expiration period | 30 years |
Leases renewal option | 5 years |
Accrued lease liability | $ | $ 569.3 |
Number of store committed to open or relocate but has not yet taken possession | Store | 102 |
Future Lease Payments (Detail)
Future Lease Payments (Detail) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Operating Leases | |||
2022 (remainder) | $ 249,797 | ||
2023 | 525,787 | ||
2024 | 493,263 | ||
2025 | 459,812 | ||
2026 | 422,883 | ||
2027 | 384,701 | ||
Thereafter | 1,202,589 | ||
Total future minimum lease payments | 3,738,832 | ||
Amount representing interest | (639,485) | ||
Total lease liabilities | 3,099,347 | ||
Less: current portion of lease liabilities | (375,294) | $ (358,793) | $ (326,282) |
Total long term lease liabilities | $ 2,724,053 | 2,539,420 | 2,429,315 |
Weighted average discount rate | 4.80% | ||
Weighted average remaining lease term (years) | 8 years 2 months 12 days | ||
Finance Leases | |||
2022 (remainder) | $ 3,762 | ||
2023 | 7,589 | ||
2024 | 7,417 | ||
2025 | 5,287 | ||
2026 | 5,324 | ||
2027 | 3,780 | ||
Thereafter | 24,234 | ||
Total future minimum lease payments | 57,393 | ||
Amount representing interest | (15,764) | ||
Total lease liabilities | 41,629 | $ 43,945 | $ 46,110 |
Less: current portion of lease liabilities | (4,973) | ||
Total long term lease liabilities | $ 36,656 | ||
Weighted average discount rate | 6.60% | ||
Weighted average remaining lease term (years) | 10 years 10 months 24 days |
Schedule of Net Lease Costs (De
Schedule of Net Lease Costs (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | ||
Finance lease cost: | |||||
Amortization of finance lease asset | [1] | $ 1,140 | $ 1,132 | $ 2,281 | $ 2,274 |
Interest on lease liabilities | [2] | 697 | 790 | 1,419 | 1,598 |
Operating lease cost | [3] | 128,646 | 115,771 | 254,334 | 226,930 |
Variable lease cost | [3] | 51,578 | 46,165 | 100,549 | 92,912 |
Total lease cost | 182,061 | 163,858 | 358,583 | 323,714 | |
Less all rental income | [4] | (1,140) | (1,354) | (2,688) | (2,629) |
Total net rent expense | [5] | $ 180,921 | $ 162,504 | $ 355,895 | $ 321,085 |
[1] Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of Income. Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of Income. Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of Income. Excludes an immaterial amount of short-term lease cost. |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Disclosures Related to Leases (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | ||
Cash paid for amounts included in the measurement of lease liabilities: | |||
Cash payments arising from operating lease liabilities | [1] | $ 255,235 | $ 242,905 |
Cash payments for the principal portion of finance lease liabilities | [2] | 2,316 | 1,908 |
Cash payments for the interest portion of finance lease liabilities | [1] | 1,419 | 1,598 |
Operating lease liabilities arising from obtaining right-of-use assets | $ 392,612 | $ 203,396 | |
[1] Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Debt Instrument [Line Items] | |||
Finance lease obligations | $ 41,629 | $ 43,945 | $ 46,110 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Long term debt and capital lease obligations current and noncurrent | Long term debt and capital lease obligations current and noncurrent | |
Unamortized deferred financing costs | (8,877) | $ (11,484) | $ (17,708) |
Total debt | 1,486,784 | 1,555,459 | 1,788,407 |
Less: current maturities | (14,587) | (14,357) | (14,095) |
Long term debt, net of current maturities | 1,472,197 | 1,541,102 | 1,774,312 |
Senior Secured Term B-6 Loans | |||
Debt Instrument [Line Items] | |||
Long Term Debt | 946,345 | 950,676 | 955,005 |
Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Long Term Debt | $ 507,687 | $ 572,322 | $ 805,000 |
Long-Term Debt (Parenthetical)
Long-Term Debt (Parenthetical) (Detail) | 6 Months Ended | 12 Months Ended | ||
Apr. 16, 2020 | Jul. 30, 2022 | Jul. 31, 2021 | Jan. 29, 2022 | |
Senior Secured Term B-6 Loans | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, maturity date | Jun. 24, 2028 | Jun. 24, 2028 | Jun. 24, 2028 | |
Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, maturity date | Apr. 15, 2025 | Apr. 15, 2025 | Apr. 15, 2025 | Apr. 15, 2025 |
Long-Term Debt, interest rate | 2.25% | 2.25% | 2.25% | 2.25% |
Senior Secured Notes | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, interest rate | 6.25% | |||
ABL senior secured revolving facility | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, maturity date | Dec. 22, 2026 | Dec. 22, 2026 | Dec. 22, 2026 | |
London Interbank Offered Rate Floor | Senior Secured Term B-6 Loans | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, interest rate | 0% | 0% | 0% | |
London Interbank Offered Rate (LIBOR) | Senior Secured Term B-6 Loans | ||||
Debt Instrument [Line Items] | ||||
Long-Term Debt, interest rate | 2% | 2% | 2% |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||
Jun. 24, 2021 USD ($) | Jun. 23, 2021 | Jun. 11, 2021 USD ($) | Apr. 16, 2020 USD ($) $ / shares | Jul. 30, 2022 USD ($) | Apr. 30, 2022 USD ($) | Oct. 30, 2021 USD ($) | Jul. 31, 2021 USD ($) | Jul. 30, 2022 USD ($) | Jan. 29, 2022 USD ($) shares | Jul. 31, 2021 USD ($) | Jan. 29, 2022 USD ($) | Jul. 20, 2022 USD ($) | Jul. 19, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||||||||||
Costs related to debt issuances and amendments | $ 3,331,000 | $ 3,331,000 | ||||||||||||
Loss on extinguishment of debt | (31,395,000) | $ (14,657,000) | (31,395,000) | |||||||||||
Deferred financing costs | $ 8,877,000 | $ 17,708,000 | $ 8,877,000 | $ 11,484,000 | $ 17,708,000 | $ 11,484,000 | ||||||||
Senior Secured Term Loan Facilities | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Borrowing, interest rate | 4.40% | 2.10% | 4.40% | 2.10% | ||||||||||
Convertible Senior Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Loss on extinguishment of debt | $ 14,700,000 | $ 124,600,000 | ||||||||||||
Debt instrument maturity date | Apr. 15, 2025 | Apr. 15, 2025 | Apr. 15, 2025 | Apr. 15, 2025 | ||||||||||
Borrowing, interest rate | 2.80% | |||||||||||||
Long-Term Debt, face amount | $ 805,000,000 | |||||||||||||
Long-Term Debt, interest rate | 2.25% | 2.25% | 2.25% | 2.25% | 2.25% | 2.25% | 2.25% | |||||||
Debt instrument frequency of periodic payments | semi-annually | |||||||||||||
Debt instrument, date of first required payment | Oct. 15, 2020 | |||||||||||||
Debt instrument, conversion ratio | 4.5418 | |||||||||||||
Debt instrument, principal amount for conversion | $ 1,000 | |||||||||||||
Debt conversion, aggregate principal amount of convertible debt | 64,600,000 | $ 232,700,000 | $ 232,700,000 | |||||||||||
Debt conversion, converted in to shares of common stock | shares | 513,991 | |||||||||||||
Debt conversion, converted instrument, in cash | $ 78,200,000 | $ 199,800,000 | ||||||||||||
Debt instrument, conversion price | $ / shares | $ 220.18 | |||||||||||||
Debt instrument, conversion premium | 32.50% | |||||||||||||
Share price | $ / shares | $ 166.17 | |||||||||||||
Debt instrument, convertible, stock price trigger | 130% | |||||||||||||
Debt instrument, redemption price, percentage | 100% | |||||||||||||
Debt instrument repurchase percentage on conditional basis | 100% | |||||||||||||
Convertible Senior Notes | Debt Component | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Deferred financing costs | $ 7,291,000 | $ 15,846,000 | $ 7,291,000 | $ 9,761,000 | $ 15,846,000 | $ 9,761,000 | ||||||||
Senior Secured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Loss on extinguishment of debt | $ 30,200,000 | |||||||||||||
Long-Term Debt, face amount | $ 300,000,000 | $ 300,000,000 | ||||||||||||
Long-Term Debt, interest rate | 6.25% | |||||||||||||
Debt instrument frequency of periodic payments | semiannually | |||||||||||||
Debt instrument, date of first required payment | Oct. 15, 2020 | |||||||||||||
Debt instrument, redemption price | $ 323,700,000 | |||||||||||||
ABL senior secured revolving facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt instrument maturity date | Dec. 22, 2026 | Dec. 22, 2026 | Dec. 22, 2026 | |||||||||||
Line of Credit Facility, maximum borrowing capacity | $ 650,000,000 | |||||||||||||
Line of Credit Facility, amount available | 842,500,000 | 533,600,000 | $ 842,500,000 | $ 533,600,000 | ||||||||||
Line of Credit Facility, amount outstanding during period | $ 0 | $ 0 | $ 0 | $ 0 | ||||||||||
Amended ABL senior secured revolving facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, maximum borrowing capacity | $ 900,000,000 | |||||||||||||
Line of Credit Facility, interest rate description | The Amendment increased the aggregate principal amount of the commitments of its current asset-based lending facility (the ABL Line of Credit) from $650.0 million to $900.0 million and replaced the LIBOR-based interest rate benchmark provisions with interest rate benchmark provisions based on a term secured overnight financing rate (SOFR) or a daily SOFR rate (in the case of daily SOFR, available for borrowings up to $100 million, or up to the full amount of the commitments if the term SOFR rate is not available) | |||||||||||||
Adjusted London Interbank Offered Rate | Senior Secured Term Loan Facilities | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, interest rate | 0% | |||||||||||||
Federal Funds Rate | Senior Secured Term Loan Facilities | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, interest rate | 0.50% | |||||||||||||
One Month Adjusted London Interbank Offered Rate | Senior Secured Term Loan Facilities | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, interest rate | 1% | |||||||||||||
Term Loan Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Costs related to debt issuances and amendments | $ 3,300,000 | |||||||||||||
Debt instrument maturity date | Jun. 24, 2028 | Nov. 17, 2024 | ||||||||||||
Quarterly principal payments | $ 2,400,000 | |||||||||||||
Term Loan Facility | Write Off Deferred Financing Costs | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Loss on extinguishment of debt | $ (1,200,000) | |||||||||||||
Term Loan Facility | Prime Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, interest rate | 1% | 0.75% | ||||||||||||
Term Loan Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, interest rate | 2% | 1.75% | ||||||||||||
Term Loan Facility | London Interbank Offered Rate Floor | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, interest rate | 0% | |||||||||||||
Maximum | Secured Overnight Financing Rate (SOFR) | Amended ABL senior secured revolving facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Line of Credit Facility, amount available | $ 100,000,000 |
Long-Term Debt - Schedule of Co
Long-Term Debt - Schedule of Components of Convertible Notes (Detail) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 | |
Debt Instrument [Line Items] | ||||
Principal | [1] | $ 1,459,488 | $ 1,528,930 | $ 1,766,415 |
Unamortized deferred financing costs | (8,877) | (11,484) | (17,708) | |
Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Net carrying amount | 507,687 | 572,322 | 805,000 | |
Convertible Senior Notes | Debt Component | ||||
Debt Instrument [Line Items] | ||||
Principal | 507,687 | 572,322 | 805,000 | |
Unamortized deferred financing costs | (7,291) | (9,761) | (15,846) | |
Net carrying amount | $ 500,396 | $ 562,561 | $ 789,154 | |
[1] The table above excludes finance lease obligations, debt discount and deferred debt costs. |
Long-Term Debt - Schedule of In
Long-Term Debt - Schedule of Interest Expense Related to Convertible Notes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Debt Instrument [Line Items] | ||||
Amortization of deferred financing costs | $ 1,835 | $ 3,100 | ||
Convertible Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Coupon interest | $ 2,854 | $ 4,510 | 5,857 | 9,021 |
Amortization of deferred financing costs | 643 | 1,007 | 1,418 | 2,007 |
Convertible Notes interest expense | $ 3,497 | $ 5,517 | $ 7,275 | $ 11,028 |
Derivative Instruments And He_3
Derivative Instruments And Hedging Activities - Additional Information (Detail) $ in Millions | 6 Months Ended | ||
Jun. 24, 2021 USD ($) | Dec. 17, 2018 USD ($) | Jul. 30, 2022 USD ($) Derivative | |
Interest Rate Cap Contracts | |||
Derivative [Line Items] | |||
Number of credit risk derivatives held | Derivative | 1 | ||
Amounts reported in Accumulated Other Comprehensive income to be reclassified to interest expense, during the next twelve months | $ 2.4 | ||
Interest Rate Swap Contract | Cash Flow Hedging | Derivatives Designated as Hedging Instruments | |||
Derivative [Line Items] | |||
Notional aggregate principal amount | $ 450 | $ 450 | $ 450 |
Interest swap rate | 2.19% | 2.72% | 2.19% |
Amount of loss deferred for previous interest rate swap | $ 26.9 | ||
Interest rate swap liability fair value | $ 26.9 | ||
Maturity date | Jun. 24, 2028 | Dec. 29, 2023 | Jun. 24, 2028 |
Outstanding Interest Rate Deriv
Outstanding Interest Rate Derivative in Qualifying Hedging Relationships (Detail) - Cash Flow Hedging - Derivatives Designated as Hedging Instruments - Interest Rate Swap Contract $ in Millions | 6 Months Ended | ||
Jun. 24, 2021 USD ($) | Dec. 17, 2018 USD ($) | Jul. 30, 2022 USD ($) Derivative | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Number of Instruments | Derivative | 1 | ||
Notional aggregate principal amount | $ | $ 450 | $ 450 | $ 450 |
Interest Swap Rate | 2.19% | 2.72% | 2.19% |
Maturity Date | Jun. 24, 2028 | Dec. 29, 2023 | Jun. 24, 2028 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities (Detail) - Interest Rate Swap Contract - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Other Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Designated as Hedging Instruments Interest Rate Cap Contracts, Liability at Fair Value | $ 10,968 | $ 31,764 | |
Other Assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Designated as Hedging Instruments Interest Rate Cap Contracts, Liability at Fair Value | $ 11,290 |
Summary of Unrealized Gains and
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 30, 2022 | Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Derivative Instruments Gain Loss [Line Items] | ||||||
Income tax benefit (expense) | $ (2,600) | $ (7,400) | $ (1,900) | $ (300) | ||
Unrealized (losses) gains, net of taxes | (6,769) | $ 20,060 | (5,083) | $ 825 | $ 13,291 | $ (4,258) |
Derivatives Designated as Hedging Instruments | Interest Rate Derivatives | ||||||
Derivative Instruments Gain Loss [Line Items] | ||||||
Unrealized (losses) gains, before taxes | (9,345) | (6,972) | 18,146 | (5,840) | ||
Income tax benefit (expense) | 2,576 | 1,889 | (4,855) | 1,582 | ||
Unrealized (losses) gains, net of taxes | $ (6,769) | $ (5,083) | $ 13,291 | $ (4,258) |
Reclassification of Gains and L
Reclassification of Gains and Losses from Accumulated Other Comprehensive Loss into Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jul. 30, 2022 | Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | ||||||
Interest expense | $ 15,435 | $ 17,502 | $ 30,041 | $ 37,101 | ||
Income tax benefit | 3,991 | 21,210 | 5,524 | 61,847 | ||
Net reclassification into earnings | (2,079) | $ (2,842) | (2,519) | $ (2,159) | (4,921) | (4,678) |
Reclassification out of accumulated other comprehensive income | Derivatives Designated as Hedging Instruments | Accumulated net gain (loss) from cash flow hedges including portion attributable to noncontrolling interest | Interest Rate Cap Contracts | ||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | ||||||
Interest expense | 2,847 | 3,459 | 6,739 | 6,423 | ||
Income tax benefit | (768) | (940) | (1,818) | (1,745) | ||
Net reclassification into earnings | $ 2,079 | $ 2,519 | $ 4,921 | $ 4,678 |
Fair Values of Financial Assets
Fair Values of Financial Assets and Hierarchy of Level of Inputs (Detail) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Fair Value, Inputs, Level 1 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents (including restricted cash) | $ 92,015 | $ 701,638 | $ 701,577 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 USD ($) Store | Jul. 31, 2021 USD ($) Store | Jul. 30, 2022 USD ($) Store | Jul. 31, 2021 USD ($) Store | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Asset impairment carrying value related to right of use assets | $ | $ 32,500 | $ 6,100 | ||
Impairment charges - long-lived assets | $ | $ 4,415 | $ 970 | $ 6,958 | $ 1,747 |
Assets Impairments | ||||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||||
Number of stores expected to sale | 1 | 1 | 1 | |
Impairment of store level assets, number of stores | 2 | 2 | 1 | |
Number of relocating stores | 2 |
Fair Values of Financial Liabil
Fair Values of Financial Liabilities (Detail) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | [1] | $ 1,459,488 | $ 1,528,930 | $ 1,766,415 |
Long-Term Debt, Fair Value | [1] | 1,448,762 | 1,680,115 | 2,273,937 |
Term B-6 Loans | ||||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | 951,801 | 956,608 | 961,415 | |
Long-Term Debt, Fair Value | 925,626 | 955,412 | 954,204 | |
Convertible Notes | ||||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | 507,687 | 572,322 | 805,000 | |
Long-Term Debt, Fair Value | $ 523,136 | $ 724,703 | $ 1,319,733 | |
[1] The table above excludes finance lease obligations, debt discount and deferred debt costs. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | Jan. 29, 2022 | |
Income Tax Disclosure [Line Items] | |||||
Income tax expense | $ 3,991 | $ 21,210 | $ 5,524 | $ 61,847 | |
Effective tax rate | 25% | 17.10% | |||
Deferred tax asset for net operating loss | $ 16,800 | 16,800 | |||
Tax credit carryforwards | 7,600 | 7,600 | |||
Valuation allowances | 10,200 | $ 11,300 | 10,200 | $ 11,300 | $ 12,900 |
CARES Act | |||||
Income Tax Disclosure [Line Items] | |||||
Federal net operating losses | 245,500 | 245,500 | |||
State and local jurisdiction | |||||
Income Tax Disclosure [Line Items] | |||||
Deferred tax asset for net operating loss | 16,500 | 16,500 | |||
Tax credit carryforwards | 6,900 | $ 6,900 | |||
Tax credit expiration period | 2023 | ||||
State and local jurisdiction | Minimum | |||||
Income Tax Disclosure [Line Items] | |||||
Net operating losses subject to expiration year | 2023 | ||||
State and local jurisdiction | Maximum | |||||
Income Tax Disclosure [Line Items] | |||||
Net operating losses subject to expiration year | 2041 | ||||
Puerto Rico | |||||
Income Tax Disclosure [Line Items] | |||||
Deferred tax asset for net operating loss | 300 | $ 300 | |||
Net operating losses subject to expiration year | 2025 | ||||
Amount of alternative minimum tax credits | $ 700 | $ 700 | |||
Alternative minimum tax credits, expiration life | indefinite life |
Net Deferred Taxes (Detail)
Net Deferred Taxes (Detail) - USD ($) $ in Thousands | Jul. 30, 2022 | Jan. 29, 2022 | Jul. 31, 2021 |
Income Tax Disclosure [Abstract] | |||
Deferred tax asset | $ 3,689 | $ 3,959 | $ 4,197 |
Deferred tax liability | 224,621 | 220,023 | 203,958 |
Net deferred tax liability | $ 220,932 | $ 216,064 | $ 199,761 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Feb. 16, 2022 | Aug. 18, 2021 | Jul. 30, 2022 | Apr. 30, 2022 | Jul. 31, 2021 | May 01, 2021 | Jul. 30, 2022 | |
Statement Equity Components [Line Items] | |||||||
Shares Used for Tax Withholdings | $ 6,923,000 | $ 5,673,000 | $ 178,000 | $ 13,083,000 | |||
2021 Stock Repurchase Program | |||||||
Statement Equity Components [Line Items] | |||||||
Stock repurchase programs, authorized amount | $ 500,000,000 | $ 400,000,000 | |||||
Stock repurchase programs, authorized execution month and year | 2024-02 | 2023-08 | |||||
Remaining authorized repurchase amount | 449,900,000 | $ 449,900,000 | |||||
Common stock repurchased, shares | 1,111,183 | ||||||
Common stock repurchased, value | $ 200,100,000 | $ 200,100,000 | |||||
Treasury Stock | |||||||
Statement Equity Components [Line Items] | |||||||
Shares Used for Tax Withholdings (in shares) | 64,118 | ||||||
Shares Used for Tax Withholdings | $ 12,600,000 |
Computation of Basic and Dilute
Computation of Basic and Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Basic net income per share | ||||
Net income | $ 11,966 | $ 102,554 | $ 28,139 | $ 273,584 |
Weighted average number of common shares – basic | 65,803 | 66,636 | 66,042 | 66,516 |
Net income per common share - basic | $ 0.18 | $ 1.54 | $ 0.43 | $ 4.11 |
Diluted net income per share | ||||
Net income | $ 11,966 | $ 102,554 | $ 28,139 | $ 273,584 |
Weighted average number of common shares – basic | 65,803 | 66,636 | 66,042 | 66,516 |
Assumed exercise of stock options and vesting of restricted stock | 159 | 660 | 262 | 711 |
Assumed conversion of convertible debt | 1,152 | 1,013 | ||
Weighted average number of common shares – diluted | 65,962 | 68,448 | 66,304 | 68,240 |
Net income per common share - diluted | $ 0.18 | $ 1.50 | $ 0.42 | $ 4.01 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from diluted net income per share | 1,340,000 | 185,000 | 950,000 | 95,000 |
Conversion price of convertible notes excluded from computation of diluted earnings per share | $ 220.18 | $ 220.18 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | 6 Months Ended |
Jul. 30, 2022 shares | |
Performance Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Service-based awards, vesting period | 3 years |
Performance Stock Units | Minimum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target award threshold range | 50% |
Performance Stock Units | Maximum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target award threshold range | 200% |
2022 Omnibus Incentive Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares available for grant equity awards | 6,363,512 |
Non-Cash Stock Compensation Exp
Non-Cash Stock Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [1] | $ 17,173 | $ 23,180 | $ 33,878 | $ 36,059 |
Restricted Stock and Restricted Stock Unit Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | 10,292 | 7,684 | 18,784 | 13,940 |
Stock Option Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | 5,293 | 4,682 | 10,292 | 9,076 |
Performance Stock Unit Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | $ 1,588 | $ 10,814 | $ 4,802 | $ 13,043 |
[1] The amounts presented in the table above exclude taxes. For the three and six month periods ended July 30, 2022 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.0 million and $ 6.2 million, respectively. For the three and six month periods ended July 31, 2021 , the tax benefit related to the Company’s non-cash stock compensation was approximately $ 3.7 million and $ 6.1 million, respectively . Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. |
Non-Cash Stock Compensation E_2
Non-Cash Stock Compensation Expense (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jul. 30, 2022 | Jul. 31, 2021 | Jul. 30, 2022 | Jul. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||||
Non-Cash Stock Compensation tax benefit | $ 3 | $ 3.7 | $ 6.2 | $ 6.1 |
Stock Option Transactions (Deta
Stock Option Transactions (Detail) | 6 Months Ended | |
Jul. 30, 2022 $ / shares shares | ||
Number of Shares | ||
Options Outstanding at Beginning of Period | shares | 1,097,558 | |
Options Granted | shares | 283,601 | |
Options Exercised | shares | (64,761) | [1] |
Options Forfeited | shares | (21,785) | |
Options Outstanding at End of Period | shares | 1,294,613 | |
Weighted Average Exercise Price Per Share | ||
Options Outstanding at Beginning of Period | $ / shares | $ 181.17 | |
Options Granted | $ / shares | 210.33 | |
Options Exercised | $ / shares | 91.90 | [1] |
Options Forfeited | $ / shares | 221.63 | |
Options Outstanding at End of Period | $ / shares | $ 191.34 | |
[1] Options exercised during the six month period ended July 30, 2022 had a total intrinsic value of $ 6.4 million . |
Stock Option Transactions (Pare
Stock Option Transactions (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Jul. 30, 2022 USD ($) | |
Share-Based Payment Arrangement [Abstract] | |
Share based compensation option exercised total intrinsic value | $ 6.4 |
Stock Options Vested and Expect
Stock Options Vested and Expected to Vest (Detail) $ / shares in Units, $ in Millions | 6 Months Ended |
Jul. 30, 2022 USD ($) $ / shares shares | |
Share-Based Payment Arrangement [Abstract] | |
Vested and expected to vest, Options | shares | 1,294,613 |
Vested and expected to vest, Weighted Average Remaining Contractual Life (Years) | 7 years 2 months 12 days |
Vested and expected to vest, Weighted Average Exercise Price | $ / shares | $ 191.34 |
Vested and expected to vest, Aggregate Intrinsic Value | $ | $ 9.9 |
Options exercisable, Options | shares | 660,396 |
Options exercisable, Weighted Average Remaining Contractual Life (Years) | 5 years 8 months 12 days |
Options exercisable, Weighted Average Exercise Price | $ / shares | $ 158.35 |
Options exercisable, Aggregate Intrinsic Value | $ | $ 9.9 |
Weighted Average Assumptions Us
Weighted Average Assumptions Used to Estimate Fair Value of Stock Option (Detail) | 6 Months Ended |
Jul. 30, 2022 $ / shares | |
Share-Based Payment Arrangement [Abstract] | |
Risk-free interest rate, minimum | 1.13% |
Risk-free interest rate, maximum | 2.78% |
Expected volatility, minimum | 32% |
Expected volatility, maximum | 34% |
Expected life (years) | 6 years 3 months |
Contractual life (years) | 10 years |
Expected dividend yield | 0% |
Weighted average grant date fair value of options issued | $ 78.77 |
Award Grant, Vested and Forfeit
Award Grant, Vested and Forfeiture Transactions (Detail) - Non Vested Restricted Stock | 6 Months Ended | |
Jul. 30, 2022 $ / shares shares | ||
Number of Shares | ||
Non-Vested Awards Outstanding at Beginning of Period | shares | 368,158 | |
Awards Granted | shares | 225,616 | |
Awards Vested | shares | (105,747) | [1] |
Awards Forfeited | shares | (14,388) | |
Non-Vested Awards Outstanding at End of Period | shares | 473,639 | |
Weighted Average Grant Date Fair Value Per Award | ||
Non-Vested Awards Outstanding at Beginning of Period | $ / shares | $ 233 | |
Awards Granted | $ / shares | 207.82 | |
Awards Vested | $ / shares | 206.68 | [1] |
Awards Forfeited | $ / shares | 227.01 | |
Non-Vested Awards Outstanding at End of Period | $ / shares | $ 227.06 | |
[1] Restricted stock awards vested during the six month period ended July 30, 2022 had a total intrinsic value of $ 21.3 million . |
Award Grant, Vested and Forfe_2
Award Grant, Vested and Forfeiture Transactions (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Jul. 30, 2022 USD ($) | |
Restricted Stock Issuances | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share based compensation awards vested total intrinsic value | $ 21.3 |
Performance Stock Units Transac
Performance Stock Units Transactions (Detail) - Performance Stock Units | 6 Months Ended | |
Jul. 30, 2022 $ / shares shares | ||
Number of Shares | ||
Non-Vested Awards Outstanding at Beginning of Period | shares | 186,436 | |
Awards Granted | shares | 102,047 | [1] |
Awards Vested | shares | (81,440) | [1],[2] |
Awards Forfeited | shares | (8,820) | |
Non-Vested Awards Outstanding at End of Period | shares | 198,223 | |
Weighted Average Grant Date Fair Value Per Award | ||
Non-Vested Awards Outstanding at Beginning of Period | $ / shares | $ 215.90 | |
Awards Granted | $ / shares | 206.36 | [1] |
Awards Vested | $ / shares | 173.84 | [1],[2] |
Awards Forfeited | $ / shares | 224.73 | |
Non-Vested Awards Outstanding at End of Period | $ / shares | $ 227.87 | |
[1] Inclusive of awards distributed in connection with the final settlement of the performance-based stock awards granted in Fiscal 2019. Performance-based stock awards vested during the six month period ended July 30, 2022 had a total intrinsic value of $ 15.4 million. |
Performance Stock Units Trans_2
Performance Stock Units Transactions (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Jul. 30, 2022 USD ($) | |
Performance Shares [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Share based compensation awards vested total intrinsic value | $ 15.4 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Jul. 30, 2022 | Jul. 19, 2022 | Jan. 29, 2022 | Jul. 31, 2021 | Nov. 30, 2005 |
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, outstanding amount | $ 57,500,000 | $ 55,400,000 | $ 65,300,000 | ||
Purchase commitments related to goods or services | 1,059,300,000 | ||||
Death benefits | $ 1,000,000 | ||||
ABL senior secured revolving facility | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, maximum borrowing capacity | $ 650,000,000 | ||||
Guarantee Performance Under Insurance And Utility Agreement | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, outstanding amount | 47,800,000 | 48,400,000 | 46,700,000 | ||
Merchandising Agreement | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, outstanding amount | 9,700,000 | 7,100,000 | 18,600,000 | ||
Letters of Credit | ABL senior secured revolving facility | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, maximum borrowing capacity | $ 842,500,000 | $ 594,600,000 | $ 533,600,000 |