Document and Entity Information
Document and Entity Information | 9 Months Ended |
Nov. 03, 2018shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Nov. 3, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | Q3 |
Trading Symbol | BURL |
Entity Registrant Name | BURLINGTON STORES, INC. |
Entity Central Index Key | 1,579,298 |
Current Fiscal Year End Date | --02-02 |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Common Stock, Shares Outstanding | 67,407,897 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
REVENUES: | ||||
Net sales | $ 1,634,489 | $ 1,438,167 | $ 4,651,568 | $ 4,147,937 |
Type of Revenue [Extensible List] | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember |
Other revenue | $ 6,469 | $ 6,405 | $ 18,840 | $ 17,834 |
Total revenue | 1,640,958 | 1,444,572 | 4,670,408 | 4,165,771 |
COSTS AND EXPENSES: | ||||
Cost of sales | 942,009 | 831,728 | 2,712,165 | 2,436,250 |
Selling, general and administrative expenses | 538,120 | 480,194 | 1,485,545 | 1,338,247 |
Costs related to debt amendments | 2,418 | 2,496 | ||
Stock option modification expense | 26 | 131 | ||
Depreciation and amortization | 53,770 | 50,836 | 161,201 | 147,547 |
Impairment charges - long-lived assets | 988 | |||
Other income - net | (2,336) | (1,362) | (7,708) | (6,948) |
Loss on extinguishment of debt | 462 | 1,823 | ||
Interest expense | 14,460 | 15,351 | 43,563 | 43,409 |
Total costs and expenses | 1,548,903 | 1,376,773 | 4,399,085 | 3,959,624 |
Income before income tax expense | 92,055 | 67,799 | 271,323 | 206,147 |
Income tax expense | 15,206 | 22,920 | 40,929 | 61,998 |
Net income | $ 76,849 | $ 44,879 | $ 230,394 | $ 144,149 |
Net income per common stock - basic | $ 1.15 | $ 0.66 | $ 3.44 | $ 2.10 |
Net income per common stock - diluted | $ 1.12 | $ 0.65 | $ 3.35 | $ 2.04 |
Weighted average number of common stock - basic | 66,780 | 67,694 | 66,885 | 68,611 |
Weighted average number of common stock - diluted | 68,628 | 69,541 | 68,789 | 70,616 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 76,849 | $ 44,879 | $ 230,394 | $ 144,149 |
Interest rate cap contracts: | ||||
Net unrealized gains arising during the period | 232 | 1,144 | 1,204 | 45 |
Reclassification into earnings during the period | 289 | 908 | 1,307 | 2,654 |
Other comprehensive income, net of tax: | 521 | 2,052 | 2,511 | 2,699 |
Total comprehensive income | $ 77,370 | $ 46,931 | $ 232,905 | $ 146,848 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Current assets: | |||
Cash and cash equivalents | $ 85,377 | $ 133,286 | $ 48,080 |
Restricted cash and cash equivalents | 21,882 | 27,800 | 27,800 |
Accounts receivable—net | 86,069 | 71,649 | 78,995 |
Merchandise inventories | 1,056,596 | 752,562 | 903,663 |
Prepaid and other current assets | 148,703 | 115,136 | 91,917 |
Total current assets | 1,398,627 | 1,100,433 | 1,150,455 |
Property and equipment—net | 1,239,483 | 1,134,772 | 1,111,949 |
Tradenames | 238,000 | 238,000 | 238,000 |
Favorable leases—net | 173,149 | 188,947 | 195,374 |
Goodwill | 47,064 | 47,064 | 47,064 |
Deferred tax assets | 5,004 | 6,952 | 7,939 |
Other assets | 105,587 | 96,661 | 92,582 |
Total assets | 3,206,914 | 2,812,829 | 2,843,363 |
Current liabilities: | |||
Accounts payable | 967,236 | 736,252 | 764,563 |
Other current liabilities | 433,360 | 370,215 | 361,170 |
Current maturities of long term debt | 2,800 | 13,164 | 1,942 |
Total current liabilities | 1,403,396 | 1,119,631 | 1,127,675 |
Long term debt | 1,089,114 | 1,113,808 | 1,294,300 |
Other liabilities | 340,866 | 313,130 | 309,848 |
Deferred tax liabilities | 180,155 | 179,486 | 222,073 |
Commitments and contingencies (Note 11) | |||
Stockholders’ equity (deficit): | |||
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: 79,114,834 shares, 78,421,947 shares and 78,314,940 shares, respectively; Outstanding: 67,407,897 shares, 67,871,725 shares and 68,247,877 shares, respectively | 7 | 7 | 7 |
Additional paid-in-capital | 1,497,878 | 1,457,205 | 1,448,347 |
Accumulated deficit | (445,270) | (675,664) | (916,367) |
Accumulated other comprehensive income (loss) | 624 | (1,887) | (4,492) |
Treasury stock, at cost | (859,856) | (692,887) | (638,028) |
Total stockholders' equity (deficit) | 193,383 | 86,774 | (110,533) |
Total liabilities and stockholders' equity (deficit) | $ 3,206,914 | $ 2,812,829 | $ 2,843,363 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
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 | 79,114,834 | 78,421,947 | 78,314,940 |
Common Stock, Shares Outstanding | 67,407,897 | 67,871,725 | 68,247,877 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | ||
OPERATING ACTIVITIES | |||
Net income | $ 230,394 | $ 144,149 | |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation and amortization | 161,201 | 147,547 | |
Impairment charges—long-lived assets | 988 | ||
Amortization of deferred financing costs | 1,262 | 1,897 | |
Accretion of long term debt instruments | 551 | 816 | |
Deferred income taxes | 1,657 | 12,375 | |
Non-cash loss on extinguishment of debt | 1,823 | ||
Non-cash stock compensation expense | [1] | 26,215 | 19,655 |
Non-cash rent | (17,677) | (17,940) | |
Deferred rent incentives | 33,612 | 33,557 | |
Changes in assets and liabilities: | |||
Accounts receivable | (14,292) | (25,894) | |
Merchandise inventories | (304,033) | (201,772) | |
Prepaid and other current assets | (29,178) | (18,513) | |
Accounts payable | 231,325 | 125,067 | |
Other current liabilities | 39,237 | (7,646) | |
Other long term assets and long term liabilities | 9,042 | 581 | |
Other operating activities | 4,214 | 6,629 | |
Net cash provided by operating activities | 375,353 | 221,496 | |
INVESTING ACTIVITIES | |||
Cash paid for property and equipment | (222,501) | (192,491) | |
Lease acquisition costs | (8,543) | ||
Proceeds from insurance recoveries related to property and equipment | 2,602 | 3,069 | |
Other investing activities | 3,152 | 990 | |
Net cash (used in) investing activities | (225,290) | (188,432) | |
FINANCING ACTIVITIES | |||
Purchase of treasury shares | (166,969) | (234,918) | |
Proceeds from stock option exercises | 14,459 | 7,696 | |
Other financing activities | (3,587) | (4,559) | |
Net cash (used in) financing activities | (203,890) | (66,581) | |
(Decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents | (53,827) | (33,517) | |
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period | 161,086 | 109,397 | |
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period | 107,259 | 75,880 | |
Supplemental disclosure of cash flow information: | |||
Interest paid | 41,551 | 36,221 | |
Income tax payments - net | 61,369 | 108,742 | |
Non-cash investing activities: | |||
Accrued purchases of property and equipment | 53,220 | 34,466 | |
Acquisition of capital lease | 13,538 | ||
ABL senior secured revolving facility | |||
Adjustments to reconcile net income to net cash provided by operating activities | |||
Non-cash loss on extinguishment of debt | 200 | ||
FINANCING ACTIVITIES | |||
Proceeds from long term debt | 1,090,100 | 1,124,300 | |
Principal payments on long term debt | (985,100) | $ (959,100) | |
Senior Secured Term B-5 Loans | |||
FINANCING ACTIVITIES | |||
Principal payments on long term debt | $ (152,793) | ||
[1] | The amounts presented in the table above exclude taxes. For the three and nine month periods ended November 3, 2018, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $6.6 million, respectively. For the three and nine month periods ended October 28, 2017, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $5.9 million, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Nov. 03, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation As of November 3, 2018, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), has expanded its store base to 679 retail stores, inclusive of an internet store. 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 February 3, 2018 (Fiscal 2017 10-K). The balance sheet at February 3, 2018 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2017 10-K. Because the Company’s business is seasonal in nature, the operating results for the three and nine month periods ended November 3, 2018 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1 to the Fiscal 2017 10-K, “Summary of Significant Accounting Policies.” 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 ends February 2, 2019 (Fiscal 2018) and is a 52-week fiscal year. The fiscal year ended February 3, 2018 (Fiscal 2017) was a 53-week fiscal year. Weather-Related Incidents During the nine month period ended November 3, 2018, the Company received $8.3 million of insurance proceeds related to weather-related incidents that occurred during Fiscal 2017. These proceeds resulted in a gain on insurance recovery of $1.9 million, which is included in “Other income – net” on the Company’s Condensed Consolidated Statements of Income for the nine month period ended November 3, 2018. The Company allocated $2.6 million of these proceeds to property and equipment, which was included in the line item “Proceeds from insurance recoveries related to property and equipment,” a component of cash flows from investing activities, on the Company’s Condensed Consolidated Statement of Cash Flows for the nine month period ended November 3, 2018. Adopted Accounting Standards Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-09, “Revenue from Contracts with Customers,” which converges revenue recognition under GAAP and International Financial Reporting Standards. The new guidance supersedes most preexisting revenue recognition guidance, and provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted this standard effective February 4, 2018 on a modified retrospective basis. Adoption of the standard did not result in any material change in the timing or amount of revenue recognized as it relates to revenue from point of sale at the registers in our stores, which constitutes more than 99% of the Company’s revenue. The new standard requires the Company’s sales return reserve to be established at the gross sales value with an asset established for the value of the expected merchandise returned. The liability and asset related to the sales return reserve as of November 3, 2018 were $15.7 million and $9.4 million, respectively, and were included in the lines “Other current liabilities” and “Prepaid and other current assets,” respectively, on the Company’s Condensed Consolidated Balance Sheet. Prior period amounts have not been adjusted. As of February 3, 2018 and October 28, 2017, the net sales return reserve was $3.8 million and $5.4 million, respectively, and was included in the line “Other current liabilities” on the Company’s Condensed Consolidated Balance Sheets. The Company records revenue at the time of sale and delivery of merchandise, net of allowances for estimated future returns, which is estimated based on historical return rates. The Company presents sales, net of sales taxes, in its Condensed Consolidated Statements of Income. The Company accounts for layaway sales and leased department revenue in compliance with ASC Topic No. 606 “Revenue from Contracts with Customers” (Topic No. 606). Layaway sales are recognized upon delivery of merchandise to the customer. The amount of cash received upon initiation of the layaway is recorded as a deposit liability in the line item “Other current liabilities” in the Company’s Condensed Consolidated Balance Sheets. Stored value cards (gift cards and store credits issued for merchandise returns) are recorded as a liability at the time of issuance, and the related sale is recorded upon redemption. The Company determines an estimated stored value card breakage rate by continuously evaluating historical redemption data. Breakage income is recognized monthly in proportion to the historical redemption patterns for those stored value cards for which the likelihood of redemption is remote. Cash Flows In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments.” The primary purpose of this ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic. The Company adopted this standard effective February 4, 2018. Adoption of the new guidance did not have a significant impact on the Company’s Condensed Consolidated Financial Statements. In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows: Restricted Cash.” The primary purpose of this ASU is to reduce the diversity in practice that exists in the classification and presentation of changes in restricted cash on the statement of cash flows. This ASU requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard effective February 4, 2018. As a result of adoption, the Company has included $27.8 million of restricted cash and cash equivalents in both the beginning-of-period and end-of-period cash and cash equivalents balances on its Condensed Consolidated Statement of Cash Flows for the nine month period ended October 28, 2017. Hedging Activities In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities.” This ASU eliminates the concept of recognizing periodic hedge ineffectiveness for cash flow and net investment hedges. As a result, changes in fair value for hedging instruments designated as a cash flow or net investment hedge will be recognized as a component of other comprehensive income, regardless of whether or not an economic mismatch exists in the hedging relationship. Additionally, the ASU eliminates the benchmark interest rate concept for variable-rate instruments in cash flow hedges. As a result, the contractually specified interest rate can now be designated as the hedged risk. The Company has elected to adopt the ASU as of February 4, 2018, using a modified retrospective transition method. Adoption of this ASU did not have a significant impact on the Company’s Condensed Consolidated Financial Statements. Pending Accounting Standards Leases In February 2016, the FASB issued ASU 2016-02, “Leases.” The standard’s core principle is to increase transparency and comparability among organizations by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing arrangements. This standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company intends to adopt this ASU as of the beginning of the fiscal year ending February 1, 2020 (Fiscal 2019). The Company plans to apply the changes from the new guidance at the adoption date and recognize a cumulative effect adjustment to retained earnings in the period of adoption, as allowed under ASU 2018-11, “Leases: Targeted Improvements.” The Company intends to make an accounting policy election not to capitalize leases with a term of twelve months or less. The Company intends to elect the transition package of practical expedients, which allows the Company to carry forward for its existing leases: i) the historical lease classification as either operating or capital; ii) assessment of contracts for embedded leases; and iii) capitalization of initial direct costs. Additionally, the Company intends to elect the practical expedients to not separate lease and non-lease components, to not assess whether existing or expired land easements contain a lease, and to employ hindsight when retrospectively determining lease terms for existing leases. The Company has established a cross-functional team, which is continuing to evaluate the impact of the adoption of this guidance on the Company’s consolidated financial statements or notes thereto. While the Company is continuing to evaluate, it expects that this new guidance will result in a significant increase to the assets and liabilities presented on its consolidated balance sheets. Refer to Note 13 to the Company’s Consolidated Financial Statements included in the Fiscal 2017 10-K (entitled “Lease Commitments”) for further detail of the Company’s future minimum lease payments. This guidance is not expected, however, to have a material impact on the Company's liquidity. Intangible Assets On January 26, 2017, the FASB issued ASU 2017-04, “Intangibles—Goodwill and Other: Simplifying the Test for Goodwill Impairment,” which aims to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, goodwill impairment will be measured as the amount by which the carrying value exceeds the fair value. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The new guidance will be effective for annual reporting periods beginning after December 15, 2019, including interim periods. This ASU will be effective for the Company as of the beginning of Fiscal 2020. Early adoption is permitted for annual or interim goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not anticipate that the new guidance will have a significant impact on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” This ASU requires that implementation costs incurred in a hosting arrangement that is a service contract be assessed in accordance with the existing guidance in Subtopic 350-40, “Internal-Use Software.” Accordingly, costs incurred during the preliminary project stage must be expensed as incurred, while costs incurred during the application development stage must be capitalized. Capitalized implementation costs associated with a hosting arrangement that is a service contract must be expensed over the term of the hosting arrangement. Additionally, the new guidance requires that the expense of these capitalized costs be presented in the same line item in the statement of income as the fees associated with the hosting element of the arrangement. The new guidance will be effective for annual reporting periods beginning after December 15, 2019, including interim periods. This ASU will be effective for the Company as of the beginning of Fiscal 2020. Early adoption is permitted for annual or interim periods. While t he Company is still in the process of determining the impact of the adoption of this guidance on its consolidated financial statements or notes thereto, it There were no other new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements during the three and nine month periods ended November 3, 2018, and there were no other new accounting standards or pronouncements that were issued but not yet effective as of November 3, 2018 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective. |
Long Term Debt
Long Term Debt | 9 Months Ended |
Nov. 03, 2018 | |
Debt Disclosure [Abstract] | |
Long Term Debt | 2. Long Term Debt Long term debt consists of: (in thousands) November 3, February 3, October 28, 2018 2018 2017 $1,200,000 senior secured term loan facility (Term B-5 Loans), LIBOR (with a floor of 0.00%) plus 2.00%, matures on November 17, 2024 (a) $ 956,490 $ 1,108,913 $ — $1,200,000 senior secured term loan facility (Term B-4 Loans), LIBOR (with a floor of 0.75%) plus 2.75%, redeemed in full on November 17, 2017 — — 1,112,860 $600,000 ABL senior secured revolving facility, LIBOR plus spread based on average outstanding balance, matures on June 29, 2023 105,000 — 165,200 Capital lease obligations 33,378 21,931 22,531 Unamortized deferred financing costs (2,954 ) (3,872 ) (4,349 ) Total debt 1,091,914 1,126,972 1,296,242 Less: current maturities (2,800 ) (13,164 ) (1,942 ) Long term debt, net of current maturities $ 1,089,114 $ 1,113,808 $ 1,294,300 (a) Prior to November 2, 2018, the interest rate on the Term B-5 Loans was LIBOR (with a floor of 0.75%) plus 2.50%. Term Loan Facility At November 3, 2018 and October 28, 2017, the Company’s borrowing rate related to its senior secured term loan facility 4.3 During June 2018, the Company prepaid $150.0 million on the Term Loan Facility, which offset the mandatory quarterly payments through November 17, 2024. In accordance with ASC Topic No. 470-50, “Debt Modifications and Extinguishments” (Topic No. 470), the Company recognized a non-cash loss on the extinguishment of debt of $1.2 million, representing the write-off of unamortized original issue discount and deferred financing costs, which was recorded in the line item “Loss on extinguishment of debt” in the Company’s Condensed Consolidated Statements of Income for the nine month period ended November 3, 2018. On November 2, 2018 , BCFWC entered into Amendment No. 7 (the Seventh Amendment) to the Term Loan Credit Agreement governing its Term Loan Facility. The Seventh Amendment, among other things, with the LIBOR floor being reduced from 0.75% In accordance with Topic No. 470, the Company recognized a non-cash loss on the extinguishment of debt of $0.5 million, representing the write-off of deferred financing costs and unamortized original issue discount, which was recorded in the line item “Loss on extinguishment of debt” in the Company’s Condensed Consolidated Statements of Income. Also in connection with the Seventh Amendment, the Company incurred fees of $2.4 million, primarily related to legal and placement fees, which were recorded in the line item “Costs related to debt amendments” in the Company’s Condensed Consolidated Statements of Income. ABL Line of Credit On June 29, 2018, BCFWC entered into a Second Amendment (the Second Amendment) to the Second Amended and Restated Credit Agreement, dated September 2, 2011 (the ABL Credit Agreement), governing BCFWC’s existing senior secured asset-based revolving credit facility (the ABL Line of Credit). The Second Amendment, among other things, extended the maturity date from August 13, 2019 to June 29, 2023 and adjusted the pricing grid such that the lower interest rate of 1.25% in the case of LIBOR loans and 0.25% in the case of prime rate loans is applicable so long as the Company maintains at least 40% average daily availability (as opposed to 50%). In connection with its entry into the Second Amendment, and in accordance with Topic No. 470, the Company recognized a non-cash loss on the extinguishment of debt of $0.2 million, representing the write-off of deferred financing costs, which was recorded in the line item “Loss on extinguishment of debt” in the Company’s Condensed Consolidated Statements of Income for the nine month period ended November 3, 2018. At November 3, 2018, the Company had $434.1 million available under the ABL Credit Agreement. The maximum borrowings under the facility during the three and nine month periods ended November 3, 2018 amounted to $265.0 million for both periods. Average borrowings during the three and nine month periods ended November 3, 2018 amounted to $166.5 million and $103.4 million, respectively, at average interest rates of 3.4% for both periods. At October 28, 2017, the Company had $380.6 million available under the ABL Line of Credit. The maximum borrowings under the facility during the three and nine month periods ended October 28, 2017 amounted to $235.5 million for both periods. Average borrowings during the three and nine month periods ended October 28, 2017 amounted to $147.4 million and $86.1 million, respectively, at an average interest rate of 2.7% for both periods. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 9 Months Ended |
Nov. 03, 2018 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | 3. Derivative Instruments and Hedging Activities The Company accounts for derivatives and hedging activities in accordance with ASC Topic No. 815, “Derivatives and Hedging” (Topic No. 815). As required by Topic No. 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 Topic No. 820, “Fair Value Measurements” (Topic No. 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 Topic No. 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’s only derivatives are interest rate cap contracts that are with separate counterparties and are under separate master netting agreements. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. However, as of November 3, 2018, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustment is not significant to the overall valuation of its derivative portfolios. As a result, the Company classifies its derivative valuations in Level 2 of the fair value hierarchy. 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 caps as part of its interest rate risk management strategy. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract. As of November 3, 2018, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk: Interest Rate Derivative Number of Instruments Notional Aggregate Principal Amount Interest Cap Rate Maturity Date Interest rate cap contracts Two $ 800.0 million 1.0% May 31, 2019 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 November 3, 2018 February 3, 2018 October 28, 2017 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Interest rate cap contracts Prepaid and other current assets $ 4,390 Other assets $ 4,543 Other assets $ 340 The following table presents the unrealized gains and losses deferred to accumulated other comprehensive income (loss) resulting from the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Interest Rate Cap Contracts: November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Unrealized gains, before taxes $ 321 $ 1,907 $ 1,665 $ 77 Income tax expense (89 ) (763 ) (461 ) (32 ) Unrealized gains, net of taxes $ 232 $ 1,144 $ 1,204 $ 45 The following table presents information about the reclassification of gains and losses from accumulated other comprehensive income (loss) into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Component of Earnings: November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Interest expense $ 400 $ 1,513 $ 1,807 $ 4,418 Income tax expense (111 ) (605 ) (500 ) (1,764 ) Net income $ 289 $ 908 $ 1,307 $ 2,654 The Company estimates that less than $1.0 million will be reclassified from accumulated other comprehensive income into interest expense during the next twelve months. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Nov. 03, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 4. Accumulated Other Comprehensive Income (Loss) Amounts included in accumulated other comprehensive income (loss) are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive income (loss): (in thousands) Derivative Instruments Balance at February 3, 2018 $ (1,887 ) Unrealized gains, net of related taxes of $0.5 million 1,204 Amount reclassified into earnings, net of related taxes of $0.5 million 1,307 Balance at November 3, 2018 $ 624 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Nov. 03, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 5. Fair Value Measurements The Company accounts for fair value measurements in accordance with Topic No. 820, which defines fair value, establishes a framework for measurement and expands disclosure about fair value measurements. Topic No. 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 3, “Derivative Instruments and Hedging Activities,” for further discussion regarding the fair value of the Company’s interest rate cap contracts. Financial Assets The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of November 3, 2018, February 3, 2018 and October 28, 2017 are summarized below: (in thousands) Fair Value Measurements at November 3, February 3, October 28, 2018 2018 2017 Level 1 Cash equivalents (including restricted cash) $ 22,367 $ 28,283 $ 28,247 Financial Liabilities The fair values of the Company’s financial liabilities are summarized below: (in thousands) November 3, 2018 February 3, 2018 October 28, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Carrying Amount Fair Value Term B-5 Loans $ 956,490 $ 955,892 $ 1,108,913 $ 1,108,913 $ — $ — Term B-4 Loans — — — $ — 1,112,860 1,116,106 ABL senior secured revolving facility 105,000 105,000 — — 165,200 165,200 Total debt $ 1,061,490 $ 1,060,892 $ 1,108,913 $ 1,108,913 $ 1,278,060 $ 1,281,306 Capital lease obligations are excluded from the table above. 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. Borrowings are typically done in increments of 30 days or less. 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. |
Income Taxes
Income Taxes | 9 Months Ended |
Nov. 03, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes Net deferred taxes are as follows: (in thousands) November 3, February 3, October 28, 2018 2018 2017 Deferred tax asset $ 5,004 $ 6,952 $ 7,939 Deferred tax liability 180,155 179,486 222,073 Net deferred tax liability $ 175,151 $ 172,534 $ 214,134 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 November 3, 2018, February 3, 2018 and October 28, 2017, valuation allowances amounted to $9.0 million, $8.4 million and $6.8 million, respectively, related to state tax net operating losses and state tax credit carry-forwards. The Company believes that it is more likely than not that this portion of the benefit of these state tax net operating losses and state tax credit carry-forwards will not be realized. As of November 3, 2018, the Company has a deferred tax asset of $9.0 million related to state net operating losses that expire at various dates between 2018 and 2038. As of November 3, 2018, the Company has a deferred tax asset related to tax credit carry-forwards of $5.9 million, inclusive of $4.3 million of state tax credit carry-forwards, which will begin to expire in 2021, as well as $1.6 million of deferred tax assets recorded for Puerto Rico alternative minimum tax credits that have an indefinite life. The U.S. Tax Cuts and Jobs Act of 2017 (the Tax Act) was signed into law on December 22, 2017. The Tax Act, among other things, lowered the federal statutory rate from 35% to 21%. |
Capital Stock
Capital Stock | 9 Months Ended |
Nov. 03, 2018 | |
Capital Stock [Abstract] | |
Capital Stock | 7. Capital Stock Treasury Stock The Company accounts for treasury stock under the cost method. During the nine month period ended November 3, 2018, the Company acquired 50,699 shares of common stock from employees for approximately $6.9 million to satisfy their minimum statutory tax withholdings related to the vesting of restricted stock 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 Programs On August 16, 2017, the Company’s Board of Directors authorized the repurchase of up to $300 million of common stock, which is authorized to be executed through August 2019. On August 15, 2018, the Company’s Board of Directors authorized the repurchase of up to an additional $300 million of common stock. This new repurchase program, which is in addition to the share repurchase program approved by the Company’s Board of Directors in August 2017, is authorized to be executed through August 2020. These repurchase programs are funded using the Company’s available cash and borrowings under the ABL Line of Credit. During the nine month period ended November 3, 2018, the Company repurchased 1,106,016 shares of its common stock for $160.0 million, inclusive of commissions, under its share 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 November 3, 2018, the Company had $357.1 million remaining under its share repurchase authorizations. |
Net Income Per Share
Net Income Per Share | 9 Months Ended |
Nov. 03, 2018 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 8. Net Income Per Share Basic net income per share is calculated by dividing net income by the weighted-average number of common shares outstanding. Dilutive 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. The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Nine Months Ended November 3, October 28, November 3, October 28, 2018 2017 2018 2017 Basic net income per share Net income $ 76,849 $ 44,879 $ 230,394 $ 144,149 Weighted average number of common shares – basic 66,780 67,694 66,885 68,611 Net income per common share – basic $ 1.15 $ 0.66 $ 3.44 $ 2.10 Diluted net income per share Net income $ 76,849 $ 44,879 $ 230,394 $ 144,149 Shares for basic and diluted net income per share: Weighted average number of common shares – basic 66,780 67,694 66,885 68,611 Assumed exercise of stock options and vesting of restricted stock 1,848 1,847 1,904 2,005 Weighted average number of common shares – diluted 68,628 69,541 68,789 70,616 Net income per common share – diluted $ 1.12 $ 0.65 $ 3.35 $ 2.04 Approximately 485,000 and 400,000 shares were excluded from diluted net income per share for the three and nine month periods ended November 3, 2018, respectively, since their effect was anti-dilutive. Approximately 325,000 and 170,000 shares were excluded from diluted net income per share for the three and nine month periods ended October 28, 2017, respectively, since their effect was anti-dilutive. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Nov. 03, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 9. Stock-Based Compensation As of November 3, 2018, there were 4,213,333 Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Nine Months Ended November 3, October 28, November 3, October 28, Type of Non-Cash Stock Compensation 2018 2017 2018 2017 Restricted stock grants (a) $ 5,002 $ 4,189 $ 14,076 $ 11,622 Stock option grants (a) 4,464 2,955 12,139 7,910 Stock option modification (b) — 24 — 123 Total (c) $ 9,466 $ 7,168 $ 26,215 $ 19,655 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (b) Represents non-cash compensation related to the May 2013 stock option modification, which became fully expensed during Fiscal 2017. Amounts are included in the line item “Stock option modification expense” in the Company’s Condensed Consolidated Statements of Income. The Company does not expect to recognize any additional compensation expense related to the modification. (c) The amounts presented in the table above exclude taxes. For the three and nine month periods ended November 3, 2018, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $6.6 million, respectively. For the three and nine month periods ended October 28, 2017, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $5.9 million, respectively. Stock Options Stock option transactions during the nine month period ended November 3, 2018 are summarized as follows: Number of Shares Weighted Average Exercise Price Per Share Options outstanding, February 3, 2018 2,579,831 $ 39.79 Options granted 502,209 135.36 Options exercised (a) (567,485 ) 25.48 Options forfeited (42,366 ) 62.47 Options outstanding, November 3, 2018 2,472,189 $ 62.10 (a) Options exercised during the nine month period ended November 3, 2018 had a total intrinsic value of $ 70.3 The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of November 3, 2018: Options Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) Vested and expected to vest 2,472,189 7.0 $ 62.10 $ 274.6 The fair value of each stock option granted during the nine month period ended November 3, 2018 was estimated using the Black Scholes option pricing model using the following assumptions: Nine Months Ended November 3, 2018 Risk-free interest rate 2.13% - 3.00% Expected volatility 32% - 34% Expected life (years) 5.92 - 6.25 Contractual life (years) 10.0 Expected dividend yield 0.0% Weighted average grant date fair value of options issued $ 50.66 The expected dividend yield was based on the Company’s expectation of not paying dividends in the near term. Since the Company completed its initial public offering in October 2013, it does not have sufficient history as a publicly traded company to evaluate its volatility factor. As such, the expected stock price volatility is based upon the historical volatility of the stock price over the expected life of the options of peer companies that are publicly traded. 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 nine month period ended November 3, 2018, 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 Awards Restricted stock transactions during the nine month period ended November 3, 2018 are summarized as follows: Number of Shares Weighted Average Grant Date Fair Value Per Awards Non-vested awards outstanding, February 3, 2018 748,894 $ 66.99 Awards granted 142,241 135.84 Awards vested (a) (158,262 ) 62.49 Awards forfeited (16,839 ) 87.60 Non-vested awards outstanding, November 3, 2018 716,034 81.17 (a) Restricted stock awards vested during the nine month period ended November 3, 2018 had a total intrinsic value of $ 21.7 The fair value of each share of restricted stock granted during Fiscal 2018 was based upon the closing price of the Company’s common stock on the grant date |
Other Liabilities
Other Liabilities | 9 Months Ended |
Nov. 03, 2018 | |
Other Liabilities Disclosure [Abstract] | |
Other Liabilities | 10. Other Liabilities The line item “Other liabilities” on the Company’s condensed Consolidated Balance Sheets primarily consists of deferred lease incentives, the long term portion of self-insurance reserves, the excess of straight-line rent expense over actual rental payments and tax liabilities associated with the uncertain tax positions recognized by the Company in accordance with ASC Topic No. 740, “Income Taxes.” Deferred lease incentives are funds received or receivable from landlords used primarily to offset costs incurred for leasehold improvements and fixturing of new and remodeled stores. These deferred lease incentives are amortized over the expected lease term including rent holiday periods and option periods, where the exercise of the option can be reasonably assured. Amortization of deferred lease incentives is included in the line item “Selling, general and administrative expenses” on the Company’s Condensed Consolidated Statements of Income. At November 3, 2018, February 3, 2018 and October 28, 2017, deferred lease incentives were $217.2 million, $206.0 million and $200.0 million, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Nov. 03, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies Legal The Company establishes accruals relating to legal claims in connection with litigation to which the Company is party from time to time in the ordinary course of business. Like many retailers, the Company has been named in class or collective actions on behalf of various groups alleging violations of federal and state wage and hour and other labor statutes, and alleged violation of state consumer and/or privacy protection and other statutes. In the normal course of business, we are also party to various other lawsuits and regulatory proceedings including, among others, commercial, product, product safety, employee, customer, intellectual property 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. To determine the likelihood of a loss and/or the measurement of any loss can be complex. Consequently, we are unable to estimate the range of reasonably possible loss in excess of amounts accrued. The Company’s assessments are based on estimates and assumptions that have been deemed reasonable by management, but the assessment process relies heavily on estimates and assumptions that may prove to be incomplete or inaccurate, and unanticipated events and circumstances may occur that might cause us to change those estimates and assumptions. 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. Lease Agreements The Company enters into lease agreements during the ordinary course of business in order to secure favorable store locations. The Company’s minimum lease payments for all operating leases are expected to be $ 92.2 389.3 84.4 281.9 417.2 56 Letters of Credit The Company had letter of credit arrangements with various banks in the aggregate amount of $ 60.9 44.5 16.4 434.1 Purchase Commitments The Company had $ 1,049.2 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. |
Related Parties
Related Parties | 9 Months Ended |
Nov. 03, 2018 | |
Related Party Transactions [Abstract] | |
Related Parties | 12. Related Parties The brother-in-law of one of the Company’s Executive Vice Presidents is an independent sales representative of one of the Company’s suppliers of merchandise inventory. This relationship predated the commencement of the Executive Vice President’s employment with the Company. The Company has determined that the dollar amount of purchases through such supplier represents an insignificant amount of its inventory purchases. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Nov. 03, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation As of November 3, 2018, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), has expanded its store base to 679 retail stores, inclusive of an internet store. 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 February 3, 2018 (Fiscal 2017 10-K). The balance sheet at February 3, 2018 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2017 10-K. Because the Company’s business is seasonal in nature, the operating results for the three and nine month periods ended November 3, 2018 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1 to the Fiscal 2017 10-K, “Summary of Significant Accounting Policies.” |
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 ends February 2, 2019 (Fiscal 2018) and is a 52-week fiscal year. The fiscal year ended February 3, 2018 (Fiscal 2017) was a 53-week fiscal year. |
Weather-Related Incidents | Weather-Related Incidents During the nine month period ended November 3, 2018, the Company received $8.3 million of insurance proceeds related to weather-related incidents that occurred during Fiscal 2017. These proceeds resulted in a gain on insurance recovery of $1.9 million, which is included in “Other income – net” on the Company’s Condensed Consolidated Statements of Income for the nine month period ended November 3, 2018. The Company allocated $2.6 million of these proceeds to property and equipment, which was included in the line item “Proceeds from insurance recoveries related to property and equipment,” a component of cash flows from investing activities, on the Company’s Condensed Consolidated Statement of Cash Flows for the nine month period ended November 3, 2018. |
Adopted Accounting Standards | Adopted Accounting Standards Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-09, “Revenue from Contracts with Customers,” which converges revenue recognition under GAAP and International Financial Reporting Standards. The new guidance supersedes most preexisting revenue recognition guidance, and provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted this standard effective February 4, 2018 on a modified retrospective basis. Adoption of the standard did not result in any material change in the timing or amount of revenue recognized as it relates to revenue from point of sale at the registers in our stores, which constitutes more than 99% of the Company’s revenue. The new standard requires the Company’s sales return reserve to be established at the gross sales value with an asset established for the value of the expected merchandise returned. The liability and asset related to the sales return reserve as of November 3, 2018 were $15.7 million and $9.4 million, respectively, and were included in the lines “Other current liabilities” and “Prepaid and other current assets,” respectively, on the Company’s Condensed Consolidated Balance Sheet. Prior period amounts have not been adjusted. As of February 3, 2018 and October 28, 2017, the net sales return reserve was $3.8 million and $5.4 million, respectively, and was included in the line “Other current liabilities” on the Company’s Condensed Consolidated Balance Sheets. The Company records revenue at the time of sale and delivery of merchandise, net of allowances for estimated future returns, which is estimated based on historical return rates. The Company presents sales, net of sales taxes, in its Condensed Consolidated Statements of Income. The Company accounts for layaway sales and leased department revenue in compliance with ASC Topic No. 606 “Revenue from Contracts with Customers” (Topic No. 606). Layaway sales are recognized upon delivery of merchandise to the customer. The amount of cash received upon initiation of the layaway is recorded as a deposit liability in the line item “Other current liabilities” in the Company’s Condensed Consolidated Balance Sheets. Stored value cards (gift cards and store credits issued for merchandise returns) are recorded as a liability at the time of issuance, and the related sale is recorded upon redemption. The Company determines an estimated stored value card breakage rate by continuously evaluating historical redemption data. Breakage income is recognized monthly in proportion to the historical redemption patterns for those stored value cards for which the likelihood of redemption is remote. Cash Flows In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments.” The primary purpose of this ASU is to reduce the diversity in practice that has resulted from the lack of consistent principles on this topic. The Company adopted this standard effective February 4, 2018. Adoption of the new guidance did not have a significant impact on the Company’s Condensed Consolidated Financial Statements. In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows: Restricted Cash.” The primary purpose of this ASU is to reduce the diversity in practice that exists in the classification and presentation of changes in restricted cash on the statement of cash flows. This ASU requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The Company adopted this standard effective February 4, 2018. As a result of adoption, the Company has included $27.8 million of restricted cash and cash equivalents in both the beginning-of-period and end-of-period cash and cash equivalents balances on its Condensed Consolidated Statement of Cash Flows for the nine month period ended October 28, 2017. Hedging Activities In August 2017, the FASB issued ASU 2017-12, “Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities.” This ASU eliminates the concept of recognizing periodic hedge ineffectiveness for cash flow and net investment hedges. As a result, changes in fair value for hedging instruments designated as a cash flow or net investment hedge will be recognized as a component of other comprehensive income, regardless of whether or not an economic mismatch exists in the hedging relationship. Additionally, the ASU eliminates the benchmark interest rate concept for variable-rate instruments in cash flow hedges. As a result, the contractually specified interest rate can now be designated as the hedged risk. The Company has elected to adopt the ASU as of February 4, 2018, using a modified retrospective transition method. Adoption of this ASU did not have a significant impact on the Company’s Condensed Consolidated Financial Statements. |
Pending Accounting Standards | Pending Accounting Standards Leases In February 2016, the FASB issued ASU 2016-02, “Leases.” The standard’s core principle is to increase transparency and comparability among organizations by recognizing lease assets and liabilities on the balance sheet and disclosing key information about leasing arrangements. This standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company intends to adopt this ASU as of the beginning of the fiscal year ending February 1, 2020 (Fiscal 2019). The Company plans to apply the changes from the new guidance at the adoption date and recognize a cumulative effect adjustment to retained earnings in the period of adoption, as allowed under ASU 2018-11, “Leases: Targeted Improvements.” The Company intends to make an accounting policy election not to capitalize leases with a term of twelve months or less. The Company intends to elect the transition package of practical expedients, which allows the Company to carry forward for its existing leases: i) the historical lease classification as either operating or capital; ii) assessment of contracts for embedded leases; and iii) capitalization of initial direct costs. Additionally, the Company intends to elect the practical expedients to not separate lease and non-lease components, to not assess whether existing or expired land easements contain a lease, and to employ hindsight when retrospectively determining lease terms for existing leases. The Company has established a cross-functional team, which is continuing to evaluate the impact of the adoption of this guidance on the Company’s consolidated financial statements or notes thereto. While the Company is continuing to evaluate, it expects that this new guidance will result in a significant increase to the assets and liabilities presented on its consolidated balance sheets. Refer to Note 13 to the Company’s Consolidated Financial Statements included in the Fiscal 2017 10-K (entitled “Lease Commitments”) for further detail of the Company’s future minimum lease payments. This guidance is not expected, however, to have a material impact on the Company's liquidity. Intangible Assets On January 26, 2017, the FASB issued ASU 2017-04, “Intangibles—Goodwill and Other: Simplifying the Test for Goodwill Impairment,” which aims to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, goodwill impairment will be measured as the amount by which the carrying value exceeds the fair value. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The new guidance will be effective for annual reporting periods beginning after December 15, 2019, including interim periods. This ASU will be effective for the Company as of the beginning of Fiscal 2020. Early adoption is permitted for annual or interim goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not anticipate that the new guidance will have a significant impact on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” This ASU requires that implementation costs incurred in a hosting arrangement that is a service contract be assessed in accordance with the existing guidance in Subtopic 350-40, “Internal-Use Software.” Accordingly, costs incurred during the preliminary project stage must be expensed as incurred, while costs incurred during the application development stage must be capitalized. Capitalized implementation costs associated with a hosting arrangement that is a service contract must be expensed over the term of the hosting arrangement. Additionally, the new guidance requires that the expense of these capitalized costs be presented in the same line item in the statement of income as the fees associated with the hosting element of the arrangement. The new guidance will be effective for annual reporting periods beginning after December 15, 2019, including interim periods. This ASU will be effective for the Company as of the beginning of Fiscal 2020. Early adoption is permitted for annual or interim periods. While t he Company is still in the process of determining the impact of the adoption of this guidance on its consolidated financial statements or notes thereto, it There were no other new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements during the three and nine month periods ended November 3, 2018, and there were no other new accounting standards or pronouncements that were issued but not yet effective as of November 3, 2018 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective. |
Long Term Debt (Tables)
Long Term Debt (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long term debt consists of: (in thousands) November 3, February 3, October 28, 2018 2018 2017 $1,200,000 senior secured term loan facility (Term B-5 Loans), LIBOR (with a floor of 0.00%) plus 2.00%, matures on November 17, 2024 (a) $ 956,490 $ 1,108,913 $ — $1,200,000 senior secured term loan facility (Term B-4 Loans), LIBOR (with a floor of 0.75%) plus 2.75%, redeemed in full on November 17, 2017 — — 1,112,860 $600,000 ABL senior secured revolving facility, LIBOR plus spread based on average outstanding balance, matures on June 29, 2023 105,000 — 165,200 Capital lease obligations 33,378 21,931 22,531 Unamortized deferred financing costs (2,954 ) (3,872 ) (4,349 ) Total debt 1,091,914 1,126,972 1,296,242 Less: current maturities (2,800 ) (13,164 ) (1,942 ) Long term debt, net of current maturities $ 1,089,114 $ 1,113,808 $ 1,294,300 (a) Prior to November 2, 2018, the interest rate on the Term B-5 Loans was LIBOR (with a floor of 0.75%) plus 2.50%. |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
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 November 3, 2018 February 3, 2018 October 28, 2017 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Interest rate cap contracts Prepaid and other current assets $ 4,390 Other assets $ 4,543 Other assets $ 340 |
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Income (Loss) | The following table presents the unrealized gains and losses deferred to accumulated other comprehensive income (loss) resulting from the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Interest Rate Cap Contracts: November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Unrealized gains, before taxes $ 321 $ 1,907 $ 1,665 $ 77 Income tax expense (89 ) (763 ) (461 ) (32 ) Unrealized gains, net of taxes $ 232 $ 1,144 $ 1,204 $ 45 |
Reclassification of Gains and Losses from Accumulated Other Comprehensive Income (Loss) into Earnings | The following table presents information about the reclassification of gains and losses from accumulated other comprehensive income (loss) into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Nine Months Ended Component of Earnings: November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Interest expense $ 400 $ 1,513 $ 1,807 $ 4,418 Income tax expense (111 ) (605 ) (500 ) (1,764 ) Net income $ 289 $ 908 $ 1,307 $ 2,654 |
Derivatives Designated as Hedging Instruments | |
Outstanding Interest Rate Derivatives in Qualifying Hedging Relationships | As of November 3, 2018, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk: Interest Rate Derivative Number of Instruments Notional Aggregate Principal Amount Interest Cap Rate Maturity Date Interest rate cap contracts Two $ 800.0 million 1.0% May 31, 2019 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income (Loss) | The following table details the changes in accumulated other comprehensive income (loss): (in thousands) Derivative Instruments Balance at February 3, 2018 $ (1,887 ) Unrealized gains, net of related taxes of $0.5 million 1,204 Amount reclassified into earnings, net of related taxes of $0.5 million 1,307 Balance at November 3, 2018 $ 624 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
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 November 3, 2018, February 3, 2018 and October 28, 2017 are summarized below: (in thousands) Fair Value Measurements at November 3, February 3, October 28, 2018 2018 2017 Level 1 Cash equivalents (including restricted cash) $ 22,367 $ 28,283 $ 28,247 |
Fair Values of Financial Liabilities | The fair values of the Company’s financial liabilities are summarized below: (in thousands) November 3, 2018 February 3, 2018 October 28, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Carrying Amount Fair Value Term B-5 Loans $ 956,490 $ 955,892 $ 1,108,913 $ 1,108,913 $ — $ — Term B-4 Loans — — — $ — 1,112,860 1,116,106 ABL senior secured revolving facility 105,000 105,000 — — 165,200 165,200 Total debt $ 1,061,490 $ 1,060,892 $ 1,108,913 $ 1,108,913 $ 1,278,060 $ 1,281,306 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
Income Tax Disclosure [Abstract] | |
Net Deferred Taxes | Net deferred taxes are as follows: (in thousands) November 3, February 3, October 28, 2018 2018 2017 Deferred tax asset $ 5,004 $ 6,952 $ 7,939 Deferred tax liability 180,155 179,486 222,073 Net deferred tax liability $ 175,151 $ 172,534 $ 214,134 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
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 Nine Months Ended November 3, October 28, November 3, October 28, 2018 2017 2018 2017 Basic net income per share Net income $ 76,849 $ 44,879 $ 230,394 $ 144,149 Weighted average number of common shares – basic 66,780 67,694 66,885 68,611 Net income per common share – basic $ 1.15 $ 0.66 $ 3.44 $ 2.10 Diluted net income per share Net income $ 76,849 $ 44,879 $ 230,394 $ 144,149 Shares for basic and diluted net income per share: Weighted average number of common shares – basic 66,780 67,694 66,885 68,611 Assumed exercise of stock options and vesting of restricted stock 1,848 1,847 1,904 2,005 Weighted average number of common shares – diluted 68,628 69,541 68,789 70,616 Net income per common share – diluted $ 1.12 $ 0.65 $ 3.35 $ 2.04 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Non-Cash Stock Compensation Expense | Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Nine Months Ended November 3, October 28, November 3, October 28, Type of Non-Cash Stock Compensation 2018 2017 2018 2017 Restricted stock grants (a) $ 5,002 $ 4,189 $ 14,076 $ 11,622 Stock option grants (a) 4,464 2,955 12,139 7,910 Stock option modification (b) — 24 — 123 Total (c) $ 9,466 $ 7,168 $ 26,215 $ 19,655 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. (b) Represents non-cash compensation related to the May 2013 stock option modification, which became fully expensed during Fiscal 2017. Amounts are included in the line item “Stock option modification expense” in the Company’s Condensed Consolidated Statements of Income. The Company does not expect to recognize any additional compensation expense related to the modification. (c) The amounts presented in the table above exclude taxes. For the three and nine month periods ended November 3, 2018, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $6.6 million, respectively. For the three and nine month periods ended October 28, 2017, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $5.9 million, respectively. |
Stock Option Transactions | Stock option transactions during the nine month period ended November 3, 2018 are summarized as follows: Number of Shares Weighted Average Exercise Price Per Share Options outstanding, February 3, 2018 2,579,831 $ 39.79 Options granted 502,209 135.36 Options exercised (a) (567,485 ) 25.48 Options forfeited (42,366 ) 62.47 Options outstanding, November 3, 2018 2,472,189 $ 62.10 (a) Options exercised during the nine month period ended November 3, 2018 had a total intrinsic value of $ 70.3 |
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 November 3, 2018: Options Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) Vested and expected to vest 2,472,189 7.0 $ 62.10 $ 274.6 |
Weighted Average Assumptions Used to Estimate Fair Value of Each Stock Option Granted | The fair value of each stock option granted during the nine month period ended November 3, 2018 was estimated using the Black Scholes option pricing model using the following assumptions: Nine Months Ended November 3, 2018 Risk-free interest rate 2.13% - 3.00% Expected volatility 32% - 34% Expected life (years) 5.92 - 6.25 Contractual life (years) 10.0 Expected dividend yield 0.0% Weighted average grant date fair value of options issued $ 50.66 |
Award Grant and Vesting Transactions | Restricted stock transactions during the nine month period ended November 3, 2018 are summarized as follows: Number of Shares Weighted Average Grant Date Fair Value Per Awards Non-vested awards outstanding, February 3, 2018 748,894 $ 66.99 Awards granted 142,241 135.84 Awards vested (a) (158,262 ) 62.49 Awards forfeited (16,839 ) 87.60 Non-vested awards outstanding, November 3, 2018 716,034 81.17 (a) Restricted stock awards vested during the nine month period ended November 3, 2018 had a total intrinsic value of $ 21.7 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 9 Months Ended | |||
Nov. 03, 2018USD ($)Store | Feb. 03, 2018USD ($) | Oct. 28, 2017USD ($) | Jan. 28, 2017USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Number of stores | Store | 679 | |||
Restricted cash and cash equivalents | $ 21,882 | $ 27,800 | $ 27,800 | $ 27,800 |
Other Current Liabilities | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Sales return reserve | 15,700 | $ 3,800 | $ 5,400 | |
Prepaid and Other Current Assets | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Merchandise return asset | 9,400 | |||
Weather Related Incidents | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Insurance proceeds | 8,300 | |||
Weather Related Incidents | Property and Equipment | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Insurance proceeds | 2,600 | |||
Weather Related Incidents | Other Income Net | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Gain on insurance recovery | $ 1,900 | |||
ASU 2014-09 | Stores | Minimum | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Percentage of revenue recognized | 99.00% |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | |
Debt Instrument [Line Items] | ||||
Capital lease obligations | $ 33,378 | $ 21,931 | $ 22,531 | |
Unamortized deferred financing costs | (2,954) | (3,872) | (4,349) | |
Total debt | 1,091,914 | 1,126,972 | 1,296,242 | |
Less: current maturities | (2,800) | (13,164) | (1,942) | |
Long term debt, net of current maturities | 1,089,114 | 1,113,808 | 1,294,300 | |
Senior Secured Term B-5 Loan | ||||
Debt Instrument [Line Items] | ||||
Long Term Debt | [1] | 956,490 | $ 1,108,913 | |
Senior Secured Term B-4 Loans | ||||
Debt Instrument [Line Items] | ||||
Long Term Debt | 1,112,860 | |||
ABL senior secured revolving facility | ||||
Debt Instrument [Line Items] | ||||
Long Term Debt | $ 105,000 | $ 165,200 | ||
[1] | Prior to November 2, 2018, the interest rate on the Term B-5 Loans was LIBOR (with a floor of 0.75%) plus 2.50%. |
Long-Term Debt (Parenthetical)
Long-Term Debt (Parenthetical) (Detail) - USD ($) $ in Thousands | Nov. 01, 2018 | Jun. 29, 2018 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 |
Senior Secured Term B-5 Loan | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, maturity date | Nov. 17, 2024 | Nov. 17, 2024 | Nov. 17, 2024 | ||
Long-Term Debt, face amount | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | ||
Senior Secured Term B-4 Loans | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, face amount | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | ||
Long-Term Debt, redemption date | Nov. 17, 2017 | Nov. 17, 2017 | Nov. 17, 2017 | ||
ABL senior secured revolving facility | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, maturity date | Aug. 13, 2019 | Jun. 29, 2023 | Jun. 29, 2023 | Jun. 29, 2023 | |
Long-Term Debt, face amount | $ 600,000 | $ 600,000 | $ 600,000 | ||
London Interbank Offered Rate Floor | Senior Secured Term B-5 Loan | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, interest rate | 0.75% | 0.00% | 0.00% | 0.00% | |
London Interbank Offered Rate Floor | Senior Secured Term B-4 Loans | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, interest rate | 0.75% | 0.75% | 0.75% | ||
London Interbank Offered Rate (LIBOR) | Senior Secured Term B-5 Loan | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, interest rate | 2.50% | 2.00% | 2.00% | 2.00% | |
London Interbank Offered Rate (LIBOR) | Senior Secured Term B-4 Loans | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, interest rate | 2.75% | 2.75% | 2.75% | ||
London Interbank Offered Rate (LIBOR) | ABL senior secured revolving facility | |||||
Debt Instrument [Line Items] | |||||
Long-Term Debt, interest rate | 1.25% |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Nov. 02, 2018 | Nov. 01, 2018 | Jun. 29, 2018 | Jun. 30, 2018 | Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 |
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ (462,000) | $ (1,823,000) | |||||||
Costs related to debt amendments | $ 2,418,000 | $ 2,496,000 | |||||||
Term Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-Term Debt, payment | $ 150,000,000 | ||||||||
Debt instrument frequency of periodic payments | quarterly | ||||||||
Loss on extinguishment of debt | $ (500,000) | $ (1,200,000) | |||||||
Percentage of lender fee equal to aggregate principal amount | 0.125% | ||||||||
Costs related to debt amendments | $ 2,400,000 | ||||||||
Term Loan Facility | Prime Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, interest rate | 1.00% | 1.50% | |||||||
Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, interest rate | 2.00% | 2.50% | |||||||
Term Loan Facility | London Interbank Offered Rate Floor | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, interest rate | 0.00% | 0.75% | |||||||
Senior Secured Term Loan Facilities | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowing, interest rate | 4.30% | 4.00% | 4.30% | 4.00% | |||||
ABL senior secured revolving facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ (200,000) | ||||||||
Debt instrument maturity date | Aug. 13, 2019 | Jun. 29, 2023 | Jun. 29, 2023 | Jun. 29, 2023 | |||||
Line of Credit Facility, amount available | $ 434,100,000 | $ 380,600,000 | $ 434,100,000 | $ 380,600,000 | |||||
Line of Credit Facility, maximum amount outstanding during period | 265,000,000 | 235,500,000 | 265,000,000 | 235,500,000 | |||||
Line of Credit Facility, Average borrowings | $ 166,500,000 | $ 147,400,000 | $ 103,400,000 | $ 86,100,000 | |||||
Line of Credit Facility, Average interest rate | 3.40% | 2.70% | 3.40% | 2.70% | |||||
ABL senior secured revolving facility | Previously Reported | |||||||||
Debt Instrument [Line Items] | |||||||||
Daily minimum average available credit facility percentage | 50.00% | ||||||||
ABL senior secured revolving facility | Restated | |||||||||
Debt Instrument [Line Items] | |||||||||
Daily minimum average available credit facility percentage | 40.00% | ||||||||
ABL senior secured revolving facility | Prime Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, interest rate | 0.25% | ||||||||
ABL senior secured revolving facility | London Interbank Offered Rate (LIBOR) | |||||||||
Debt Instrument [Line Items] | |||||||||
Line of Credit Facility, interest rate | 1.25% |
Outstanding Interest Rate Deriv
Outstanding Interest Rate Derivatives in Qualifying Hedging Relationships (Detail) - Cash Flow Hedging - Derivatives Designated as Hedging Instruments - Interest Rate Cap Contract One | 9 Months Ended |
Nov. 03, 2018USD ($)Derivative | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Number of Instruments | Derivative | 2 |
Notional Aggregate Principal Amount | $ | $ 800,000,000 |
Interest Cap Rate | 1.00% |
Maturity Date | May 31, 2019 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities (Detail) - Interest rate cap - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Prepaid and Other Current Assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Designated as Hedging Instruments Interest Rate Cap Contracts, Asset at Fair Value | $ 4,390 | ||
Other Assets | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Designated as Hedging Instruments Interest Rate Cap Contracts, Asset at Fair Value | $ 4,543 | $ 340 |
Summary of Unrealized Gains and
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
Derivative Instruments Gain Loss [Line Items] | ||||
Unrealized gains, net of taxes | $ 232 | $ 1,144 | $ 1,204 | $ 45 |
Derivatives Designated as Hedging Instruments | Interest rate cap | ||||
Derivative Instruments Gain Loss [Line Items] | ||||
Unrealized gains, before taxes | 321 | 1,907 | 1,665 | 77 |
Income tax expense | (89) | (763) | (461) | (32) |
Unrealized gains, net of taxes | $ 232 | $ 1,144 | $ 1,204 | $ 45 |
Reclassification of Gains and L
Reclassification of Gains and Losses from Accumulated Other Comprehensive Income (Loss) into Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | ||||
Interest expense | $ (14,460) | $ (15,351) | $ (43,563) | $ (43,409) |
Income tax expense | (15,206) | (22,920) | (40,929) | (61,998) |
Net income | 76,849 | 44,879 | 230,394 | 144,149 |
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 | ||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | ||||
Interest expense | 400 | 1,513 | 1,807 | 4,418 |
Income tax expense | (111) | (605) | (500) | (1,764) |
Net income | $ 289 | $ 908 | $ 1,307 | $ 2,654 |
Derivative Instruments And He_4
Derivative Instruments And Hedging Activities - Additional Information (Detail) $ in Millions | Nov. 03, 2018USD ($) |
Interest rate cap | Maximum | |
Derivative [Line Items] | |
Amounts reported in Accumulated Other Comprehensive Income to be reclassified to interest expense, during the next twelve months | $ 1 |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income (Loss) (Detail) $ in Thousands | 9 Months Ended |
Nov. 03, 2018USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at beginning of period | $ 86,774 |
Balance at end of period | 193,383 |
Derivative Instruments | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at beginning of period | (1,887) |
Unrealized gains, net of related taxes of $0.5 million | 1,204 |
Amount reclassified into earnings, net of related taxes of $0.5 million | 1,307 |
Balance at end of period | $ 624 |
Changes in Accumulated Other _2
Changes in Accumulated Other Comprehensive Income (Loss) (Parenthetical) (Detail) - Derivative Instruments $ in Millions | 9 Months Ended |
Nov. 03, 2018USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Unrealized gains on Interest Rate Cap Contracts, Tax | $ 0.5 |
Amount reclassified into earnings on Interest Rate Cap Contracts, Tax | $ 0.5 |
Fair Values of Financial Assets
Fair Values of Financial Assets and Hierarchy of Level of Inputs (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Fair Value, Inputs, Level 1 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents (including restricted cash) | $ 22,367 | $ 28,283 | $ 28,247 |
Fair Values of Financial Liabil
Fair Values of Financial Liabilities (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Long-Term Debt, Carrying Amount | $ 1,061,490 | $ 1,108,913 | $ 1,278,060 |
Long-Term Debt, Fair Value | 1,060,892 | 1,108,913 | 1,281,306 |
Term B-5 Loans | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Long-Term Debt, Carrying Amount | 956,490 | 1,108,913 | |
Long-Term Debt, Fair Value | 955,892 | $ 1,108,913 | |
Term B-4 Loans | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Long-Term Debt, Carrying Amount | 1,112,860 | ||
Long-Term Debt, Fair Value | 1,116,106 | ||
ABL senior secured revolving facility | |||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | |||
Long-Term Debt, Carrying Amount | 105,000 | 165,200 | |
Long-Term Debt, Fair Value | $ 105,000 | $ 165,200 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | 9 Months Ended |
Nov. 03, 2018 | |
Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Borrowings increments number of days | 30 days |
Net Deferred Taxes (Detail)
Net Deferred Taxes (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Income Tax Disclosure [Abstract] | |||
Deferred tax asset | $ 5,004 | $ 6,952 | $ 7,939 |
Deferred tax liability | 180,155 | 179,486 | 222,073 |
Net deferred tax liability | $ 175,151 | $ 172,534 | $ 214,134 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | |
Income Tax Disclosure [Line Items] | |||
Valuation allowances | $ 9 | $ 8.4 | $ 6.8 |
Deferred tax asset for net operating loss | $ 9 | ||
Statutory corporate income tax rate | 21.00% | ||
Maximum | |||
Income Tax Disclosure [Line Items] | |||
Statutory corporate income tax rate | 35.00% | ||
Puerto Rico | |||
Income Tax Disclosure [Line Items] | |||
Tax credit carryforwards | $ 5.9 | ||
Amount of alternative minimum tax credits | $ 1.6 | ||
Alternative minimum tax credits, expiration life | indefinite life | ||
State and local jurisdiction | |||
Income Tax Disclosure [Line Items] | |||
Tax credit carryforwards | $ 4.3 | ||
Tax credit expiration period | 2,021 | ||
State and local jurisdiction | Earliest tax year | |||
Income Tax Disclosure [Line Items] | |||
Net operating losses subject to expiration year | 2,018 | ||
State and local jurisdiction | Latest tax year | |||
Income Tax Disclosure [Line Items] | |||
Net operating losses subject to expiration year | 2,038 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - USD ($) | Aug. 15, 2018 | Aug. 16, 2017 | Nov. 03, 2018 |
Statement Equity Components [Line Items] | |||
Shares Used for Tax Withholdings (in shares) | 50,699 | ||
2018 Stock Repurchase Program | |||
Statement Equity Components [Line Items] | |||
Common stock repurchased, shares | 1,106,016 | ||
Common stock repurchased, value | $ 160,000,000 | ||
Stock repurchase program, authorized execution month and year | 2020-08 | 2019-08 | |
Remaining authorized repurchase amount | 357,100,000 | ||
Stock repurchase program, authorized amount | $ 300,000,000 | $ 300,000,000 | |
Treasury Stock | |||
Statement Equity Components [Line Items] | |||
Shares Used for Tax Withholdings | $ 6,900,000 |
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 | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
Basic net income per share | ||||
Net income | $ 76,849 | $ 44,879 | $ 230,394 | $ 144,149 |
Weighted average number of common shares – basic | 66,780 | 67,694 | 66,885 | 68,611 |
Net income per common share – basic | $ 1.15 | $ 0.66 | $ 3.44 | $ 2.10 |
Diluted net income per share | ||||
Net income | $ 76,849 | $ 44,879 | $ 230,394 | $ 144,149 |
Weighted average number of common shares – basic | 66,780 | 67,694 | 66,885 | 68,611 |
Assumed exercise of stock options and vesting of restricted stock | 1,848 | 1,847 | 1,904 | 2,005 |
Weighted average number of common shares – diluted | 68,628 | 69,541 | 68,789 | 70,616 |
Net income per common share – diluted | $ 1.12 | $ 0.65 | $ 3.35 | $ 2.04 |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive shares excluded from diluted net income per share | 485,000 | 325,000 | 400,000 | 170,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | Nov. 03, 2018shares |
2013 Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares available for grant equity awards | 4,213,333 |
Non-Cash Stock Compensation Exp
Non-Cash Stock Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [1] | $ 9,466 | $ 7,168 | $ 26,215 | $ 19,655 |
Restricted Stock Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | 5,002 | 4,189 | 14,076 | 11,622 |
Stock Option Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | $ 4,464 | 2,955 | $ 12,139 | 7,910 |
Stock Option Modification | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [3] | $ 24 | $ 123 | ||
[1] | The amounts presented in the table above exclude taxes. For the three and nine month periods ended November 3, 2018, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $6.6 million, respectively. For the three and nine month periods ended October 28, 2017, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.4 million and $5.9 million, respectively. | ||||
[2] | Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of Income. | ||||
[3] | Represents non-cash compensation related to the May 2013 stock option modification, which became fully expensed during Fiscal 2017. Amounts are included in the line item “Stock option modification expense” in the Company’s Condensed Consolidated Statements of Income. The Company does not expect to recognize any additional compensation expense related to the modification. |
Non-Cash Stock Compensation E_2
Non-Cash Stock Compensation Expense (Parenthetical) (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Non-Cash Stock Compensation tax benefit | $ 2,400,000 | $ 2,400,000 | $ 6,600,000 | $ 5,900,000 |
Stock Option Modification | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Expected additional compensation expense | $ 0 |
Stock Option Transactions (Deta
Stock Option Transactions (Detail) | 9 Months Ended | |
Nov. 03, 2018$ / sharesshares | ||
Number of Shares | ||
Options Outstanding at Beginning of Period | shares | 2,579,831 | |
Options Granted | shares | 502,209 | |
Options Exercised | shares | (567,485) | [1] |
Options Forfeited | shares | (42,366) | |
Options Outstanding at End of Period | shares | 2,472,189 | |
Weighted Average Exercise Price Per Share | ||
Options Outstanding at Beginning of Period | $ / shares | $ 39.79 | |
Options Granted | $ / shares | 135.36 | |
Options Exercised | $ / shares | 25.48 | [1] |
Options Forfeited | $ / shares | 62.47 | |
Options Outstanding at End of Period | $ / shares | $ 62.10 | |
[1] | Options exercised during the nine month period ended November 3, 2018 had a total intrinsic value of $70.3 million. |
Stock Option Transactions (Pare
Stock Option Transactions (Parenthetical) (Detail) $ in Millions | 9 Months Ended |
Nov. 03, 2018USD ($) | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share based compensation option exercised total intrinsic value | $ 70.3 |
Stock Options Vested and Expect
Stock Options Vested and Expected to Vest (Detail) $ / shares in Units, $ in Millions | 9 Months Ended |
Nov. 03, 2018USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Vested and expected to vest, Options | shares | 2,472,189 |
Vested and expected to vest, Weighted Average Remaining Contractual Life (Years) | 7 years |
Vested and expected to vest, Weighted Average Exercise Price | $ / shares | $ 62.10 |
Vested and expected to vest, Aggregate Intrinsic Value | $ | $ 274.6 |
Weighted Average Assumptions Us
Weighted Average Assumptions Used to Estimate Fair Value of Stock Option (Detail) | 9 Months Ended |
Nov. 03, 2018$ / shares | |
Share Based Compensation Arrangement Assumptions Used To Estimate Fair Values Of Share Options Granted [Line Items] | |
Risk-free interest rate, minimum | 2.13% |
Risk-free interest rate, maximum | 3.00% |
Expected volatility, minimum | 32.00% |
Expected volatility, maximum | 34.00% |
Expected life (years) | 10 years |
Expected dividend yield | 0.00% |
Weighted average grant date fair value of options issued | $ 50.66 |
Minimum | |
Share Based Compensation Arrangement Assumptions Used To Estimate Fair Values Of Share Options Granted [Line Items] | |
Expected life (years) | 5 years 11 months 1 day |
Maximum | |
Share Based Compensation Arrangement Assumptions Used To Estimate Fair Values Of Share Options Granted [Line Items] | |
Expected life (years) | 6 years 3 months |
Award Grant, Vested and Forfeit
Award Grant, Vested and Forfeiture Transactions (Detail) - Non Vested Restricted Stock | 9 Months Ended | |
Nov. 03, 2018$ / sharesshares | ||
Number of Shares | ||
Non-Vested Awards Outstanding at Beginning of Period | shares | 748,894 | |
Awards Granted | shares | 142,241 | |
Awards Vested | shares | (158,262) | [1] |
Awards Forfeited | shares | (16,839) | |
Non-Vested Awards Outstanding at End of Period | shares | 716,034 | |
Weighted Average Grant Date Fair Value Per Awards | ||
Non-Vested Awards Outstanding at Beginning of Period | $ / shares | $ 66.99 | |
Awards Granted | $ / shares | 135.84 | |
Awards Vested | $ / shares | 62.49 | [1] |
Awards Forfeited | $ / shares | 87.60 | |
Non-Vested Awards Outstanding at End of Period | $ / shares | $ 81.17 | |
[1] | Restricted stock awards vested during the nine month period ended November 3, 2018 had a total intrinsic value of $21.7 million. |
Award Grant, Vested and Forfe_2
Award Grant, Vested and Forfeiture Transactions (Parenthetical) (Detail) $ in Millions | 9 Months Ended |
Nov. 03, 2018USD ($) | |
Restricted Stock Issuances | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share based compensation awards vested total intrinsic value | $ 21.7 |
Other Liabilities - Additional
Other Liabilities - Additional Information (Detail) - USD ($) $ in Millions | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Other Liabilities Disclosure [Abstract] | |||
Deferred lease incentives | $ 217.2 | $ 206 | $ 200 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | Nov. 03, 2018USD ($)Store | Feb. 03, 2018USD ($) | Oct. 28, 2017USD ($) | Nov. 30, 2005USD ($) |
Commitments And Contingencies Disclosure [Line Items] | ||||
Minimum lease payments for operating leases February 2, 2019 | $ 92,200,000 | |||
Minimum lease payments for operating leases February 1, 2020 | 389,300,000 | |||
Minimum lease payments for operating leases January 30,2021 | 384,400,000 | |||
Minimum lease payments for operating leases January 29, 2022 | 363,900,000 | |||
Minimum lease payments for operating leases January 28, 2023 | 344,700,000 | |||
Minimum lease payments for operating leases thereafter | 1,636,800,000 | |||
Letters of credit, outstanding amount | 60,900,000 | $ 60,000,000 | $ 54,200,000 | |
Purchase commitments related to goods or services | 1,049,200,000 | |||
Death benefits | $ 1,000,000 | |||
Guarantee Performance Under Insurance And Utility Agreement | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Letters of credit, outstanding amount | 44,500,000 | 51,900,000 | 43,600,000 | |
Merchandising Agreement | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Letters of credit, outstanding amount | 16,400,000 | 8,100,000 | 10,600,000 | |
Letters of Credit | ABL senior secured revolving facility | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Letters of credit, maximum borrowing capacity | $ 434,100,000 | $ 455,800,000 | $ 380,600,000 | |
Other Capitalized Property Plant and Equipment | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Number of stores committed to be opened | Store | 56 | |||
Options to Extend Lease Terms | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Minimum lease payments | $ 281,900,000 | |||
New Stores | Other Capitalized Property Plant and Equipment | ||||
Commitments And Contingencies Disclosure [Line Items] | ||||
Minimum lease payments | $ 417,200,000 |