Cover Page
Cover Page - shares | 3 Months Ended | |
May 04, 2024 | May 23, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | May 04, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-7562 | |
Entity Registrant Name | GAP, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-1697231 | |
Entity Address, Address Line One | Two Folsom Street | |
Entity Address, City or Town | San Francisco | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94105 | |
City Area Code | 415 | |
Local Phone Number | 427-0100 | |
Title of 12(b) Security | Common Stock, $0.05 par value | |
Trading Symbol | GPS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 375,066,614 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000039911 | |
Current Fiscal Year End Date | --02-01 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) shares in Millions, $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Current assets: | |||
Cash and cash equivalents | $ 1,532 | $ 1,873 | $ 1,170 |
Short-term investments | 199 | 0 | 0 |
Merchandise inventory | 1,952 | 1,995 | 2,299 |
Other current assets | 514 | 527 | 814 |
Total current assets | 4,197 | 4,395 | 4,283 |
Property and equipment, net of accumulated depreciation | 2,528 | 2,566 | 2,646 |
Operating Lease, Right-of-Use Asset | 3,207 | 3,115 | 3,123 |
Other long-term assets | 976 | 968 | 880 |
Total assets | 10,908 | 11,044 | 10,932 |
Current liabilities: | |||
Accounts payable | 1,196 | 1,349 | 1,199 |
Accrued expenses and other current liabilities | 942 | 1,108 | 1,051 |
Operating Lease, Liability, Current | 624 | 600 | 658 |
Income taxes payable | 44 | 39 | 10 |
Total current liabilities | 2,806 | 3,096 | 2,918 |
Long-term liabilities: | |||
Long-term Line of Credit | 0 | 0 | 350 |
Total long-term debt | 1,489 | 1,488 | 1,487 |
Operating Lease, Liability, Noncurrent | 3,387 | 3,353 | 3,453 |
Lease incentives and other long-term liabilities | 519 | 512 | 539 |
Total long-term liabilities | $ 5,395 | $ 5,353 | $ 5,829 |
Common stock, shares outstanding (in shares) | 375 | 372 | 368 |
Stockholders' equity: | |||
Authorized 2,300 shares for all periods presented | $ 19 | $ 19 | $ 18 |
Additional Paid in Capital | 119 | 113 | 47 |
Retained earnings | 2,522 | 2,420 | 2,067 |
Amounts reclassified from accumulated other comprehensive income | 47 | 43 | 53 |
Total stockholders' equity | 2,707 | 2,595 | 2,185 |
Liabilities and Equity | $ 10,908 | $ 11,044 | $ 10,932 |
Common stock, shares issued (in shares) | 375 | 372 | 368 |
Common stock, shares authorized (in shares) | 2,300 | 2,300 | 2,300 |
Common stock, par value (in dollars per share) | $ 0.05 | $ 0.05 | $ 0.05 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Millions, $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Property and equipment, accumulated depreciation | $ 4,952 | $ 4,874 | $ 4,878 |
Common stock, par value (in dollars per share) | $ 0.05 | $ 0.05 | $ 0.05 |
Common stock, shares authorized (in shares) | 2,300 | 2,300 | 2,300 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Net Sales | $ 3,388 | $ 3,276 |
Cost of goods sold and occupancy expenses | 1,991 | 2,062 |
Gross profit | 1,397 | 1,214 |
Operating Expenses | 1,192 | 1,224 |
Operating income (loss) | 205 | (10) |
Interest Expense | 21 | 23 |
Interest income | (24) | (13) |
Income (Loss) before income taxes | 208 | (20) |
Income taxes | 50 | (2) |
Net income (loss) | $ 158 | $ (18) |
Weighted-average number of shares - basic (in shares) | 374 | 367 |
Weighted-average number of shares - diluted (in shares) | 383 | 367 |
Earnings (loss) per share - basic (in dollars per share) | $ 0.42 | $ (0.05) |
Earnings (loss) per share - diluted (in dollars per share) | $ 0.41 | $ (0.05) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Net income (loss) | $ 158 | $ (18) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation | (1) | (1) |
Change in fair value of derivative financial instruments, net of tax (tax benefit) | 7 | 8 |
Reclassification adjustment for (gains) losses on derivative financial instruments, net of (tax) tax benefit | 0 | 0 |
Reclassification adjustment for (gains) losses on derivative financial instruments, net of (tax) tax benefit | (2) | (2) |
Other comprehensive income (loss), net of tax | 4 | 5 |
Comprehensive income (loss) | 162 | (13) |
Change in fair value of derivative financial instruments, net of tax (tax benefit) | $ 1 | $ 2 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Change in fair value of derivative financial instruments, net of tax (tax benefit) | $ 1 | $ 2 |
Reclassification adjustment for (gains) losses on derivative financial instruments, net of (tax) tax benefit | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Millions, $ in Millions | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Stock options Common Stock [Member] | Stock Units [Member] Common Stock [Member] |
Common stock, shares issued (in shares) | 366 | ||||||
Stockholders' Equity Attributable to Parent | $ 2,233 | $ 18 | $ 27 | $ 2,140 | $ 48 | ||
Net income (loss) | (18) | (18) | |||||
Other Comprehensive Income (Loss), Net of Tax | 5 | 5 | |||||
Stock Issued During Period, Shares, Other | 0 | 2 | |||||
Stock Issued During Period, Value, Other | 7 | 0 | 7 | ||||
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | (10) | $ 0 | (10) | ||||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | $ 23 | 23 | |||||
Common Stock, Dividends, Per Share, Declared | $ 0.15 | ||||||
Dividends, Cash | $ (55) | (55) | |||||
Common stock, shares issued (in shares) | 368 | 368 | |||||
Stockholders' Equity Attributable to Parent | $ 2,185 | $ 18 | 47 | 2,067 | 53 | ||
Common stock, shares issued (in shares) | 372 | 372 | |||||
Stockholders' Equity Attributable to Parent | $ 2,595 | $ 19 | 113 | 2,420 | 43 | ||
Net income (loss) | 158 | 158 | |||||
Other Comprehensive Income (Loss), Net of Tax | 4 | 4 | |||||
Stock Issued During Period, Shares, Other | 1 | 2 | |||||
Stock Issued During Period, Value, Other | 10 | 0 | 10 | ||||
Share-based Payment Arrangement, Decrease for Tax Withholding Obligation | (31) | $ 0 | (31) | ||||
APIC, Share-based Payment Arrangement, Increase for Cost Recognition | $ 27 | 27 | |||||
Common Stock, Dividends, Per Share, Declared | $ 0.15 | ||||||
Dividends, Cash | $ (56) | (56) | |||||
Common stock, shares issued (in shares) | 375 | 375 | |||||
Stockholders' Equity Attributable to Parent | $ 2,707 | $ 19 | $ 119 | $ 2,522 | $ 47 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 158 | $ (18) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 124 | 137 |
Share-based compensation | 27 | 23 |
Non-cash and other items | (2) | 28 |
Gain (Loss) on Disposition of Property Plant Equipment | 0 | (47) |
Deferred income taxes | 1 | 5 |
Changes in operating assets and liabilities: | ||
Merchandise inventory | 38 | 83 |
Other current assets and other long-term assets | 15 | 9 |
Accounts payable | (152) | (102) |
Accrued expenses and other current liabilities | (158) | (22) |
Income taxes payable, net of receivables and other tax-related items | 13 | (49) |
Lease incentives and other long-term liabilities | (2) | (11) |
Operating lease assets and liabilities, net | (32) | (21) |
Net cash provided by (used for) operating activities | 30 | 15 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (93) | (117) |
Net proceeds from sale of building | 0 | 76 |
Purchases of short-term investments | (201) | 0 |
Proceeds from sales and maturities of short-term investments | 3 | 0 |
Net proceeds from divestiture activity, net of cash paid | 0 | 11 |
Net cash provided by (used for) investing activities | (291) | (30) |
Cash flows from financing activities: | ||
Proceeds from issuances under share-based compensation plans | 10 | 7 |
Withholding tax payments related to vesting of stock units | (31) | (10) |
Cash dividends paid | (56) | (55) |
Net cash provided by (used for) financing activities | (77) | (58) |
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | (2) | (2) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect | (340) | (75) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents beginning of period | 1,901 | 1,273 |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents end of period | 1,561 | 1,198 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest during the period | 31 | 35 |
Cash paid for income taxes during the period, net of refunds | $ 39 | $ 46 |
Accounting Policies
Accounting Policies | 3 Months Ended |
May 04, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Accounting Policies [Text Block] | Accounting Policies Basis of Presentation In the opinion of The Gap, Inc. (the “Company,” “we,” and “our”) management, the accompanying unaudited Condensed Consolidated Financial Statements contain all normal and recurring adjustments (except as otherwise disclosed) considered necessary to present fairly our financial position, results of operations, comprehensive income (loss), stockholders' equity, and cash flows as of May 4, 2024 and April 29, 2023 and for all periods presented. The Condensed Consolidated Balance Sheet as of February 3, 2024 has been derived from our audited financial statements. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and disclosures normally included in the notes to the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted from these interim financial statements, although the Company believes that the disclosures made are adequate to make the information not misleading. We suggest that you read these Condensed Consolidated Financial Statements in conjunction with the Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended February 3, 2024. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Additionally, these estimates and assumptions may change as a result of the impact of global economic conditions such as the uncertainty regarding global inflationary pressures, acts of terrorism or war, global credit and banking markets, and new legislation. We will continue to consider the impact of the global economic conditions on the assumptions and estimates used when preparing these Condensed Consolidated Financial Statements including inventory valuation, income taxes and valuation allowances, sales return and bad debt allowances, deferred revenue, and the impairment of long-lived assets. If the global economic conditions change beyond what is currently estimated by management, such future changes may have an adverse impact on the Company's results of operations and financial position. Restricted Cash As of May 4, 2024, restricted cash primarily included consideration that serves as collateral for our insurance obligations and certain other obligations occurring in the normal course of business. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within our Condensed Consolidated Balance Sheets to the total shown on our Condensed Consolidated Statements of Cash Flows: ($ in millions) May 4, February 3, April 29, Cash and cash equivalents, per Condensed Consolidated Balance Sheets $ 1,532 $ 1,873 $ 1,170 Restricted cash included in other long-term assets 29 28 28 Total cash, cash equivalents, and restricted cash, per Condensed Consolidated Statements of Cash Flows $ 1,561 $ 1,901 $ 1,198 Accounting Pronouncements Except as noted below, the Company has considered all recent accounting pronouncements and concluded that there are no recent accounting pronouncements that may have a material impact on our Condensed Consolidated Financial Statements and disclosures, based on current information. Accounting Pronouncement Recently Adopted ASU No. 2022-04, Disclosure of Supplier Finance Program Obligations In September 2022, the Financial Accounting Standards Board ("FASB") issued accounting standards update ("ASU") No. 2022-04, Disclosure of Supplier Finance Program Obligations. The ASU is intended to enhance the transparency of the use of supplier finance programs by requiring additional disclosures about the program’s nature and potential magnitude, including a rollforward of the obligations and activity during the period. The ASU is effective retrospectively for fiscal years and interim periods within those years beginning after December 15, 2022, except for the amendment on rollforward information, which is effective prospectively for fiscal years beginning after December 15, 2023. The ASU does not affect the recognition, measurement, or financial statement presentation of supplier finance program obligations. We adopted the required guidance on January 29, 2023. See Note 12 of Notes to Condensed Consolidated Financial Statements for information regarding our supply chain finance program. Accounting Pronouncements Not Yet Adopted ASU No. 2023-07, Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU No. 2023-07, Improvements to Reportable Segment Disclosures. The ASU is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The ASU is effective retrospectively for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. We are currently assessing the impact that this ASU will have on the Company's disclosures. ASU No. 2023-09, Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures. The ASU is intended to improve the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation, as well as income taxes paid disaggregated by jurisdiction. The ASU is effective for annual periods beginning after December 15, 2024 and should be applied on a prospective basis, but retrospective application is permitted. We are currently assessing the impact that this ASU will have on the Company's disclosures. |
Revenue
Revenue - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Liabilities, Other than Long-term Debt, Noncurrent | $ 60 | |
Revenue from Contract with Customer [Text Block] | Revenue Disaggregation of Net Sales We disaggregate our net sales by channel and also by brand and region. Net sales by region are allocated based on the location of the store where the customer paid for and received the merchandise; the distribution center or store from which the products were shipped; or the region of the franchise or licensing partner. Net sales disaggregated by channel are as follows: 13 Weeks Ended ($ in millions) May 4, 2024 April 29, 2023 Store and franchise sales $ 2,106 $ 2,053 Online sales (1) 1,282 1,223 Total net sales $ 3,388 $ 3,276 __________ (1) Online sales primarily include sales originating from our online channel including those that are picked up or shipped from stores and net sales from revenue-generating strategic initiatives. Net sales disaggregated by brand and region are as follows: ($ in millions) Old Navy Global Gap Global Banana Republic Global Athleta Global Other (2) Total 13 Weeks Ended May 4, 2024 U.S. (1) $ 1,761 $ 513 $ 383 $ 318 $ 14 $ 2,989 Canada 146 66 36 10 — 258 Other regions 9 110 21 1 — 141 Total $ 1,916 $ 689 $ 440 $ 329 $ 14 $ 3,388 ($ in millions) Old Navy Global Gap Global Banana Republic Global Athleta Global Other (2) Total 13 Weeks Ended April 29, 2023 U.S. (1) $ 1,659 $ 496 $ 374 $ 309 $ 3 $ 2,841 Canada 145 61 36 10 — 252 Other regions 24 135 22 2 — 183 Total $ 1,828 $ 692 $ 432 $ 321 $ 3 $ 3,276 __________ (1) U.S. includes the United States and Puerto Rico. (2) Primarily consists of net sales from revenue-generating strategic initiatives. Deferred Revenue We defer revenue when cash payments are received in advance of performance for unsatisfied obligations related to our gift cards, licensing agreements, outstanding loyalty points, and reimbursements of loyalty program discounts associated with our credit card agreement. For the 13 weeks ended May 4, 2024, the opening balance of deferred revenue for these obligations was $337 million, of which $123 million was recognized as revenue during the period. The closing balance of deferred revenue for these obligations was $310 million as of May 4, 2024. For the 13 weeks ended April 29, 2023, the opening balance of deferred revenue for these obligations was $354 million, of which $131 million was recognized as revenue during the period. The closing balance of deferred revenue for these obligations was $334 million as of April 29, 2023. In April 2021, the Company entered into agreements with Barclays and Mastercard relating to a long-term credit card program. The Company received an upfront payment of $60 million related to the agreements prior to the program launch in May 2022, which is being recognized as revenue over the term of the agreements. |
Income Taxes
Income Taxes | 3 Months Ended |
May 04, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective income tax rate was 24.0 percent for the 13 weeks ended May 4, 2024, compared with 10.0 percent for the 13 weeks ended April 29, 2023. The increase in the effective tax rate for the 13 weeks ended May 4, 2024 compared with the 13 weeks ended April 29, 2023 is primarily due to changes in the amount and mix of jurisdictional earnings, partially offset by a favorable impact from stock-based compensation. |
Debt and Credit Facilities
Debt and Credit Facilities | 3 Months Ended |
May 04, 2024 | |
Debt Disclosure [Abstract] | |
Debt and Credit Facilities | Debt and Credit Facilities Long-term debt recorded on the Condensed Consolidated Balance Sheets consists of the following: ($ in millions) May 4, February 3, April 29, 2029 Notes $ 750 $ 750 $ 750 2031 Notes 750 750 750 Less: Unamortized debt issuance costs (11) (12) (13) Total long-term debt $ 1,489 $ 1,488 $ 1,487 The scheduled maturity of the Senior Notes is as follows: Scheduled Maturity ($ in millions) Principal Interest Rate Interest Payments October 1, 2029 (1) $ 750 3.625 % Semi-Annual October 1, 2031 (2) 750 3.875 % Semi-Annual Total issuance $ 1,500 __________ (1) Includes an option to redeem the 2029 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2024. On or after October 1, 2024, includes an option to redeem the 2029 Notes, in whole or in part at any time, at stated redemption prices. (2) Includes an option to redeem the 2031 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2026. On or after October 1, 2026, includes an option to redeem the 2031 Notes, in whole or in part at any time, at stated redemption prices. We have $1.5 billion aggregate principal amount of 3.625 percent senior notes due 2029 (“2029 Notes”) and 3.875 percent senior notes due 2031 (“2031 Notes”) (the 2029 Notes and the 2031 Notes, collectively, the “Senior Notes”). As of May 4, 2024, the aggregate estimated fair value of the Senior Notes was $1.27 billion and was based on the quoted market prices for each of the Senior Notes (level 1 inputs) as of the last business day of the fiscal quarter. The aggregate principal amount of the Senior Notes is recorded in long-term debt on the Condensed Consolidated Balance Sheets, net of the unamortized debt issuance costs. We also have a senior secured asset-based revolving credit agreement (the "ABL Facility"), which has a $2.2 billion borrowing capacity and generally bears interest at a per annum rate based on Secured Overnight Financing Rate ("SOFR") (subject to a zero floor) plus a margin, depending on borrowing base availability. The ABL Facility is scheduled to expire in July 2027. The ABL Facility is available for working capital, capital expenditures, and other general corporate purposes. There were no borrowings under the ABL Facility as of May 4, 2024 or February 3, 2024. As of April 29, 2023, the Company's outstanding borrowing under the ABL Facility was $350 million and was recorded in long-term liabilities on the Condensed Consolidated Balance Sheet. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
May 04, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company measures certain financial assets and liabilities at fair value on a recurring basis. The Company categorizes financial assets and liabilities recorded at fair value based upon a three-level hierarchy that considers the related valuation techniques. There were no material purchases, sales, issuances, or settlements related to recurring level 3 measurements for the 13 weeks ended May 4, 2024 or April 29, 2023. Financial assets and liabilities measured at fair value on a recurring basis and cash equivalents are as follows: Fair Value Measurements at Reporting Date Using ($ in millions) May 4, 2024 Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 53 $ 35 $ 18 $ — Short-term investments 199 87 112 — Derivative financial instruments 14 — 14 — Deferred compensation plan assets 36 36 — — Other assets 4 — — 4 Total $ 306 $ 158 $ 144 $ 4 Liabilities: Derivative financial instruments $ — $ — $ — $ — Fair Value Measurements at Reporting Date Using ($ in millions) February 3, 2024 Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 1 $ — $ 1 $ — Derivative financial instruments 7 — 7 — Deferred compensation plan assets 31 31 — — Other assets 4 — — 4 Total $ 43 $ 31 $ 8 $ 4 Liabilities: Derivative financial instruments $ 8 $ — $ 8 $ — Fair Value Measurements at Reporting Date Using ($ in millions) April 29, 2023 Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 2 $ — $ 2 $ — Derivative financial instruments 19 — 19 — Deferred compensation plan assets 33 33 — — Other assets 4 — — 4 Total $ 58 $ 33 $ 21 $ 4 Liabilities: Derivative financial instruments $ 4 $ — $ 4 $ — We have highly liquid fixed and variable income investments classified as cash equivalents and short-term investments. All highly liquid investments with original maturities of three months or less at the time of purchase are classified as cash and cash equivalents on the Condensed Consolidated Balance Sheets. Our cash equivalents are placed primarily in debt securities which are recorded at fair value using market prices for identical or similar assets and time deposits which are recorded at amortized cost. We also have highly liquid investments with original maturities of greater than three months and less than two years that are classified as short-term investments on the Condensed Consolidated Balance Sheet. These securities are also recorded at fair value using market prices for identical or similar assets. There were no material realized and unrealized gains or losses on short-term investments as of May 4, 2024. There were no impairment charges recorded for the short-term investments during the 13 weeks ended May 4, 2024. Derivative financial instruments primarily include foreign exchange forward contracts. See Note 6 of Notes to Condensed Consolidated Financial Statements for information regarding currencies hedged against the U.S. dollar. We maintain the Gap, Inc. Deferred Compensation Plan (“DCP”), which allows eligible employees to defer base compensation and bonus up to a maximum percentage, and non-employee directors to defer receipt of a portion of their Board fees. Plan investments are directed by participants and are recorded at market value and designated for the DCP. The fair value of the Company’s DCP assets is determined based on quoted market prices, and the assets are recorded in other long-term assets on the Condensed Consolidated Balance Sheets. Nonfinancial Assets We review the carrying amount of long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The fair value of the long-lived assets is determined using level 3 inputs and based on discounted future cash flows of the asset or asset group using a discount rate commensurate with the risk. The asset group is defined as the lowest level for which identifiable cash flows are available and largely independent of the cash flows of other groups of assets, which for our retail stores is at the store level. There were no material impairment charges recorded for long-lived assets during the 13 weeks ended May 4, 2024 or April 29, 2023. We review the carrying amount of goodwill and other indefinite-lived intangible assets for impairment annually and whenever events or changes in circumstances indicate that it is more likely than not that the carrying amount may not be recoverable. There were no impairment charges recorded for goodwill or other indefinite-lived intangible assets for the 13 weeks ended May 4, 2024 or April 29, 2023. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
May 04, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We operate in foreign countries, which exposes us to market risk associated with foreign currency exchange rate fluctuations. We use derivative financial instruments to manage our exposure to foreign currency exchange rate risk and do not enter into derivative financial contracts for trading purposes. Consistent with our risk management guidelines, we hedge a portion of our transactions related to merchandise purchases for foreign operations and certain intercompany transactions using foreign exchange forward contracts. These contracts are entered into with large, reputable financial institutions that are monitored for counterparty risk. The currencies hedged against changes in the U.S. dollar are the Canadian dollar, Japanese yen, British pound, New Taiwan dollar, and Euro. Cash flows from derivative financial instruments are classified as cash flows from operating activities on the Condensed Consolidated Statements of Cash Flows. Derivative financial instruments are recorded at fair value on the Condensed Consolidated Balance Sheets as other current assets, other long-term assets, accrued expenses and other current liabilities, or other long-term liabilities. Cash Flow Hedges We designate foreign exchange forward contracts used to hedge forecasted merchandise purchases and related costs denominated in U.S. dollars made by our international subsidiaries whose functional currencies are their local currencies as cash flow hedges. The foreign exchange forward contracts entered into to hedge forecasted merchandise purchases and related costs generally have terms of up to 24 months. The effective portion of the gain or loss on the derivative financial instruments is reported as a component of other comprehensive income and is recognized into net income (loss) during the period in which the underlying transaction impacts the Condensed Consolidated Statements of Operations. Other Derivatives Not Designated as Hedging Instruments We use foreign exchange forward contracts to hedge our market risk exposure associated with foreign currency exchange rate fluctuations for certain intercompany balances denominated in currencies other than the functional currency of the entity with the intercompany balance. The gain or loss on the derivative financial instruments that represent economic hedges, as well as the remeasurement impact of the underlying intercompany balances, is recorded in operating expenses on the Condensed Consolidated Statements of Operations in the same period and generally offset each other. Outstanding Notional Amounts We had foreign exchange forward contracts outstanding in the following notional amounts: ($ in millions) May 4, February 3, April 29, Derivatives designated as cash flow hedges $ 323 $ 381 $ 330 Derivatives not designated as hedging instruments 408 568 599 Total $ 731 $ 949 $ 929 Quantitative Disclosures about Derivative Financial Instruments The fair values of foreign exchange forward contracts are as follows: ($ in millions) May 4, February 3, April 29, Derivatives designated as cash flow hedges: Other current assets $ 9 $ 6 $ 13 Accrued expenses and other current liabilities — 2 1 Derivatives not designated as hedging instruments: Other current assets 5 1 6 Accrued expenses and other current liabilities — 6 3 Total derivatives in an asset position $ 14 $ 7 $ 19 Total derivatives in a liability position $ — $ 8 $ 4 All of the unrealized gains and losses from designated cash flow hedges as of May 4, 2024 will be recognized in income within the next 12 months at the then-current values, which may differ from the fair values as of May 4, 2024 shown above. Our foreign exchange forward contracts are subject to master netting arrangements with each of our counterparties and such arrangements are enforceable in the event of default or early termination of the contract. We do not elect to offset the fair values of our derivative financial instruments on the Condensed Consolidated Balance Sheets, and as such, the fair values shown above represent gross amounts. The amounts subject to enforceable master netting arrangements were not material for all periods presented. See Note 5 of Notes to Condensed Consolidated Financial Statements for disclosures on the fair value measurements of our derivative financial instruments. The pre-tax amounts recognized in net income (loss) related to derivative instruments are as follows: Location and Amount of Gain 13 Weeks Ended 13 Weeks Ended ($ in millions) Cost of goods sold and occupancy expenses Operating expenses Cost of goods sold and occupancy expenses Operating expenses Total amount of expense line items presented in the Condensed Consolidated Statements of Operations in which the effects of derivatives are recorded $ 1,991 $ 1,192 $ 2,062 $ 1,224 Gain recognized in net income (loss) Derivatives designated as cash flow hedges (2) — (2) — Derivatives not designated as hedging instruments — (7) — (8) Total gain recognized in net income (loss) $ (2) $ (7) $ (2) $ (8) |
Share Repurchases
Share Repurchases | 3 Months Ended |
May 04, 2024 | |
Disclosure Share Repurchase Activity [Abstract] | |
Share Repurchases | Share Repurchases In February 2019, the Company's Board of Directors (the "Board") approved a $1.0 billion share repurchase authorization (the "February 2019 repurchase program"). There were no shares repurchased, excluding shares withheld to settle employee tax withholding payments related to the vesting of stock units, during the 13 weeks ended May 4, 2024 and April 29, 2023. The February 2019 repurchase program had $476 million remaining as of May 4, 2024. All common stock repurchased is immediately retired. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
May 04, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings (Loss) Per Share Weighted-average number of shares used for earnings (loss) per share is as follows: 13 Weeks Ended (shares in millions) May 4, April 29, Weighted-average number of shares - basic 374 367 Common stock equivalents (1) 9 — Weighted-average number of shares - diluted 383 367 _________ (1) For the 13 weeks ended April 29, 2023, the dilutive impact of outstanding options and awards was excluded from dilutive shares as a result of the Company's net loss for the period. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
May 04, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are a party to a variety of contractual agreements under which we may be obligated to indemnify the other party for certain matters. These contracts primarily relate to our commercial contracts, operating leases, trademarks, intellectual property, financial agreements, and various other agreements. Under these contracts, we may provide certain routine indemnifications relating to representations and warranties (e.g., ownership of assets, environmental or tax indemnifications), or personal injury matters. The terms of these indemnifications range in duration and may not be explicitly defined. Generally, the maximum obligation under such indemnifications is not explicitly stated, and as a result, the overall amount of these obligations cannot be reasonably estimated. Historically, we have not made significant payments for these indemnifications. We believe that if we were to incur a loss in any of these matters, the loss would not have a material effect on our Condensed Consolidated Financial Statements taken as a whole. As a multinational company, we are subject to various proceedings, lawsuits, disputes, and claims ("Actions") arising in the ordinary course of our business. Many of these Actions raise complex factual and legal issues and are subject to uncertainties. As of May 4, 2024, Actions filed against us included commercial, intellectual property, customer, employment, securities, and data privacy claims, including class action lawsuits. The plaintiffs in some Actions seek unspecified damages or injunctive relief, or both. Actions are in various procedural stages and some are covered in part by insurance. As of May 4, 2024, February 3, 2024, and April 29, 2023, we recorded a liability for an estimated loss if the outcome of an Action is expected to result in a loss that is considered probable and reasonably estimable. The liability recorded was not material for any individual Action or in total for all periods presented. Subsequent to May 4, 2024, and through the filing date of this Quarterly Report on Form 10-Q, no information has become available that indicates a change is required that would be material to our Condensed Consolidated Financial Statements taken as a whole. We cannot predict with assurance the outcome of Actions brought against us. However, we do not believe that the outcome of any current Action would have a material effect on our Condensed Consolidated Financial Statements taken as a whole. |
Segment Information
Segment Information | 3 Months Ended |
May 04, 2024 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We identify our operating segments according to how our business activities are managed and evaluated. As of May 4, 2024, our operating segments included: Old Navy Global, Gap Global, Banana Republic Global, and Athleta Global. Each operating segment has a brand president who is responsible for various geographies and channels. Each of our brands serves customer demand through our store and franchise channel and our online channel, leveraging our omni-channel capabilities that allow customers to shop seamlessly across all of our brands. We have determined that each of our operating segments share similar economic and other qualitative characteristics, and therefore the results of our operating segments are aggregated into one reportable segment as of May 4, 2024. We continually monitor and review our segment reporting structure in accordance with authoritative guidance to determine whether any changes have occurred that would impact our reportable segments. See Note 2 of Notes to Condensed Consolidated Financial Statements for disaggregation of revenue by channel and by brand and region. |
Divestitures
Divestitures | 3 Months Ended |
May 04, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure | Divestitures On November 7, 2022, we signed agreements to transition our Gap China and Gap Taiwan ("Gap Greater China") operations to a third party, Baozun Inc. ("Baozun"), to operate Gap Greater China stores and the in-market website as a franchise partner, subject to regulatory approvals and closing conditions. On January 31, 2023, the Gap China transaction closed with Baozun. The impact upon divestiture was not material to our results of operations for the 13 weeks ended April 29, 2023. The Gap Taiwan operations will continue to operate as usual until regulatory approvals and closing conditions are met. |
Supply Chain Finance Program
Supply Chain Finance Program | 3 Months Ended |
May 04, 2024 | |
Supplier Finance Program Liabilities [Abstract] | |
Supplier Finance Program | Supply Chain Finance Program Our voluntary supply chain finance ("SCF") program provides certain suppliers with the opportunity to sell their receivables due from us to participating financial institutions at the sole discretion of both the suppliers and the financial institutions. We are not a party to the agreements between our suppliers and the financial institutions and our payment terms are not impacted by whether a supplier participates in the SCF program. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Pay vs Performance Disclosure | ||
Net income (loss) | $ 158 | $ (18) |
Insider Trading Arrangements
Insider Trading Arrangements - shares | 3 Months Ended | |
May 04, 2024 | Feb. 03, 2024 | |
Trading Arrangements, by Individual | ||
Rule 10b5-1 Arrangement Adopted | false | |
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Gurmeet Singh [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On April 9, 2024, Gurmeet Singh, Chief Digital and Technology Officer, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 50,000 shares of Gap Inc. common stock. Unless otherwise terminated pursuant to its terms, the plan will terminate on April 9, 2025, or when all shares under the plan are sold. | |
Name | Gurmeet Singh | |
Title | Chief Digital and Technology Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | April 9, 2024 | |
Aggregate Available | 50,000 | |
Sally Gilligan [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On April 5, 2024, Sarah (Sally) Gilligan, Chief Supply Chain and Transformation Officer, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 277,388 shares of Gap Inc. common stock. Unless otherwise terminated pursuant to its terms, the plan will terminate on April 1, 2025, or when all shares under the plan are sold. | |
Name | Sarah (Sally) Gilligan, | |
Title | Chief Supply Chain and Transformation Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | April 5, 2024 | |
Aggregate Available | 277,388 | |
Mark Breitbard [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On April 4, 2024, Mark Breitbard, President and CEO of Gap brand, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 1,190,606 shares (including 1,058,798 shares pursuant to unexercised stock options granted from 2017 to 2022) of Gap Inc. common stock. Unless otherwise terminated pursuant to its terms, the plan will terminate on April 4, 2025, or when all shares under the plan are sold. | |
Name | Mark Breitbard | |
Title | President and CEO of Gap brand | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | April 4, 2024 | |
Aggregate Available | 1,190,606 | |
Haio Barbeito [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On March 25, 2024, Horacio (Haio) Barbeito, President and CEO of Old Navy, modified a trading plan previously adopted on December 8, 2023 intended to satisfy the affirmative defense of Rule 10b5-1(c). Previously, the plan provided for the sale of up to 164,417 shares of Gap Inc. common stock, which included an estimate of the number of shares to be acquired in the future under our ESPP. 23,640 shares were sold under the plan before the modification date. As modified, up to 132,028 shares of Gap Inc. common stock may be sold under the plan. This figure does not include shares already sold under the plan and includes an estimate of the number of shares to be acquired in the future under our ESPP; however, the actual number of shares acquired under the ESPP may vary. Unless otherwise terminated pursuant to its terms, the modified plan will still terminate on December 6, 2024, or when all shares under the plan are sold. | |
Name | Horacio (Haio) Barbeito | |
Title | President and CEO of Old Navy | |
Rule 10b5-1 Arrangement Adopted | true | true |
Adoption Date | March 25, 2024 | December 8, 2023 |
Aggregate Available | 132,028 | 164,417 |
Sandra Stangl [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On March 25, 2024, Sandra Stangl, former President and CEO of Banana Republic, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 229,829 shares of Gap Inc. common stock. Unless otherwise terminated pursuant to its terms, the plan will terminate on March 31, 2025, or when all shares under the plan are sold. | |
Name | Sandra Stangl | |
Title | former President and CEO of Banana Republic | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | March 25, 2024 | |
Aggregate Available | 229,829 | |
Robert Fisher [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On March 18, 2024, Robert Fisher, a director, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to gift up to 7,000 shares of Gap Inc. common stock. Unless otherwise terminated pursuant to its terms, the plan will terminate on March 18, 2025, or when all shares under the plan are gifted. | |
Name | Robert Fisher | |
Title | a director | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | March 18, 2024 | |
Aggregate Available | 7,000 | |
William Fisher [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | On March 18, 2024, William Fisher, a director, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to gift up to 7,000 shares of Gap Inc. common stock. Unless otherwise terminated pursuant to its terms, the plan will terminate on March 18, 2025, or when all shares under the plan are gifted. | |
Name | William Fisher | |
Title | a director | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | March 18, 2024 | |
Aggregate Available | 7,000 | |
Total pursuant to unexercised stock options [Member] | Mark Breitbard [Member] | ||
Trading Arrangements, by Individual | ||
Aggregate Available | 1,058,798 |
Accounting Policies (Tables)
Accounting Policies (Tables) | 3 Months Ended |
May 04, 2024 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | As of May 4, 2024, restricted cash primarily included consideration that serves as collateral for our insurance obligations and certain other obligations occurring in the normal course of business. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within our Condensed Consolidated Balance Sheets to the total shown on our Condensed Consolidated Statements of Cash Flows: ($ in millions) May 4, February 3, April 29, Cash and cash equivalents, per Condensed Consolidated Balance Sheets $ 1,532 $ 1,873 $ 1,170 Restricted cash included in other long-term assets 29 28 28 Total cash, cash equivalents, and restricted cash, per Condensed Consolidated Statements of Cash Flows $ 1,561 $ 1,901 $ 1,198 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
May 04, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue [Table Text Block] | Net sales disaggregated by channel are as follows: 13 Weeks Ended ($ in millions) May 4, 2024 April 29, 2023 Store and franchise sales $ 2,106 $ 2,053 Online sales (1) 1,282 1,223 Total net sales $ 3,388 $ 3,276 __________ (1) |
Net Sales by Brand and Region | Net sales disaggregated by brand and region are as follows: ($ in millions) Old Navy Global Gap Global Banana Republic Global Athleta Global Other (2) Total 13 Weeks Ended May 4, 2024 U.S. (1) $ 1,761 $ 513 $ 383 $ 318 $ 14 $ 2,989 Canada 146 66 36 10 — 258 Other regions 9 110 21 1 — 141 Total $ 1,916 $ 689 $ 440 $ 329 $ 14 $ 3,388 ($ in millions) Old Navy Global Gap Global Banana Republic Global Athleta Global Other (2) Total 13 Weeks Ended April 29, 2023 U.S. (1) $ 1,659 $ 496 $ 374 $ 309 $ 3 $ 2,841 Canada 145 61 36 10 — 252 Other regions 24 135 22 2 — 183 Total $ 1,828 $ 692 $ 432 $ 321 $ 3 $ 3,276 __________ (1) U.S. includes the United States and Puerto Rico. (2) Primarily consists of net sales from revenue-generating strategic initiatives. |
Debt and Credit Facilities Long
Debt and Credit Facilities Long Term Debt (Tables) | 3 Months Ended |
May 04, 2024 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long-term debt recorded on the Condensed Consolidated Balance Sheets consists of the following: ($ in millions) May 4, February 3, April 29, 2029 Notes $ 750 $ 750 $ 750 2031 Notes 750 750 750 Less: Unamortized debt issuance costs (11) (12) (13) Total long-term debt $ 1,489 $ 1,488 $ 1,487 |
Schedule of Maturities of Long-term Debt [Table Text Block] | The scheduled maturity of the Senior Notes is as follows: Scheduled Maturity ($ in millions) Principal Interest Rate Interest Payments October 1, 2029 (1) $ 750 3.625 % Semi-Annual October 1, 2031 (2) 750 3.875 % Semi-Annual Total issuance $ 1,500 __________ (1) Includes an option to redeem the 2029 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2024. On or after October 1, 2024, includes an option to redeem the 2029 Notes, in whole or in part at any time, at stated redemption prices. (2) Includes an option to redeem the 2031 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2026. On or after October 1, 2026, includes an option to redeem the 2031 Notes, in whole or in part at any time, at stated redemption prices. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
May 04, 2024 | |
Fair Value Disclosures [Abstract] | |
Financial Assets And Liabilities Measured At Fair Value On Recurring Basis | Financial assets and liabilities measured at fair value on a recurring basis and cash equivalents are as follows: Fair Value Measurements at Reporting Date Using ($ in millions) May 4, 2024 Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 53 $ 35 $ 18 $ — Short-term investments 199 87 112 — Derivative financial instruments 14 — 14 — Deferred compensation plan assets 36 36 — — Other assets 4 — — 4 Total $ 306 $ 158 $ 144 $ 4 Liabilities: Derivative financial instruments $ — $ — $ — $ — Fair Value Measurements at Reporting Date Using ($ in millions) February 3, 2024 Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 1 $ — $ 1 $ — Derivative financial instruments 7 — 7 — Deferred compensation plan assets 31 31 — — Other assets 4 — — 4 Total $ 43 $ 31 $ 8 $ 4 Liabilities: Derivative financial instruments $ 8 $ — $ 8 $ — Fair Value Measurements at Reporting Date Using ($ in millions) April 29, 2023 Quoted Prices in Significant Other Significant Assets: Cash equivalents $ 2 $ — $ 2 $ — Derivative financial instruments 19 — 19 — Deferred compensation plan assets 33 33 — — Other assets 4 — — 4 Total $ 58 $ 33 $ 21 $ 4 Liabilities: Derivative financial instruments $ 4 $ — $ 4 $ — |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
May 04, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Foreign Exchange Forward Contracts Outstanding | We had foreign exchange forward contracts outstanding in the following notional amounts: ($ in millions) May 4, February 3, April 29, Derivatives designated as cash flow hedges $ 323 $ 381 $ 330 Derivatives not designated as hedging instruments 408 568 599 Total $ 731 $ 949 $ 929 |
Fair Values of Asset and Liability Derivative Financial Instruments | The fair values of foreign exchange forward contracts are as follows: ($ in millions) May 4, February 3, April 29, Derivatives designated as cash flow hedges: Other current assets $ 9 $ 6 $ 13 Accrued expenses and other current liabilities — 2 1 Derivatives not designated as hedging instruments: Other current assets 5 1 6 Accrued expenses and other current liabilities — 6 3 Total derivatives in an asset position $ 14 $ 7 $ 19 Total derivatives in a liability position $ — $ 8 $ 4 |
Effects of Derivative Financial Instruments on OCI and Condensed Consolidated Statements of Income | The pre-tax amounts recognized in net income (loss) related to derivative instruments are as follows: Location and Amount of Gain 13 Weeks Ended 13 Weeks Ended ($ in millions) Cost of goods sold and occupancy expenses Operating expenses Cost of goods sold and occupancy expenses Operating expenses Total amount of expense line items presented in the Condensed Consolidated Statements of Operations in which the effects of derivatives are recorded $ 1,991 $ 1,192 $ 2,062 $ 1,224 Gain recognized in net income (loss) Derivatives designated as cash flow hedges (2) — (2) — Derivatives not designated as hedging instruments — (7) — (8) Total gain recognized in net income (loss) $ (2) $ (7) $ (2) $ (8) |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
May 04, 2024 | |
Earnings Per Share [Abstract] | |
Weighted-Average Number of Shares | Weighted-average number of shares used for earnings (loss) per share is as follows: 13 Weeks Ended (shares in millions) May 4, April 29, Weighted-average number of shares - basic 374 367 Common stock equivalents (1) 9 — Weighted-average number of shares - diluted 383 367 _________ (1) For the 13 weeks ended April 29, 2023, the dilutive impact of outstanding options and awards was excluded from dilutive shares as a result of the Company's net loss for the period. |
Accounting Policies Supplementa
Accounting Policies Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 | Jan. 28, 2023 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash and cash equivalents | $ 1,532 | $ 1,873 | $ 1,170 | |
Restricted Cash, Noncurrent | 29 | 28 | 28 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents end of period | 1,561 | 1,901 | 1,198 | $ 1,273 |
Reconciliation of Cash Flow Cash, Cash Equiv. and Restricted Cash to Balance Sheet | ||||
Restricted Cash and Cash Equivalents Items [Line Items] | ||||
Cash and cash equivalents | 1,532 | 1,873 | 1,170 | |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents end of period | $ 1,561 | $ 1,901 | $ 1,198 |
Revenue Disaggregation (Details
Revenue Disaggregation (Details) - USD ($) $ in Millions | 3 Months Ended | ||
May 04, 2024 | Apr. 29, 2023 | ||
Disaggregation of Revenue | |||
Revenues | $ 3,388 | $ 3,276 | |
Store and Franchise Sales | |||
Disaggregation of Revenue | |||
Revenues | 2,106 | 2,053 | |
Online Sales | |||
Disaggregation of Revenue | |||
Revenues | [1] | $ 1,282 | $ 1,223 |
[1] Online sales primarily include sales originating from our online channel including those that are picked up or shipped from stores and net sales from revenue-generating strategic initiatives. |
Net Sales by Brand and Region (
Net Sales by Brand and Region (Details) - USD ($) $ in Millions | 3 Months Ended | ||
May 04, 2024 | Apr. 29, 2023 | ||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | $ 3,388 | $ 3,276 | |
Old Navy | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 1,916 | 1,828 | |
Gap | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 689 | 692 | |
Banana Republic [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 440 | 432 | |
Athleta [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 329 | 321 | |
Other entities [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [1] | 14 | 3 |
U.S. | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [2] | 2,989 | 2,841 |
U.S. | Old Navy | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [2] | 1,761 | 1,659 |
U.S. | Gap | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [2] | 513 | 496 |
U.S. | Banana Republic [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [2] | 383 | 374 |
U.S. | Athleta [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [2] | 318 | 309 |
U.S. | Other entities [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [1],[2] | 14 | 3 |
Canada | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 258 | 252 | |
Canada | Old Navy | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 146 | 145 | |
Canada | Gap | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 66 | 61 | |
Canada | Banana Republic [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 36 | 36 | |
Canada | Athleta [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 10 | 10 | |
Canada | Other entities [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [1] | 0 | 0 |
Other Regions | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 141 | 183 | |
Other Regions | Old Navy | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 9 | 24 | |
Other Regions | Gap | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 110 | 135 | |
Other Regions | Banana Republic [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 21 | 22 | |
Other Regions | Athleta [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | 1 | 2 | |
Other Regions | Other entities [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Net Sales | [1] | $ 0 | $ 0 |
[1] Primarily consists of net sales from revenue-generating strategic initiatives. U.S. includes the United States and Puerto Rico. |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||||
May 04, 2024 | Apr. 29, 2023 | Feb. 03, 2024 | Jan. 28, 2023 | Apr. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |||||
Liabilities, Other than Long-term Debt, Noncurrent | $ 60 | ||||
Deferred Revenue, Revenue Recognized | $ 123 | $ 131 | |||
Deferred Revenue, Current | $ 310 | $ 334 | $ 337 | $ 354 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate, Percent | 24% | 10% |
Debt and Credit Facilities Lo_2
Debt and Credit Facilities Long Term Debt (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 | |
Debt Instrument [Line Items] | ||||
Notes | $ 1,489 | $ 1,488 | $ 1,487 | |
Total long-term debt | 1,489 | 1,488 | 1,487 | |
Unamortized Debt Issuance Expense | (11) | (12) | (13) | |
Debt Instrument, Face Amount | 1,500 | |||
2029 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | 750 | [1] | 750 | 750 |
2031 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 750 | [2] | $ 750 | $ 750 |
[1] Includes an option to redeem the 2029 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2024. On or after October 1, 2024, includes an option to redeem the 2029 Notes, in whole or in part at any time, at stated redemption prices. Includes an option to redeem the 2031 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2026. On or after October 1, 2026, includes an option to redeem the 2031 Notes, in whole or in part at any time, at stated redemption prices. |
Debt and Credit Facilities Sche
Debt and Credit Facilities Scheduled Maturity of Notes (Details) - USD ($) $ in Millions | 3 Months Ended | |||
May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 | ||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 1,500 | |||
2031 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 750 | [1] | $ 750 | $ 750 |
Debt Instrument, Interest Rate, Stated Percentage | 3.875% | |||
Debt Instrument, Payment Terms | Semi-Annual | |||
2029 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 750 | [2] | $ 750 | $ 750 |
Debt Instrument, Interest Rate, Stated Percentage | 3.625% | |||
Debt Instrument, Payment Terms | Semi-Annual | |||
[1] Includes an option to redeem the 2031 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2026. On or after October 1, 2026, includes an option to redeem the 2031 Notes, in whole or in part at any time, at stated redemption prices. Includes an option to redeem the 2029 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2024. On or after October 1, 2024, includes an option to redeem the 2029 Notes, in whole or in part at any time, at stated redemption prices. |
Debt and Credit Facilities - Ad
Debt and Credit Facilities - Additional Information (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 | |
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 1,500 | |||
Estimated fair value | 1,270 | |||
Long-term Line of Credit | 0 | $ 0 | $ 350 | |
2029 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 750 | [1] | 750 | 750 |
Debt Instrument, Interest Rate, Stated Percentage | 3.625% | |||
2031 Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Face Amount | $ 750 | [2] | 750 | 750 |
Debt Instrument, Interest Rate, Stated Percentage | 3.875% | |||
ABL Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Maximum borrowing capacity | $ 2,200 | |||
Unsecured committed letter of credit amount | 48 | |||
Long-term Line of Credit | $ 0 | $ 0 | $ 350 | |
[1] Includes an option to redeem the 2029 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2024. On or after October 1, 2024, includes an option to redeem the 2029 Notes, in whole or in part at any time, at stated redemption prices. Includes an option to redeem the 2031 Notes, in whole or in part at any time, subject to a make-whole premium, prior to October 1, 2026. On or after October 1, 2026, includes an option to redeem the 2031 Notes, in whole or in part at any time, at stated redemption prices. |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Assets: | |||
Cash equivalents | $ 53 | $ 1 | $ 2 |
Short-term investments | 199 | 0 | 0 |
Derivative financial instruments | 14 | 7 | 19 |
Deferred compensation plan assets | 36 | 31 | 33 |
Other Assets, Fair Value Disclosure | 4 | 4 | 4 |
Total | 306 | 43 | 58 |
Liabilities: | |||
Derivative financial instruments | 0 | 8 | 4 |
Fair Value, Inputs, Level 1 [Member] | |||
Assets: | |||
Cash equivalents | 35 | 0 | 0 |
Short-term investments | 87 | ||
Derivative financial instruments | 0 | 0 | 0 |
Deferred compensation plan assets | 36 | 31 | 33 |
Other Assets, Fair Value Disclosure | 0 | 0 | 0 |
Total | 158 | 31 | 33 |
Liabilities: | |||
Derivative financial instruments | 0 | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | |||
Assets: | |||
Cash equivalents | 18 | 1 | 2 |
Short-term investments | 112 | ||
Derivative financial instruments | 14 | 7 | 19 |
Deferred compensation plan assets | 0 | 0 | 0 |
Other Assets, Fair Value Disclosure | 0 | 0 | 0 |
Total | 144 | 8 | 21 |
Liabilities: | |||
Derivative financial instruments | 0 | 8 | 4 |
Fair Value, Inputs, Level 3 [Member] | |||
Assets: | |||
Cash equivalents | 0 | 0 | 0 |
Short-term investments | 0 | ||
Derivative financial instruments | 0 | 0 | 0 |
Deferred compensation plan assets | 0 | 0 | 0 |
Other Assets, Fair Value Disclosure | 4 | 4 | 4 |
Total | 4 | 4 | 4 |
Liabilities: | |||
Derivative financial instruments | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 3 Months Ended | ||
May 04, 2024 | Apr. 29, 2023 | Feb. 03, 2024 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Purchases, sales, issuances, or settlements related to recurring level 3 measurements | $ 0 | $ 0 | |
Short-term investments | 199,000,000 | $ 0 | $ 0 |
Debt Securities, Available-for-sale, Unrealized Gain (Loss) | 0 | ||
Other-than-temporary Impairment Loss, Debt Securities, Available-for-sale | 0 | ||
Debt Securities, Available-for-Sale, Realized Gain (Loss) | $ 0 |
Fair Value Measurements Long Li
Fair Value Measurements Long Lived Assets Impairments (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Long Lived Assets [Line Items] | ||
Goodwill, Impairment Loss | $ 0 | $ 0 |
Total Impairment Charges | 0 | 0 |
Other indefinite-lived intangible assets impairment charges | 0 | $ 0 |
Other-than-temporary Impairment Loss, Debt Securities, Available-for-sale | $ 0 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Foreign Exchange Contracts Outstanding to Sell Various Currencies (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 731 | $ 949 | $ 929 |
Derivatives in cash flow hedging relationships | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | 323 | 381 | 330 |
Not Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 408 | $ 568 | $ 599 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Fair Values of Asset and Liability Derivative Financial Instruments (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments, assets | $ 14 | $ 7 | $ 19 |
Derivative financial instruments, liabilities | 0 | 8 | 4 |
Foreign Exchange Forward Contract | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments, assets | 14 | 7 | 19 |
Derivative financial instruments, liabilities | 0 | 8 | 4 |
Derivatives in cash flow hedging relationships | Foreign Exchange Forward Contract | Other Current Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments, assets | 9 | 6 | 13 |
Derivatives in cash flow hedging relationships | Foreign Exchange Forward Contract | Accrued Liabilities Current [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments, liabilities | 0 | 2 | 1 |
Not Designated as Hedging Instrument | Foreign Exchange Forward Contract | Other Current Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments, assets | 5 | 1 | 6 |
Not Designated as Hedging Instrument | Foreign Exchange Forward Contract | Accrued Liabilities Current [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative financial instruments, liabilities | $ 0 | $ 6 | $ 3 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Effects Of Derivative Financial Instruments On OCI And Condensed Consolidated Statements Of Income (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Derivative Instruments, (Gain) Loss [Line Items] | ||
Cost of goods sold and occupancy expenses | $ 1,991 | $ 2,062 |
Operating Expenses | 1,192 | 1,224 |
Cost of Goods Sold and Occupancy Expense | ||
Derivative Instruments, (Gain) Loss [Line Items] | ||
(Gain) loss reclassified from accumulated OCI into income, effective portion, net | (2) | (2) |
Operating Expenses [Member] | ||
Derivative Instruments, (Gain) Loss [Line Items] | ||
(Gain) loss reclassified from accumulated OCI into income, effective portion, net | (7) | (8) |
Foreign Exchange Forward Contract | Cost of Goods Sold and Occupancy Expense | Not Designated as Hedging Instrument | ||
Derivative Instruments, (Gain) Loss [Line Items] | ||
(Gain) loss reclassified from accumulated OCI into income, effective portion, net | 0 | 0 |
Foreign Exchange Forward Contract | Cost of Goods Sold and Occupancy Expense | Derivatives in cash flow hedging relationships | ||
Derivative Instruments, (Gain) Loss [Line Items] | ||
(Gain) loss reclassified from accumulated OCI into income, effective portion, net | (2) | (2) |
Foreign Exchange Forward Contract | Operating Expenses [Member] | Not Designated as Hedging Instrument | ||
Derivative Instruments, (Gain) Loss [Line Items] | ||
(Gain) loss reclassified from accumulated OCI into income, effective portion, net | (7) | (8) |
Foreign Exchange Forward Contract | Operating Expenses [Member] | Derivatives in cash flow hedging relationships | ||
Derivative Instruments, (Gain) Loss [Line Items] | ||
(Gain) loss reclassified from accumulated OCI into income, effective portion, net | $ 0 | $ 0 |
Derivative Financial Instrume_6
Derivative Financial Instruments - Additional Information (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Derivative [Line Items] | |||
Amounts Subject to Enforceable Master Netting Arrangements | $ 0 | $ 0 | $ 0 |
Share Repurchase Activity (Deta
Share Repurchase Activity (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 26, 2019 |
Disclosure Share Repurchase Activity [Abstract] | ||
Stock Repurchase Program, Authorized Amount | $ 1,000 | |
Share repurchases, remaining amount | $ 476 |
Earnings (Loss) Per Share - Wei
Earnings (Loss) Per Share - Weighted Average Number of Shares (Details) - shares shares in Millions | 3 Months Ended | ||
May 04, 2024 | Apr. 29, 2023 | ||
Earnings Per Share [Abstract] | |||
Weighted-average number of shares - basic (in shares) | 374 | 367 | |
Common stock equivalents (in shares) | 9 | 0 | [1] |
Weighted-average number of shares - diluted (in shares) | 383 | 367 | |
[1] For the 13 weeks ended April 29, 2023, the dilutive impact of outstanding options and awards was excluded from dilutive shares as a result of the Company's net loss for the period. |
Earnings (Loss) Per Share - Add
Earnings (Loss) Per Share - Additional Information (Details) - shares shares in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Earnings Per Share [Abstract] | ||
Shares excluded from the computations of weighted-average number of shares - diluted | 6 | 7 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Commitments and Contingencies [Line Items] | |||
Loss Contingency, Estimate of Possible Loss | $ 0 | $ 0 | $ 0 |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 3 Months Ended |
May 04, 2024 Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments (in segments) | 1 |
Divestitures - Additional Infor
Divestitures - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 04, 2024 | Apr. 29, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net proceeds from sale of building | $ 0 | $ 76 |
Gain (Loss) on Disposition of Property Plant Equipment | 0 | 47 |
Net proceeds from sale of building | 0 | 76 |
Gain (Loss) on Disposition of Property Plant Equipment | $ 0 | $ 47 |
Supply Chain Finance Program (D
Supply Chain Finance Program (Details) - USD ($) $ in Millions | May 04, 2024 | Feb. 03, 2024 | Apr. 29, 2023 |
Supplier Finance Program Liabilities [Abstract] | |||
Supplier Finance Program, Obligation, Current | $ 324 | $ 373 | $ 322 |