Freds (FRED) 10-Q 9 Jun 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Apr. 30, 2016	Jun. 03, 2016
Document And Entity Information
Entity Registrant Name	FREDS INC
Entity Central Index Key	724,571
Document Type	10-Q
Trading Symbol	FRED
Document Period End Date	Apr. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--01-28
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		37,289,261
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,016

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016
Current assets:
Cash and cash equivalents	$ 6,768	$ 5,917
Receivables, less allowance for doubtful accounts of $2,670 and $2,936, respectively	52,849	53,171
Inventories	350,558	340,730
Other non-trade receivables	38,383	40,049
Prepaid expenses and other current assets	11,418	11,494
Total current assets	459,976	451,361
Property and equipment, at depreciated cost	137,007	138,993
Goodwill	41,490	41,490
Other intangibles, net	95,753	97,153
Other noncurrent assets, net	1,515	1,515
Total assets	735,741	730,512
Current liabilities:
Accounts payable	191,331	184,657
Current portion of indebtedness	57	621
Accrued expenses and other	53,352	56,074
Total current liabilities	244,740	241,352
Long-term portion of indebtedness	57,284	52,527
Deferred income taxes	8,344	9,724
Other noncurrent liabilities	21,321	22,698
Total liabilities	$ 331,689	$ 326,301
Commitments and Contingencies (See Note 9 - Legal Contingencies)
Shareholders' equity:
Retained earnings	$ 293,161	$ 294,140
Accumulated other comprehensive income	475	475
Total shareholders' equity	404,052	404,211
Total liabilities and shareholders' equity	$ 735,741	$ 730,512
Nonvoting Preferred Stock [Member]
Shareholders' equity:
Preferred stock
Nonvoting Series A Junior Preferred Stock [Member]
Shareholders' equity:
Preferred stock
Common Class A [Member]
Shareholders' equity:
Common stock	$ 110,416	$ 109,596
Nonvoting Common Class B [Member]
Shareholders' equity:
Common stock

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016
Allowance for doubtful accounts	$ 2,670	$ 2,936
Nonvoting Preferred Stock [Member]
Preferred stock, par value (in dollars per share)
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, outstanding	0	0
Nonvoting Series A Junior Preferred Stock [Member]
Preferred stock, par value (in dollars per share)
Preferred stock, authorized	224,594	224,594
Preferred stock, outstanding	0	0
Common Class A [Member]
Common stock, par value (in dollars per share)
Common stock, authorized	60,000,000	60,000,000
Common stock, issued	37,279,666	37,279,666
Common stock, outstanding	37,232,785	37,232,785
Nonvoting Common Class B [Member]
Common stock, par value (in dollars per share)
Common stock, authorized	11,500,000	11,500,000
Common stock, outstanding	0	0

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Income Statement [Abstract]
Net sales	$ 549,548	$ 509,047
Cost of goods sold	408,226	371,956
Gross profit	141,322	137,091
Depreciation and amortization	11,563	10,882
Selling, general and administrative expenses	127,331	126,134
Operating income	2,428	75
Interest expense	515	262
Income (loss) before income taxes	1,913	(187)
Provision (benefit) for income taxes	657	(158)
Net income (loss)	$ 1,256	$ (29)
Net income per share
Basic (in dollars per share)	$ 0.03
Diluted (in dollars per share)	$ 0.03
Weighted average common shares outstanding
Basic (in shares)	37,073	36,497
Effect of dilutive stock options (in shares)	20	0
Diluted (in shares)	37,093	36,497
Dividends per common share (in dollars per share)	$ 0.06	$ 0.06

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (unaudited) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Comprehensive income (loss):
Net income (loss)	$ 1,256	$ (29)
Other comprehensive income (expense), net of tax postretirement plan adjustment
Comprehensive income (loss)	$ 1,256	$ (29)

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Cash flows from operating activities:
Net income (loss)	$ 1,256	$ (29)
Adjustments to reconcile net income (loss) to net cash flows from operating
Depreciation and amortization	11,563	10,883
Net (gain) loss on asset disposition	40	(43)
Provision for store closures and asset impairment	77	315
Stock-based compensation	754	219
Provision for uncollectible receivables	(265)	344
LIFO reserve increase	930	404
Deferred income tax benefit	(1,380)	(160)
Income tax charge upon exercise of stock options	9	(214)
(Increase) decrease in operating assets:
Trade and non-trade receivables	5	(22,491)
Insurance receivables	225	(189)
Inventories	(10,758)	(11,177)
Other assets	76	1,247
Increase (decrease) in operating liabilities:
Accounts payable and accrued expenses	3,953	791
Income taxes payable	1,749	12,143
Other noncurrent liabilities	(1,377)	(1,678)
Net cash provided by (used in) operating activities	6,857	(9,635)
Cash flows provided by (used in) investing activities:
Capital expenditures	(4,609)	(5,566)
Proceeds from asset dispositions	15	$ 110
Insurance recoveries for replacement assets	263
Asset acquisition, net (primarily intangibles)	$ (3,700)	$ (2,793)
Acquisition of Reeves-Sain Drug Store, Inc., net of cash		(42,805)
Net cash used in investing activities	$ (8,031)	(51,054)
Cash flows provided by (used in) financing activities:
Payments of indebtedness and capital lease obligations	(579)	(489)
Proceeds from revolving line of credit	222,402	248,012
Payments on revolving line of credit	(217,657)	(185,685)
Debt issuance (costs) amortization	26	(430)
Excess tax charges (benefit) from stock-based compensation	(9)	214
Proceeds from exercise of stock options and employee stock purchase plan	75	1,965
Cash dividends paid	(2,233)	(2,219)
Net cash provided by financing activities	2,025	61,368
Increase in cash and cash equivalents	851	679
Cash and cash equivalents:
Beginning of year	5,917	6,440
End of period	6,768	7,119
Supplemental disclosures of cash flow information:
Interest paid	515	262
Income taxes paid	$ 518	144
Non-cash investing and financial activities:
Acquisition related note payable, see Note 11 - Business Combinations		$ 13,000

BASIS OF PRESENTATION

BASIS OF PRESENTATION	3 Months Ended
	Apr. 30, 2016
Accounting Policies [Abstract]
BASIS OF PRESENTATION	NOTE 1: BASIS OF PRESENTATION Fred's, Inc. and subsidiaries ("Fred's", “We”, “Our”, “Us” or “Company”) operates, as of April 30, 2016, 660 discount general merchandise stores and three specialty pharmacy-only locations, in fifteen states in the southeastern United States. Included in the count of discount general merchandise stores are 18 franchised locations. There are 373 full service pharmacy departments located within our discount general merchandise stores, including four within franchised locations. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and are presented in accordance with the requirements of Form 10-Q, and therefore, do not include all information and notes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with GAAP. The accompanying financial statements reflect all adjustments (consisting of only normal recurring accruals) which are, in the opinion of management, necessary for a fair presentation of financial position in conformity with GAAP. The accompanying financial statements should be read in conjunction with the Notes to the Consolidated Financial Statements for the fiscal year ended January 30, 2016 incorporated into our Annual Report on Form 10-K, which we filed with the Securities and Exchange Commission on April 14, 2016.. Certain prior year amounts have been reclassified to conform to the 2016 presentation. The results of operations for the thirteen week period ended April 30, 2016 are not necessarily indicative of the results to be expected for the full fiscal year. All references in this Report to 2015 and 2016 refer to the fiscal years ended January 30, 2016 and ending January 28, 2017, respectively.

INVENTORIES

INVENTORIES	3 Months Ended
	Apr. 30, 2016
Inventory Disclosure [Abstract]
INVENTORIES	NOTE 2: INVENTORIES Merchandise inventories are valued at the lower of cost or market using the retail first-in, first-out (FIFO) inventory method for goods in our stores and the cost FIFO inventory method for goods in our distribution centers. The retail inventory method is a reverse mark-up, averaging method which has been widely used in the retail industry for many years. This method calculates a cost-to-retail ratio that is applied to the retail value of inventory to determine the cost value of inventory and the resulting cost of goods sold and gross margin. The assumptions that the retail inventory method provides for valuation at lower of cost or market and the inherent uncertainties therein are discussed in the following paragraphs. In order to assure valuation at the lower of cost or market, the retail value of our inventory is adjusted on a consistent basis to reflect current market conditions. These adjustments include increases to the retail value of inventory for initial markups to set the selling price of goods or additional markups to adjust pricing for inflation and decreases to the retail value of inventory for markdowns associated with promotional, seasonal or other declines in the market value. Because these adjustments are made on a consistent basis and are based on current prevailing market conditions, they approximate the carrying value of the inventory at net realizable value (market value). Therefore, after applying the cost to retail ratio, the cost value of our inventory is stated at the lower of cost or market as is prescribed by GAAP. Because the approximation of net realizable value (market value) under the retail inventory method is based on estimates such as markups, markdowns and inventory losses (shrink), there exists an inherent uncertainty in the final determination of inventory cost and gross margin. In order to mitigate that uncertainty, the Company has a formal review process, conducted by product class which considers such variables as current market trends, seasonality, weather patterns and age of merchandise to ensure that markdowns are taken currently, or a markdown reserve is established to cover future anticipated markdowns on a particular product class. This review also considers current pricing trends and inflation to ensure that markups are taken if necessary. The estimation of inventory losses (shrink) is a significant element in approximating the carrying value of inventory at net realizable value, and as such the following paragraph describes our estimation method as well as the steps we take to mitigate the risk of this estimate in the determination of the cost value of inventory. The Company calculates inventory losses (shrink) based on actual inventory losses occurring as a result of physical inventory counts during each fiscal period and estimated inventory losses occurring between yearly physical inventory counts. The estimate for shrink occurring in the interim period between physical counts is calculated on a store-specific basis and is based on history, as well as performance on the most recent physical count. It is calculated by multiplying each store’s shrink rate, which is based on the previously mentioned factors, by the interim period’s sales for each store. Additionally, the overall estimate for shrink is adjusted at the corporate level to a three-year historical average to ensure that the overall shrink estimate is the most accurate approximation of shrink based on the Company’s overall history of shrink. The three-year historical estimate is calculated by dividing the “book to physical” inventory adjustments for the trailing 36 months by the related sales for the same period. In order to reduce the uncertainty inherent in the shrink calculation, the Company first performs the calculation at the lowest practical level (by store) using the most current performance indicators. This ensures a more reliable number, as opposed to using a higher level aggregation or percentage method. The second portion of the calculation ensures that the extreme negative or positive performance of any particular store or group of stores does not skew the overall estimation of shrink. This portion of the calculation removes additional uncertainty by eliminating short-term peaks and valleys that could otherwise cause the underlying carrying cost of inventory to fluctuate unnecessarily. The methodology that we have applied in estimating shrink has resulted in variability that is not material to our financial statements. Management believes that the Company’s retail inventory method provides an inventory valuation which reasonably approximates cost and results in carrying inventory at the lower of cost or market. For pharmacy inventories, which were approximately $46.9 million and $41.1 million at April 30, 2016 and May 2, 2015, respectively, cost was determined using the retail last-in, first-out (LIFO) inventory method in which inventory cost is maintained using the retail inventory method, then adjusted by application of the Producer Price Index published by the U.S. Department of Labor for cumulative annual periods. The current cost of inventories exceeded LIFO cost by approximately $48.5 million at April 30, 2016 and $40.4 million at May 2, 2015. The Company has historically included an estimate of inbound freight and certain general and administrative costs in merchandise inventory as prescribed by GAAP. These costs include activities surrounding the procurement and storage of merchandise inventory such as merchandise planning and buying, warehousing, accounting, information technology and human resources, as well as inbound freight. The total amount of procurement and storage costs and inbound freight, inclusive of the accelerated recognition of freight capitalization expense, included in merchandise inventory at April 30, 2016 is $21.2 million, with the corresponding amount of $20.4 million at May 2, 2015.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	3 Months Ended
	Apr. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK-BASED COMPENSATION	NOTE 3: STOCK-BASED COMPENSATION The Company accounts for its stock-based compensation plans in accordance with the Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 718 “Compensation – Stock Compensation.” Under FASB ASC 718, stock-based compensation expense is based on awards ultimately expected to vest, and therefore has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant based on the Company’s historical forfeiture experience and will be revised in subsequent periods if actual forfeitures differ from those estimates. FASB ASC 718 also requires the benefits of income tax deductions in excess of recognized compensation cost to be reported as a financing cash flow, rather than as an operating cash flow as required prior to FASB ASC 718. A summary of the Company’s stock-based compensation (a component of selling, general and administrative expenses) and related income tax benefit is as follows (in thousands) Thirteen Weeks Ended April 30, 2016 May 2, 2015 Stock option expense $ (424 ) $ (369 ) Restricted stock expense 1,127 540 ESPP expense 51 48 Total stock-based compensation $ 754 $ 219 Income tax benefit on stock-based compensation $ 209 $ 21 The fair value of each option granted during the thirteen week period ended April 30, 2016 and May 2, 2015 is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions: Thirteen Weeks Ended April 30, 2016 May 2, 2015 Stock Options Expected volatility 33.7 % 30.2 % Risk-free interest rate 1.5 % 1.6 % Expected option life (in years) 5.84 5.84 Expected dividend yield 1.78 % 1.58 % Weighted average fair value at grant date $ 4.08 $ 4.61 Employee Stock Purchase Plan Expected volatility 59.4 % 32.6 % Risk-free interest rate 0.9 % 0.3 % Expected option life (in years) 0.25 0.25 Expected dividend yield 0.40 % 0.38 % Weighted average fair value at grant date $ 3.88 $ 3.57 The following is a summary of the methodology applied to develop each assumption: Expected Volatility Risk-free Interest Rate Expected Lives Dividend Yield Employee Stock Purchase Plan The 2004 Employee Stock Purchase Plan (the “2004 Plan”), which was approved by Fred’s shareholders, permits eligible employees to purchase shares of our common stock through payroll deductions at the lower of 85% of the fair market value of the stock at the time of grant, or 85% of the fair market value at the time of exercise. There were 13,285 shares issued during the thirteen weeks ended April 30, 2016. There are 1,410,928 shares approved to be issued under the 2004 Plan and as of April 30, 2016, there were 732,316 shares available. Stock Options The following table summarizes stock option activity during the thirteen weeks ended April 30, 2016: Options Weighted- Average Exercise Price Weighted-Average Contractual Life (years) Aggregate Intrinsic Value (000s) Outstanding at January 30, 2016 839,859 $ 15.38 3.5 $ 1,371 Granted 157,832 14.68 Forfeited / Cancelled (237,500 ) 14.09 Exercised (900 ) 12.84 Outstanding at April 30, 2016 759,291 $ 15.64 5.8 $ 350 Exercisable at April 30, 2016 112,679 $ 15.09 4.2 $ 59 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between Fred’s closing stock price on the last trading day of the period ended April 30, 2016 and the exercise price of the option multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on that date. As of April 30, 2016, total unrecognized stock-based compensation expense net of estimated forfeitures related to non-vested stock options was approximately $1.7 million, which is expected to be recognized over a weighted average period of approximately 4.1 years. The total fair value of options vested during the thirteen weeks ended April 30, 2016 was $74.3 thousand. Restricted Stock The following table summarizes restricted stock activity during the thirteen weeks ended April 30, 2016: Number of Shares Weighted-Average Grant Date Fair Value Non-vested Restricted Stock at January 30, 2016 517,143 $ 15.61 Granted 34,734 15.35 Forfeited / Cancelled (1,340 ) 16.91 Vested (25,982 ) 15.45 Non-vested Restricted Stock at April 30, 2016 524,555 $ 15.61 The aggregate pre-tax intrinsic value of restricted stock outstanding as of April 30, 2016 is $7.7 million with a weighted average remaining contractual life of 6.7 years. The unrecognized compensation expense net of estimated forfeitures, related to the outstanding stock is approximately $5.3 million, which is expected to be recognized over a weighted average period of approximately 6.7 years. The total fair value of restricted stock awards that vested during the thirteen weeks ended April 30, 2016 was $402.9 thousand.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Apr. 30, 2016
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 4 — FAIR VALUE MEASUREMENTS Fair value is defined 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. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy, as defined below, gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. • Level 1, defined as quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. • Level 2, defined as inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. • Level 3, defined as unobservable inputs for the asset or liability, which are based on an entity’s own assumptions as there is little, if any, observable activity in identical assets or liabilities. Due to their short-term nature, the Company’s financial instruments, which include cash and cash equivalents, receivables and accounts payable, are presented on the condensed consolidated balance sheets at a reasonable estimate of their fair value as of April 30, 2016 and January 30, 2016. There were $43.1 million and $38.3 million of borrowings on the Company’s revolving line of credit as of April 30, 2016 and January 30, 2016, respectively. Refer to Note 10 – Indebtedness. The fair value of the revolving lines of credit and our mortgage loans are estimated using Level 2 inputs based on the Company's current incremental borrowing rate for comparable borrowing arrangements. The table below details the fair value and carrying values for the revolving line of credit, notes payable and mortgage loans as of the following dates: April 30, 2016 January 30, 2016 (in thousands) Carrying Value Fair Value Carrying Value Fair Value Revolving line of credit $ 43,072 $ 43,072 $ 38,327 $ 38,327 Mortgage loans on land & buildings 1,681 1,881 2,259 2,451 Notes Payable 13,000 12,866 13,000 12,425

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	3 Months Ended
	Apr. 30, 2016
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	NOTE 5: PROPERTY AND EQUIPMENT Property and equipment are carried at cost. Depreciation is recorded using the straight-line method over the estimated useful lives of assets. Improvements to leased premises are amortized using the straight-line method over the shorter of the initial term of the lease or the useful life of the improvement. Leasehold improvements added late in the lease term are amortized over the shorter of the remaining term of the lease (including the upcoming renewal option, if the renewal is reasonably assured) or the useful life of the improvement. Assets under capital leases are amortized in accordance with the Company’s normal depreciation policy for owned assets or over the lease term (regardless of renewal options), if shorter, and the charge to earnings is included in depreciation expense in the consolidated financial statements. Gains or losses on the sale of assets are recorded as a component of selling, general and administrative expenses. The following illustrates the breakdown of the major categories within property and equipment (in thousands): April 30, 2016 January 30, 2016 Property and equipment, at cost: Buildings and building improvements $ 119,212 $ 118,907 Leasehold improvements 83,435 82,344 Automobiles and vehicles 5,357 5,433 Airplane 4,697 4,697 Furniture, fixtures and equipment 279,867 277,812 492,568 489,193 Less: Accumulated depreciation and amortization (367,783 ) (361,608 ) 124,785 127,585 Construction in progress 3,579 2,765 Land 8,643 8,643 Total Property and equipment, at depreciated cost $ 137,007 $ 138,993

EXIT AND DISPOSAL ACTIVITIES

EXIT AND DISPOSAL ACTIVITIES	3 Months Ended
	Apr. 30, 2016
Restructuring and Related Activities [Abstract]
EXIT AND DISPOSAL ACTIVITIES	NOTE 6: EXIT AND DISPOSAL ACTIVITIES Fixed Assets The Company’s policy is to review the carrying value of all long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. We measure impairment losses of fixed assets and leasehold improvements as the amount by which the carrying amount of a long-lived asset exceeds its fair value as prescribed by FASB ASC 360, "Impairment or Disposal of Long-Lived Assets." If a long-lived asset is found to be impaired, the amount recognized for impairment is equal to the difference between the carrying value and the asset’s fair value. The fair value is based on estimated market values for similar assets or other reasonable estimates of fair market value based upon a discounted cash flow model. In the first quarter of 2016, in association with the closure or scheduled relocation of certain stores, we recorded a charge of $0.1 million in selling, general and administrative expense for the impairment of fixed assets and leasehold improvements. No such charges were recorded in the first quarter of 2015. Inventory As discussed in Note 2 - Inventories, we adjust inventory values on a consistent basis to reflect current market conditions. In accordance with FASB ASC 330, "Inventories," we write down inventory to net realizable value in the period in which conditions giving rise to the write-downs are first recognized. No below-cost inventory adjustments were recorded during the thirteen weeks ended April 30, 2016 or May 2, 2015. Lease Termination For lease obligations related to closed stores, we record the estimated future liability associated with the rental obligation on the cease use date (when the stores were closed). The lease obligations are established at the cease use date for the present value of any remaining operating lease obligations, net of estimated sublease income, and at the communication date for severance and other exit costs, as prescribed by FASB ASC 420, “Exit or Disposal Cost Obligations.” Key assumptions in calculating the liability include the timeframe expected to terminate lease agreements, estimates related to the sublease potential of closed locations, and estimates of other related exit costs. If actual timing and potential termination costs or realization of sublease income differ from our estimates, the resulting liabilities could vary from recorded amounts. These liabilities are reviewed periodically and adjusted when necessary. A lease obligation for some store closures that occurred in 2008 still existed as of May 2, 2015. No such reserve remained as of April 30, 2016.

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE INCOME	3 Months Ended
	Apr. 30, 2016
Equity [Abstract]
ACCUMULATED OTHER COMPREHENSIVE INCOME	NOTE 7: ACCUMULATED OTHER COMPREHENSIVE INCOME Comprehensive income consists of two components, net income and other comprehensive income (loss). Other comprehensive income (loss) refers to gains and losses that are recorded as an element of shareholders’ equity but are excluded from net income pursuant to GAAP. The Company’s accumulated other comprehensive income includes the unrecognized prior service costs, transition obligations and actuarial gains/losses associated with our post-retirement benefit plan. The following table illustrates the activity in accumulated other comprehensive income: Thirteen Weeks Ended Year Ended (in thousands) April 30, 2016 May 2, 2015 January 30, 2016 Accumulated other comprehensive income $ 475 $ 570 $ 780 Amortization of post-retirement benefit - - (305 ) Ending balance $ 475 $ 570 $ 475

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Apr. 30, 2016
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 8: RELATED PARTY TRANSACTIONS Atlantic Retail Investors, LLC, which is partially owned by Michael J. Hayes, a director of the Company, owns the land and buildings occupied by three Fred’s stores. Richard H. Sain, Senior Vice President of Retail Pharmacy Business Development, owns the land and building occupied by one of Fred's Xpress Pharmacy locations. The terms and conditions regarding the leases on these locations were consistent in all material respects with other stores’ leases of the Company with unrelated landlords. The total rental payments related to related party leases were $183.9 thousand and $139.8 thousand for the thirteen weeks ended April 30, 2016 and May 2, 2015, respectively. The increase is due to the addition of Mr. Sain’s Xpress pharmacy location. On April 10, 2015, the Company completed the acquisition of Reeves-Sain Drug Store, Inc., a provider of retail and specialty pharmaceutical services. As part of the total consideration for the purchase, Fred’s provided notes payable totaling $13.0 million to the sellers of Reeves-Sain Drug Store, Inc., who became employees of Fred’s as part of the acquisition. The notes payable are due in three equal installments to be paid on January 31 st

LEGAL CONTINGENCIES

LEGAL CONTINGENCIES	3 Months Ended
	Apr. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
LEGAL CONTINGENCIES	NOTE 9: LEGAL CONTINGENCIES On August 10, 2015, following an investigation by a third-party cyber-security firm, the Company reported that there had been unauthorized access to two Company servers through which payment card data is routed. The investigation uncovered malware on the two servers beginning on March 23, 2015, and that malware operated on one server until April 8, 2015 and on the other server until April 24, 2015. The malware was designed to search only for "track 2" data—data from the magnetic stripe of payment cards that contains only the card number, expiration date and verification code. During this time period, track 2 data was at risk of disclosure; however, the third-party cyber-security firm did not find evidence that track 2 data was removed from the Company’s system. No other customer information was involved. The malware has been removed from the Company’s system, and the Company has implemented and is continuing to implement enhanced security measures to prevent similar events from occurring in the future. On October 22, 2015, the Company received an assessment from MasterCard relating to this incident in the amount of approximately $2.9 million. The Company paid the assessment on February 26, 2016 after its appeal was denied. The Company has reached a settlement with Discover to make certain security improvements, which if made, will not require the Company to make any payment to Discover related to the incident. The Company is in the process of making these security improvements. American Express has also issued an assessment related to the incident of $52,525. The Company is in discussions with American Express concerning this assessment. The Company has not yet received an assessment from Visa. On October 15, 2015, a lawsuit entitled Southern Independent Bank v. Fred’s, Inc. was filed in the United States District Court, Middle District of Alabama related to the data security incident. The Complaint alleges on behalf of the plaintiff and financial institutions similarly situated (“alleged class of financial institutions”) that the Company was negligent in failing to use reasonable care in obtaining, retaining, securing and deleting the personal and financial information of customers who use debit cards issued by the plaintiff and alleged class of financial institutions to make purchases at Fred’s stores. The complaint also alleges that the Company made negligent misrepresentations that the Company possessed and maintained adequate data security measures and systems that were sufficient to protect the personal and financial information of shoppers using debit cards issued by the plaintiff and alleged class of financial institutions. The complaint seeks monetary damages and equitable relief to be proved at trial as well as attorneys’ fees and costs. The Company has denied the allegations and has filed a motion to dismiss all claims, which is currently pending before the Court. Future costs or liabilities related to the incident may have a material adverse effect on the Company. Costs may include liabilities to payment card networks for reimbursement of payment card fraud and reissuance costs, liabilities from current and future civil litigation, governmental investigations and enforcement proceedings, as well as legal and investigative costs. The Company has cyber-security risk insurance with a $10 million limit and a sub-limit of $250,000 for fines and liabilities to payment card networks, which will offset some of these costs. On January 21, 2016, a lawsuit styled as Stephanie Bryant, on behalf of herself and others similarly situated v. Fred’s Stores of Tennessee, Inc. was filed in the United States District Court, Southern District of Mississippi. The complaint alleges that plaintiff and other store managers were improperly classified as exempt employees under the Fair Labor Standards Act. The complaint seeks declaratory and monetary relief for overtime compensation that plaintiff alleges was not paid as well as costs and attorneys’ fees. The Company denies the allegations and believes that its managers are appropriately classified as exempt employees. I n addition to the matters disclosed above, the Company is party to several pending legal proceedings and claims arising in the normal course of business. Although the outcomes of these proceedings and claims against the Company cannot be determined with certainty, management of the Company is of the opinion that these proceedings and claims should not have a material adverse effect on the Company’s financial statements as a whole. However, litigation involves an element of uncertainty. Future developments could cause these actions or claims, individually or in aggregate, to have a material adverse effect on the Company’s financial statements as a whole.

INDEBTEDNESS

INDEBTEDNESS	3 Months Ended
	Apr. 30, 2016
Debt Disclosure [Abstract]
INDEBTEDNESS	NOTE 10: INDEBTEDNESS On April 9, 2015, the Company entered into a new agreement with Regions Bank and Bank of America (the “New Agreement”) to replace the January 25, 2013 Revolving Loan and Credit Agreement that the Company had previously entered into with Regions Bank and Bank of America (the “Previous Agreement”). The proceeds from the New Agreement were used in part to refinance the Previous Agreement and to support acquisitions and the Company’s working capital needs. The New Agreement provides for a $150.0 million secured revolving line of credit, which includes a sublimit for letters of credit and swingline loans. The New Agreement matures on April 9, 2020 and bears interest at 1.25% or 1.50% plus either LIBOR or the LIBOR index rate, depending on our FIFO inventory balance. Commitment fees for the unused portion of the credit line are 20.0 basis points. The New Agreement also included an up-front credit facility fee which will be amortized over the agreement term. There were $43.1 million of borrowings outstanding and $97.9 million, net of borrowings and letters of credit, remaining available under the New Agreement at April 30, 2016. The weighted average interest rate on borrowings outstanding at April 30, 2016 was 1.69%. During the second and third quarter of fiscal 2007, the Company acquired the land and buildings occupied by seven Fred's stores which we had previously leased. In consideration for the seven properties, the Company assumed debt that has fixed interest rates from 6.31% to 7.40%. On March 30, 2011, Fred’s purchased 10 properties leased from Atlantic Retail Investors, LLC, one of which has an additional parcel that is leased to an unrelated party. Six of these locations carried mortgages with fixed interest rates from 6.65% to 7.40%. Mortgages remain on two locations with a combined balance of $1.7 million outstanding at April 30, 2016. The weighted average interest rate on mortgages outstanding at April 30, 2016 was 7.40%. The debt is collateralized by the land and buildings.

BUSINESS COMBINATIONS

BUSINESS COMBINATIONS	3 Months Ended
	Apr. 30, 2016
Business Combinations [Abstract]
BUSINESS COMBINATIONS	NOTE 11: BUSINESS COMBINATIONS On April 10, 2015, we acquired 100% of the equity interests in Reeves-Sain Drug Store, Inc., a provider of retail and specialty pharmaceutical services. The acquisition expanded our presence in the specialty pharmacy arena – the largest growth area of the pharmacy industry. The total consideration for the purchase was approximately $66.0 million, less working capital adjustments of $10.3 million, which yielded an adjusted purchase consideration of $55.8 million. The Company incurred $0.5 million of transaction costs in connection with the acquisition. The transaction expenses were expensed as incurred and were reflected in selling, general and administrative expenses in the consolidated statement of operations for the year ended January 30, 2016. The adjusted consideration consisted of $42.8 million in cash at the time of closing and $13.0 million in notes payable in three equal installments on January 31 st A summary of the purchase price allocation for Reeves-Sain Drug Store, Inc. is as follows (dollars in thousands): Total purchase consideration: Cash $ 42,757 Notes payable 13,000 Total purchase consideration $ 55,757 Allocation of the purchase consideration: Accounts receivables $ 14,474 Inventory 2,005 Other assets 307 Goodwill 41,403 Identifiable intangible assets 20,236 Total assets acquired $ 78,425 Accounts payable $ 21,448 Other current liabilities 1,220 Total liabilities assumed $ 22,668 Net assets acquired $ 55,757 The following are the identifiable intangible assets acquired and their respective weighted average useful lives, as determined based on valuations (dollars in thousands): Amount Estimated Customer prescription files $ 9,476 4 - 7 Trade name 7,300 - Non-compete agreements 1,800 8 Referral and relationships 1,400 2 Business licenses 260 1 $ 20,236 The following unaudited supplemental pro forma financial information includes the results of operations of the three Reeves-Sain Drug Store, Inc. locations in 2016 and 2015 and is presented as if the locations had been consolidated as of the beginning of the interim period of the earliest period presented. The unaudited supplemental pro forma financial information has been provided for illustrative purposes only and does not purport to be indicative of the actual results that would have been achieved by the combined companies for the periods presented or of the results that may be achieved by the combined companies in the future. The unaudited supplemental pro forma financial information presented below has been prepared by adjusting the historical results of the Company to include the historical results of the acquisition described above. The 2015 unaudited pro forma historical results were adjusted (i) to increase amortization expense by $0.6 million resulting from the incremental intangible assets acquired and (ii) to increase interest expense by $0.2 million as a result of assumed debt financing for the transaction. The 2016 unaudited results were not adjusted as the three locations’ results were already included in our consolidated statement of operations. The unaudited pro forma financial information does not include any adjustments to reflect the impact of cost savings or other synergies that may result from this acquisition. Thirteen Weeks Ended April 30, May 2, (in thousands, except per share data) 2016 2015 Revenue $ 549,548 $ 556,398 Earnings 1,256 (725 ) Basic and diluted earnings per share $ 0.03 $ (0.02 )

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	3 Months Ended
	Apr. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of company's stock-based compensation	A summary of the Company’s stock-based compensation (a component of selling, general and administrative expenses) and related income tax benefit is as follows (in thousands) Thirteen Weeks Ended April 30, 2016 May 2, 2015 Stock option expense $ (424 ) $ (369 ) Restricted stock expense 1,127 540 ESPP expense 51 48 Total stock-based compensation $ 754 $ 219 Income tax benefit on stock-based compensation $ 209 $ 21
Schedule of stock option granted using the Black-Scholes option-pricing model	The fair value of each option granted during the thirteen week period ended April 30, 2016 and May 2, 2015 is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions: Thirteen Weeks Ended April 30, 2016 May 2, 2015 Stock Options Expected volatility 33.7 % 30.2 % Risk-free interest rate 1.5 % 1.6 % Expected option life (in years) 5.84 5.84 Expected dividend yield 1.78 % 1.58 % Weighted average fair value at grant date $ 4.08 $ 4.61 Employee Stock Purchase Plan Expected volatility 59.4 % 32.6 % Risk-free interest rate 0.9 % 0.3 % Expected option life (in years) 0.25 0.25 Expected dividend yield 0.40 % 0.38 % Weighted average fair value at grant date $ 3.88 $ 3.57
Schedule of stock option activity	The following table summarizes stock option activity during the thirteen weeks ended April 30, 2016: Options Weighted- Average Exercise Price Weighted-Average Contractual Life (years) Aggregate Intrinsic Value (000s) Outstanding at January 30, 2016 839,859 $ 15.38 3.5 $ 1,371 Granted 157,832 14.68 Forfeited / Cancelled (237,500 ) 14.09 Exercised (900 ) 12.84 Outstanding at April 30, 2016 759,291 $ 15.64 5.8 $ 350 Exercisable at April 30, 2016 112,679 $ 15.09 4.2 $ 59
Schedule of restricted stock activity	The following table summarizes restricted stock activity during the thirteen weeks ended April 30, 2016: Number of Shares Weighted-Average Non-vested Restricted Stock at January 30, 2016 517,143 $ 15.61 Granted 34,734 15.35 Forfeited / Cancelled (1,340 ) 16.91 Vested (25,982 ) 15.45 Non-vested Restricted Stock at April 30, 2016 524,555 $ 15.61

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Apr. 30, 2016
Fair Value Disclosures [Abstract]
Schedule of fair value and carrying values for the revolving line of credit, notes payable and mortgage loans	The table below details the fair value and carrying values for the revolving line of credit, notes payable and mortgage loans as of the following dates: April 30, 2016 January 30, 2016 (in thousands) Carrying Value Fair Value Carrying Value Fair Value Revolving line of credit $ 43,072 $ 43,072 $ 38,327 $ 38,327 Mortgage loans on land & buildings 1,681 1,881 2,259 2,451 Notes Payable 13,000 12,866 13,000 12,425

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	3 Months Ended
	Apr. 30, 2016
Property, Plant and Equipment [Abstract]
Schedule of property plant and equipment	The following illustrates the breakdown of the major categories within property and equipment (in thousands): April 30, 2016 January 30, 2016 Property and equipment, at cost: Buildings and building improvements $ 119,212 $ 118,907 Leasehold improvements 83,435 82,344 Automobiles and vehicles 5,357 5,433 Airplane 4,697 4,697 Furniture, fixtures and equipment 279,867 277,812 492,568 489,193 Less: Accumulated depreciation and amortization (367,783 ) (361,608 ) 124,785 127,585 Construction in progress 3,579 2,765 Land 8,643 8,643 Total Property and equipment, at depreciated cost $ 137,007 $ 138,993

ACCUMULATED OTHER COMPREHENSI21

ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables)	3 Months Ended
	Apr. 30, 2016
Equity [Abstract]
Schedule of accumulated other comprehensive income	The following table illustrates the activity in accumulated other comprehensive income: Thirteen Weeks Ended Year Ended (in thousands) April 30, 2016 May 2, 2015 January 30, 2016 Accumulated other comprehensive income $ 475 $ 570 $ 780 Amortization of post-retirement benefit - - (305 ) Ending balance $ 475 $ 570 $ 475

BUSINESS COMBINATIONS (Tables)

BUSINESS COMBINATIONS (Tables)	3 Months Ended
	Apr. 30, 2016
Business Combinations [Abstract]
Schedule of preliminary purchase price allocation	A summary of the purchase price allocation for Reeves-Sain Drug Store, Inc. is as follows (dollars in thousands): Total purchase consideration: Cash $ 42,757 Notes payable 13,000 Total purchase consideration $ 55,757 Allocation of the purchase consideration: Accounts receivables $ 14,474 Inventory 2,005 Other assets 307 Goodwill 41,403 Identifiable intangible assets 20,236 Total assets acquired $ 78,425 Accounts payable $ 21,448 Other current liabilities 1,220 Total liabilities assumed $ 22,668 Net assets acquired $ 55,757
Schedule of identifiable intangible assets acquired	The following are the identifiable intangible assets acquired and their respective weighted average useful lives, as determined based on valuations (dollars in thousands): Amount Estimated Customer prescription files $ 9,476 4 - 7 Trade name 7,300 - Non-compete agreements 1,800 8 Referral and relationships 1,400 2 Business licenses 260 1 $ 20,236
Schedule of unaudited pro forma financial information	The unaudited pro forma financial information does not include any adjustments to reflect the impact of cost savings or other synergies that may result from this acquisition. Thirteen Weeks Ended April 30, May 2, (in thousands, except per share data) 2016 2015 Revenue $ 549,548 $ 556,398 Earnings 1,256 (725 ) Basic and diluted earnings per share $ 0.03 $ (0.02 )

BASIS OF PRESENTATION (Details

BASIS OF PRESENTATION (Details Narrative)	Apr. 30, 2016Number
Number of pharmacy facilities	3
Number of states	15
Franchised Fred's Stores [Member]
Number of franchisee	18
General Merchandise [Member]
Number of retail store	660
Number of pharmacy	373

INVENTORIES (Details Narrative)

INVENTORIES (Details Narrative) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Inventory	$ 350,558	$ 340,730
Merchandise Inventory [Member]
Procurement and storage costs and inbound freight cost	21,200		$ 20,400
Pharmacy Department [Member]
Inventory	46,900		41,100
LIFO inventory amount	$ 48,500		$ 40,400

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details) - Selling, General and Administrative Expenses [Member] - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Total stock-based compensation	$ 754	$ 219
Income tax benefit on stock-based compensation	209	21
2004 Employee Stock Purchase Plan [Member]
Total stock-based compensation	51	48
Stock Option [Member]
Total stock-based compensation	(424)	(369)
Restricted Stock [Member]
Total stock-based compensation	$ 1,127	$ 540

STOCK-BASED COMPENSATION (Det26

STOCK-BASED COMPENSATION (Details 1) - $ / shares	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
2004 Employee Stock Purchase Plan [Member]
Expected volatility	59.40%	32.60%
Risk-free interest rate	0.90%	0.30%
Expected option life (in years)	3 months	3 months
Expected dividend yield	0.40%	0.38%
Weighted average fair value at grant date	$ 3.88	$ 3.57
Stock Option [Member]
Expected volatility	33.70%	30.20%
Risk-free interest rate	1.50%	1.60%
Expected option life (in years)	5 years 10 months 2 days	5 years 10 months 2 days
Expected dividend yield	1.78%	1.58%
Weighted average fair value at grant date	$ 4.08	$ 4.61

STOCK-BASED COMPENSATION (Det27

STOCK-BASED COMPENSATION (Details 2) - Stock Option [Member] $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 30, 2016USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding, beginning | shares	839,859
Granted | shares	157,832
Forfeited / Cancelled | shares	(237,500)
Exercised | shares	(900)
Outstanding, ending | shares	759,291
Exercisable, ending | shares	112,679
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Outstanding, beginning | $ / shares	$ 15.38
Granted | $ / shares	14.68
Forfeited / Cancelled | $ / shares	14.09
Exercised | $ / shares	12.84
Outstanding, ending | $ / shares	15.64
Exercisable, ending | $ / shares	$ 15.09
Share-based Compensation Arrangement by Share-based Payment Award, Options, Weighted Average Remaining Contractual Life [Roll Forward]
Outstanding, beginning	3 years 6 months
Outstanding, ending	5 years 9 months 18 days
Exercisable, ending	4 years 2 months 12 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Aggregate Intrinsic Value [Roll Forward]
Outstanding, beginning | $	$ 1,371
Outstanding, ending | $	350
Exercisable, ending | $	$ 59

STOCK-BASED COMPENSATION (Det28

STOCK-BASED COMPENSATION (Details 3) - Restricted Stock [Member]	3 Months Ended
	Apr. 30, 2016$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward]
Non-vested Restricted Stock at Beginning | shares	517,143
Granted | shares	34,734
Forfeited / Cancelled | shares	(1,340)
Vested | shares	(25,982)
Non-vested Restricted Stock at Ending | shares	524,555
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
Non-vested Restricted Stock at Beginning | $ / shares	$ 15.61
Granted | $ / shares	15.35
Forfeited / Cancelled | $ / shares	16.91
Vested | $ / shares	15.45
Non-vested Restricted Stock at Ending | $ / shares	$ 15.61

STOCK-BASED COMPENSATION (Det29

STOCK-BASED COMPENSATION (Details Narrative)	3 Months Ended
	Apr. 30, 2016USD ($)shares
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation expense	$ 5,300,000
Amount recognition period	6 years 8 months 12 days
Intrinsic value	$ 7,700,000
Contractual term	6 years 8 months 12 days
Fair value of awards vested	$ 402,900
Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares granted | shares	157,832
Unrecognized compensation expense	$ 1,700,000
Amount recognition period	4 years 1 month 6 days
Fair value of awards vested	$ 74,300
2004 Employee Stock Purchase Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized | shares	1,410,928
Number of shares available for grant | shares	732,316
Description of plan	Purchase shares of our common stock through payroll deductions at the lower of 85% of the fair market value of the stock at the time of grant, or 85% of the fair market value at the time of exercise.
Number of shares granted | shares	13,285

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016
Revolving Line of Credit [Member]
Short-term Debt [Line Items]
Carrying Value	$ 43,072	$ 38,327
Fair Value	43,072	38,327
Mortgage Loans On Land And Buildings [Member]
Short-term Debt [Line Items]
Carrying Value	1,681	2,259
Fair Value	1,881	2,451
Notes Payable [Member]
Short-term Debt [Line Items]
Carrying Value	13,000	13,000
Fair Value	$ 12,866	$ 12,425

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016
Property and equipment, at cost:
Total Property and equipment, at depreciated cost	$ 137,007	$ 138,993
Buildings and building improvements [Member]
Property and equipment, at cost:
Property and equipment, gross	119,212	118,907
Leasehold improvements [Member]
Property and equipment, at cost:
Property and equipment, gross	83,435	82,344
Automobiles and vehicles [Member]
Property and equipment, at cost:
Property and equipment, gross	5,357	5,433
Airplane [Member]
Property and equipment, at cost:
Property and equipment, gross	4,697	4,697
Furniture, fixtures and equipment [Member]
Property and equipment, at cost:
Property and equipment, gross	279,867	277,812
Construction In Progress [Member]
Property and equipment, at cost:
Total Property and equipment, at depreciated cost	3,579	2,765
Land [Member]
Property and equipment, at cost:
Total Property and equipment, at depreciated cost	8,643	8,643
Property, plant and equipment [Member]
Property and equipment, at cost:
Property and equipment, gross	492,568	489,193
Less: Accumulated depreciation and amortization	(367,783)	(361,608)
Total Property and equipment, at depreciated cost	$ 124,785	$ 127,585

EXIT AND DISPOSAL ACTIVITIES (D

EXIT AND DISPOSAL ACTIVITIES (Details Narrative) $ in Thousands	3 Months Ended
	Apr. 30, 2016USD ($)
Impairment Charge For The Disposal Of Fixed Assets For 2014 Planned Closures [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring and related cost	$ 100

ACCUMULATED OTHER COMPREHENSI33

ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Apr. 30, 2016	May. 02, 2015	Jan. 30, 2016
Equity [Abstract]
Accumulated other comprehensive income	$ 475	$ 570	$ 570
Amortization of post-retirement benefit			(305)
Ending balance	$ 475	$ 570	$ 475

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	Apr. 10, 2015	Apr. 30, 2016	May. 02, 2015
Reeves-Sain Drug Store, Inc [Member]
Adjusted purchase consideration in notes payable	$ 13,000,000
Description of notes payable	Three equal installments on January 31st of 2021, 2022 and 2023.
Atlantic Retail Investors ( Partially owned by Michael J. Hayes) [Member]
Total rental payments		$ 183,900	$ 139,800

LEGAL CONTINGENCIES (Details Na

LEGAL CONTINGENCIES (Details Narrative) - USD ($)	Oct. 22, 2015	Apr. 30, 2016
Defined Contribution Plan Disclosure [Line Items]
PCI fines cyber-security risk insurance limit		$ 10,000,000
PCI fines cyber-security risk insurance sublimit		250,000
MasterCard [Member]
Defined Contribution Plan Disclosure [Line Items]
Litigation settlement	$ 2,900,000
American Express [Member]
Defined Contribution Plan Disclosure [Line Items]
Litigation settlement		$ 52,525

INDEBTEDNESS (Details Narrative

INDEBTEDNESS (Details Narrative) $ in Thousands	Apr. 30, 2016USD ($)	Apr. 09, 2015USD ($)	Mar. 30, 2011Number	Oct. 31, 2007
Minimum [Member]
Fixed interest rates				6.31%
Maximum [Member]
Fixed interest rates				7.40%
Atlantic Retail Investors, LLC [Member]
Weighted average interest rate	7.40%
Number of leased properties | Number			10
Purchase of mortgage debt	$ 1,700
Description of collateral	Land and buildings.
Atlantic Retail Investors, LLC [Member] | Minimum [Member] | Six Location [Member]
Fixed interest rates			6.65%
Atlantic Retail Investors, LLC [Member] | Maximum [Member] | Six Location [Member]
Fixed interest rates			7.40%
Secured Revolving Line of Credit [Member]
Maximum line of credit		$ 150,000
Maturity date of agreement		Apr. 9, 2020
Description of interest terms		Bears interest at 1.25% or 1.50% plus either LIBOR or the LIBOR index rate, depending on our FIFO inventory balance.
Commitment fees for unsued portion		0.20%
Current borrowing line of credit		$ 43,100
Aggregate line of credit		$ 97,900
Weighted average interest rate	1.69%

BUSINESS COMBINATIONS (Details)

BUSINESS COMBINATIONS (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	Apr. 10, 2015
Allocation of the purchase consideration:
Goodwill	$ 41,490	$ 41,490
Identifiable intangible assets		$ 20,236
Reeves-Sain Drug Store, Inc [Member]
Total purchase consideration:
Cash	42,757
Notes payable	13,000
Total purchase consideration	55,757		$ 55,800
Allocation of the purchase consideration:
Accounts receivables	14,474
Inventory	2,005
Other assets	307
Goodwill	41,403
Identifiable intangible assets	20,236
Total assets acquired	78,425
Accounts payable	21,448
Other current liabilities	1,220
Total liabilities assumed	22,668
Net assets acquired	$ 55,757		$ 55,800

BUSINESS COMBINATIONS (Details

BUSINESS COMBINATIONS (Details 1) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	Jan. 30, 2016
Business Acquisition [Line Items]
Business combination total		$ 20,236
Trade Name [Member]
Business Acquisition [Line Items]
Indefinite-lived intangible assets acquired	$ 7,300
Customer Prescription Files [Member]
Business Acquisition [Line Items]
Finite-lived intangible assets acquired	$ 9,476
Customer Prescription Files [Member] | Minimum [Member]
Business Acquisition [Line Items]
Estimated Useful Lives (years)	4 years
Customer Prescription Files [Member] | Maximum [Member]
Business Acquisition [Line Items]
Estimated Useful Lives (years)	7 years
Referral and Relationships [Member]
Business Acquisition [Line Items]
Finite-lived intangible assets acquired	$ 1,400
Estimated Useful Lives (years)	2 years
Non-Compete Agreements [Member]
Business Acquisition [Line Items]
Finite-lived intangible assets acquired	$ 1,800
Estimated Useful Lives (years)	8 years
Business Licenses [Member]
Business Acquisition [Line Items]
Finite-lived intangible assets acquired	$ 260
Estimated Useful Lives (years)	1 year

BUSINESS COMBINATIONS (Detail39

BUSINESS COMBINATIONS (Details 2) - Reeves-Sain Drug Store, Inc [Member] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Revenue	$ 549,548	$ 556,398
Earnings	$ 1,256	$ (725)
Basic and diluted earnings per share (in dollars per share)	$ 0.03	$ (0.02)

BUSINESS COMBINATIONS (Detail40

BUSINESS COMBINATIONS (Details Narrative) - Reeves-Sain Drug Store, Inc [Member] - USD ($) $ in Thousands	Apr. 10, 2015	May. 02, 2015	Apr. 30, 2016
Business Acquisition [Line Items]
Percentage of interest acquired	100.00%
Description of acquired entity	Provider of retail and specialty pharmaceutical services.
Total purchase consideration gross	$ 66,000
Working capital adjustments	10,300
Total purchase consideration	55,800		$ 55,757
Business acqusition cost	500
Adjusted consideration in cash	42,800
Adjusted consideration in notes payable	$ 13,000
Description about notes payable	Three equal installments on January 31st of 2021, 2022 and 2023.
Increase in amortization cost		$ 600
Increase in interest expense		$ 200