Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Oct. 29, 2022 | Nov. 25, 2022 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | Oct. 29, 2022 | |
Entity File Number | 1-10299 | |
Entity Registrant Name | FOOT LOCKER, INC. | |
Entity Incorporation, State or Country Code | NY | |
Entity Tax Identification Number | 13-3513936 | |
Entity Address, Address Line One | 330 West 34th Street | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10001 | |
City Area Code | 212 | |
Local Phone Number | 720-3700 | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | 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 | 93,320,427 | |
Entity Central Index Key | 0000850209 | |
Current Fiscal Year End Date | --01-28 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Trading Symbol | FL | |
Entity Interactive Data Current | Yes | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Oct. 29, 2022 | Jan. 29, 2022 | [1] | Oct. 30, 2021 |
Current assets: | ||||
Cash and cash equivalents | $ 351 | $ 804 | $ 1,339 | |
Merchandise inventories | 1,685 | 1,266 | 1,301 | |
Other current assets | 302 | 293 | 253 | |
Assets, current, total | 2,338 | 2,363 | 2,893 | |
Property and equipment, net | 897 | 917 | 860 | |
Operating lease right-of-use assets | 2,449 | 2,616 | 2,619 | |
Deferred taxes | 65 | 86 | 95 | |
Goodwill | 764 | 797 | 651 | |
Other intangible assets, net | 424 | 454 | 235 | |
Minority investments | 722 | 781 | 762 | |
Other assets | 103 | 121 | 96 | |
Total assets | 7,762 | 8,135 | 8,211 | |
Current liabilities: | ||||
Accounts payable | 522 | 596 | 578 | |
Accrued and other liabilities | 455 | 561 | 498 | |
Current portion of obligations under finance leases | 6 | 6 | 104 | |
Operating lease liabilities classified as current | 539 | 572 | 577 | |
Liabilities, current, total | 1,522 | 1,735 | 1,757 | |
Long-term debt and obligations under finance leases | 448 | 451 | 456 | |
Long-term lease obligations | 2,212 | 2,363 | 2,421 | |
Other liabilities | 321 | 343 | 235 | |
Total liabilities | 4,503 | 4,892 | 4,869 | |
Shareholders' equity: | ||||
Common stock and paid-in capital: 99,338,704; 104,541,760; and 99,070,796 shares issued, respectively | 798 | 770 | 806 | |
Retained earnings | 3,110 | 2,900 | 3,044 | |
Accumulated other comprehensive loss | (443) | (343) | (343) | |
Less: Treasury stock at cost: 6,018,983; 3,473,932; and 2,050,000 shares, respectively | (213) | (88) | (170) | |
Noncontrolling interest | 7 | 4 | 5 | |
Total shareholders' equity | 3,259 | 3,243 | 3,342 | |
Liabilities and equity, total | $ 7,762 | $ 8,135 | $ 8,211 | |
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Oct. 29, 2022 | Jan. 29, 2022 | Oct. 30, 2021 |
CONSOLIDATED BALANCE SHEETS [Abstract] | |||
Common Stock, Shares Outstanding, Issued, Total | 99,338,704 | 99,070,796 | 104,541,760 |
Treasury Stock, Shares | 6,018,983 | 2,050,000 | 3,473,932 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ||||
Sales | $ 2,173 | $ 2,189 | $ 6,413 | $ 6,617 |
Cost of sales | 1,477 | 1,429 | 4,323 | 4,310 |
Selling, general and administrative expenses | 467 | 458 | 1,382 | 1,326 |
Depreciation and amortization | 52 | 49 | 157 | 142 |
Impairment and other charges | 20 | 57 | 38 | 97 |
Income from operations | 157 | 196 | 513 | 742 |
Interest (expense) income, net | (3) | (4) | (13) | (8) |
Other (expense) / income, net | (11) | 30 | (24) | 359 |
Income before income taxes | 143 | 222 | 476 | 1,093 |
Income tax expense | 47 | 64 | 154 | 303 |
Net Income | 96 | 158 | 322 | 790 |
Net loss attributable to noncontrolling interests | 1 | |||
Net income attributable to Foot Locker, Inc. | $ 96 | $ 158 | $ 323 | $ 790 |
Basic earnings per share | $ 1.02 | $ 1.53 | $ 3.41 | $ 7.63 |
Weighted-average shares outstanding | 93.4 | 103.2 | 94.6 | 103.5 |
Diluted earnings per share | $ 1.01 | $ 1.52 | $ 3.38 | $ 7.54 |
Weighted-average shares outstanding, assuming dilution | 94.7 | 104.4 | 95.7 | 104.9 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
Net income attributable to Foot Locker, Inc. | $ 96 | $ 158 | $ 323 | $ 790 |
Foreign currency translation adjustment: | ||||
Translation adjustment arising during the period, net of income tax (benefit)/expense of $-, $(2), $(1) and $(1), respectively | (29) | (7) | (104) | (17) |
Cash flow hedges: | ||||
Change in fair value of derivatives, net of income tax benefit of $(1), $-, $(1), and $-, respectively | (1) | 1 | (3) | 1 |
Pension and postretirement adjustments: | ||||
Amortization of net actuarial gain/loss and prior service cost included in net periodic benefit costs, net of income tax expense of $1, $1, $2 and $2, respectively | 3 | 1 | 7 | 4 |
Comprehensive income (loss) | $ 69 | $ 153 | $ 223 | $ 778 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
Net income tax benefit on translation adjustment | $ (2) | $ (1) | $ (1) | |
Change in fair value of derivatives, income tax benefit | $ (1) | (1) | ||
Amortization of net actuarial gain/loss and prior service cost included in net periodic benefit costs, income tax expense | $ 1 | $ 1 | $ 2 | $ 2 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Millions | Additional Paid-In Capital & Common Stock | Treasury Stock [Member] | Retained Earnings | Accumulated Other Comprehensive Loss [Member] | Noncontrolling Interest [Member] | Total | |
Cumulative effect of the adoption new ASUs | $ 779 | $ (3) | $ 2,326 | $ (331) | $ 5 | $ 2,776 | |
Beginning Balance at Jan. 30, 2021 | $ 779 | $ (3) | 2,326 | (331) | 5 | 2,776 | |
Beginning Balance (in shares) at Jan. 30, 2021 | 103,693,000 | ||||||
Beginning Balance (in treasury shares) at Jan. 30, 2021 | (74,000) | ||||||
Restricted stock issued (in shares) | 498,000 | ||||||
Issued under director and stock plans | $ 11 | 11 | |||||
Issued under director and stock plans (in shares) | 351,000 | ||||||
Share-based compensation expense | $ 23 | 23 | |||||
Shares of common stock used to satisfy tax withholding obligations | $ (11) | (11) | |||||
Shares of common stock used to satisfy tax withholding obligations (in shares) | (205,000) | ||||||
Share repurchases | $ (170) | (170) | |||||
Share repurchases (in shares) | (3,496,000) | ||||||
Reissued - employee stock purchase plan | (7) | $ 14 | 7 | ||||
Reissued - employee stock purchase plan (in shares) | 301,000 | ||||||
Net income | 790 | 790 | |||||
Cash dividends declared on common stock | (72) | (72) | |||||
Translation adjustment, net of tax | (17) | (17) | |||||
Change in cash flow hedges, net of tax | 1 | 1 | |||||
Pension and postretirement adjustments, net of tax | 4 | 4 | |||||
Ending Balance at Oct. 30, 2021 | $ 806 | $ (170) | 3,044 | (343) | 5 | $ 3,342 | |
Ending Balance (in shares) at Oct. 30, 2021 | 104,542,000 | 104,541,760 | |||||
Ending Balance (in treasury shares) at Oct. 30, 2021 | (3,474,000) | (3,473,932) | |||||
Cumulative effect of the adoption new ASUs | $ 799 | $ (41) | 2,916 | (338) | 5 | $ 3,341 | |
Beginning Balance at Jul. 31, 2021 | $ 799 | $ (41) | 2,916 | (338) | 5 | 3,341 | |
Beginning Balance (in shares) at Jul. 31, 2021 | 104,516,000 | ||||||
Beginning Balance (in treasury shares) at Jul. 31, 2021 | (714,000) | ||||||
Restricted stock issued (in shares) | 19,000 | ||||||
Issued under director and stock plans (in shares) | 7,000 | ||||||
Share-based compensation expense | $ 7 | 7 | |||||
Shares of common stock used to satisfy tax withholding obligations (in shares) | (10,000) | ||||||
Share repurchases | $ (129) | (129) | |||||
Share repurchases (in shares) | (2,750,000) | ||||||
Net income | 158 | 158 | |||||
Cash dividends declared on common stock | (30) | (30) | |||||
Translation adjustment, net of tax | (7) | (7) | |||||
Change in cash flow hedges, net of tax | 1 | 1 | |||||
Pension and postretirement adjustments, net of tax | 1 | 1 | |||||
Ending Balance at Oct. 30, 2021 | $ 806 | $ (170) | 3,044 | (343) | 5 | $ 3,342 | |
Ending Balance (in shares) at Oct. 30, 2021 | 104,542,000 | 104,541,760 | |||||
Ending Balance (in treasury shares) at Oct. 30, 2021 | (3,474,000) | (3,473,932) | |||||
Cumulative effect of the adoption new ASUs | $ 806 | $ (170) | 3,044 | (343) | 5 | $ 3,342 | |
Cumulative effect of the adoption new ASUs | 770 | (88) | 2,900 | (343) | 4 | 3,243 | [1] |
Beginning Balance at Jan. 29, 2022 | $ 770 | $ (88) | 2,900 | (343) | 4 | $ 3,243 | [1] |
Beginning Balance (in shares) at Jan. 29, 2022 | 99,071,000 | 99,070,796 | |||||
Beginning Balance (in treasury shares) at Jan. 29, 2022 | (2,050,000) | (2,050,000) | |||||
Restricted stock issued (in shares) | 113,000 | ||||||
Issued under director and stock plans | $ 5 | $ 5 | |||||
Issued under director and stock plans (in shares) | 155,000 | ||||||
Share-based compensation expense | $ 25 | 25 | |||||
Shares of common stock used to satisfy tax withholding obligations | $ (1) | (1) | |||||
Shares of common stock used to satisfy tax withholding obligations (in shares) | (39,000) | ||||||
Share repurchases | $ (129) | (129) | |||||
Share repurchases (in shares) | (4,050,000) | ||||||
Reissued - employee stock purchase plan | (2) | $ 5 | 3 | ||||
Reissued - employee stock purchase plan (in shares) | 120,000 | ||||||
Noncontrolling interest capital contribution | 4 | 4 | |||||
Net income | 323 | (1) | 322 | ||||
Cash dividends declared on common stock | (113) | (113) | |||||
Translation adjustment, net of tax | (104) | (104) | |||||
Change in cash flow hedges, net of tax | (3) | (3) | |||||
Pension and postretirement adjustments, net of tax | 7 | 7 | |||||
Ending Balance at Oct. 29, 2022 | $ 798 | $ (213) | 3,110 | (443) | 7 | $ 3,259 | |
Ending Balance (in shares) at Oct. 29, 2022 | 99,339,000 | 99,338,704 | |||||
Ending Balance (in treasury shares) at Oct. 29, 2022 | (6,019,000) | (6,018,983) | |||||
Cumulative effect of the adoption new ASUs | $ 788 | $ (213) | 3,051 | (416) | 7 | $ 3,217 | |
Beginning Balance at Jul. 30, 2022 | $ 788 | $ (213) | 3,051 | (416) | 7 | 3,217 | |
Beginning Balance (in shares) at Jul. 30, 2022 | 99,319,000 | ||||||
Beginning Balance (in treasury shares) at Jul. 30, 2022 | (6,018,000) | ||||||
Restricted stock issued (in shares) | 2,000 | ||||||
Issued under director and stock plans | $ 1 | 1 | |||||
Issued under director and stock plans (in shares) | 18,000 | ||||||
Share-based compensation expense | $ 9 | 9 | |||||
Shares of common stock used to satisfy tax withholding obligations (in shares) | (1,000) | ||||||
Net income | 96 | 96 | |||||
Cash dividends declared on common stock | (37) | (37) | |||||
Translation adjustment, net of tax | (29) | (29) | |||||
Change in cash flow hedges, net of tax | (1) | (1) | |||||
Pension and postretirement adjustments, net of tax | 3 | 3 | |||||
Ending Balance at Oct. 29, 2022 | $ 798 | $ (213) | 3,110 | (443) | 7 | $ 3,259 | |
Ending Balance (in shares) at Oct. 29, 2022 | 99,339,000 | 99,338,704 | |||||
Ending Balance (in treasury shares) at Oct. 29, 2022 | (6,019,000) | (6,018,983) | |||||
Cumulative effect of the adoption new ASUs | $ 798 | $ (213) | $ 3,110 | $ (443) | $ 7 | $ 3,259 | |
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Statement of Stockholders' Equity [Abstract] | ||||
Cash dividends declared on common stock, per share | $ 0.40 | $ 0.30 | $ 1.20 | $ 0.70 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2022 | Oct. 30, 2021 | |
From operating activities: | ||
Net income | $ 322 | $ 790 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Non-cash impairment and other charges | 5 | 88 |
Fair value adjustments to minority investments | 52 | (340) |
Depreciation and amortization | 157 | 142 |
Deferred income taxes | 14 | 57 |
Share-based compensation expense | 25 | 23 |
Gain on disposal of business | (19) | |
Change in assets and liabilities: | ||
Merchandise inventories | (466) | (306) |
Accounts payable | (58) | 122 |
Accrued and other liabilities | (46) | 16 |
Insurance receivable for inventory loss | 8 | |
Other, net | (18) | (102) |
Net cash (used in) provided by operating activities | (32) | 498 |
From investing activities: | ||
Capital expenditures | (218) | (137) |
Purchase of business, net of cash acquired | (18) | (737) |
Minority investments | (5) | (115) |
Proceeds from sale of business | 47 | |
Proceeds from minority investments | 12 | |
Proceeds from sale of property | 3 | |
Insurance proceeds related to loss on property and equipment | 3 | |
Net cash used in investing activities | (182) | (983) |
From financing activities: | ||
Proceeds from debt issuance, net | 395 | |
Payment of debt issuance costs | (2) | |
Purchase of treasury shares | (129) | (170) |
Dividends paid on common stock | (113) | (72) |
Payment of obligations under finance leases | (5) | (3) |
Shares of common stock repurchased to satisfy tax withholding obligations | (1) | (11) |
Treasury stock reissued under employee stock plan | 3 | 7 |
Proceeds from exercise of stock options | 4 | 10 |
Contribution from non-controlling interest | 4 | |
Net cash used in financing activities | (237) | 154 |
Effect of exchange rate fluctuations on cash, cash equivalents, and restricted cash | (6) | (2) |
Net change in cash, cash equivalents, and restricted cash | (457) | (333) |
Cash, cash equivalents, and restricted cash at beginning of year | 850 | 1,718 |
Cash, cash equivalents, and restricted cash at end of period | 393 | 1,385 |
Cash paid during the year: | ||
Interest | 17 | 7 |
Income taxes | 131 | 313 |
Cash paid for amounts included in measurement of operating lease liabilities: | 527 | 527 |
Cash paid for amounts included in measurement of finance lease liabilities | 7 | 3 |
Non-cash investing and financing activities: | ||
Right-of-use assets obtained in exchange for lease obligations: | 363 | 242 |
Assets obtained in exchange for finance lease obligations | $ 1 | $ 4 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Oct. 29, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements contained in this report are unaudited. In the opinion of management, the condensed consolidated financial statements include all normal, recurring adjustments necessary for a fair presentation of the results for the interim periods presented. As used in these Notes to the Unaudited Condensed Consolidated Financial Statements, the terms “Foot Locker,” “Company,” “we,” “our,” and “us” refer to Foot Locker, Inc. and its consolidated subsidiaries. The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the amounts reported in the accompanying Unaudited Condensed Consolidated Financial Statements and these Notes and related disclosures. Actual results may differ from those estimates. The results of operations for any interim period are not necessarily indicative of the results expected for the year. The results of operations for the period ended October 29, 2022 are not necessarily indicative of the results to be expected for the full fiscal year due to the continued uncertainty of general economic conditions that may affect us for the remainder of 2022. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Notes to Consolidated Financial Statements contained in our 2021 Form 10-K. There were no significant changes to the policies disclosed in Note 1, Summary of Significant Accounting Policies Recent Accounting Pronouncements Recently issued accounting pronouncements did not, or are not believed by management to, have a material effect on our present or future consolidated financial statements. |
Acquisition
Acquisition | 9 Months Ended |
Oct. 29, 2022 | |
Business Combinations [Abstract] | |
Acquisition | 2. Acquisitions In 2021, we acquired WSS and atmos, two businesses that will allow us to further differentiate our product offerings, as well as our customer base, and diversify our retail store and omnichannel portfolio. WSS During the thirty-nine weeks ended October 29, 2022, we paid an additional $4 million upon the finalization of the value of net assets acquired, with a corresponding increase to goodwill as compared with the amounts presented in the most recent annual report. The aggregate purchase price for the acquisition has increased to $811 million ($741 million, net of cash acquired). During the third quarter of 2022, we recorded changes to the value of net assets acquired related to income tax balances. 2. Acquisitions (continued) The following table represents the final allocation of the purchase price for WSS. ($ in millions) Assets acquired: Cash and cash equivalents $ 70 Merchandise inventories 82 Other current assets 10 Property and equipment, net 133 Operating lease right-of-use assets 143 Tradenames 296 Customer relationships 13 Other assets 4 Liabilities assumed: Accounts payable and accrued liabilities $ (59) Current portion of obligations under finance leases (3) Current portion of lease obligations (19) Long-term portion of obligations under finance leases (50) Long-term lease obligations (127) Deferred taxes (87) Other liabilities (4) Goodwill 409 Total purchase price $ 811 atmos During the thirteen and thirty-nine weeks ended October 29, 2022, we paid an additional $6 million and $14 million, respectively, in connection with the finalization of certain post-closing conditions. The aggregate purchase price for the acquisition has increased to $374 million, subject to additional adjustments for the finalization of the value of net assets acquired and other post-closing matters. The preliminary purchase price includes contingent consideration initially measured at $35 million, which can reach up to $111 million based on achieving certain revenue growth and EBITDA performance targets. The fair value of the contingent consideration has not changed from the initial measurement. The preliminary purchase price does not yet reflect the finalization of the net working capital provisions and other post-closing adjustments. At closing, we placed $30 million in escrow, of which $10 million related to net working capital adjustments and $20 million related to certain indemnifications. The net working capital adjustment will be finalized during the fourth quarter and the indemnification escrow will be released in May 2023, unless there is a pending claim. The following table represents the preliminary allocation of the purchase price for atmos and includes fair value adjustments to certain assets and liabilities since our most recent annual report. Changes to amounts reported at year end included a $14 million increase in goodwill due to the additional purchase price, a $5 million downward valuation of intangible assets, and other changes of $2 million. These adjustments did not have a significant effect on the consolidated results of operations. We determined that the atmos tradenames will have an indefinite life and will not be amortized. We are assessing the tax deductibility of the goodwill related to the acquisition. 2. Acquisitions (continued) The following table represents the preliminary allocation of the purchase price for atmos. ($ in millions) Assets acquired: Cash and cash equivalents $ 6 Merchandise inventories 22 Other current assets 12 Property and equipment, net 7 Operating lease right-of-use assets 44 Tradenames 130 Customer relationships 9 Other assets 6 Liabilities assumed: Accounts payable $ (10) Current portion of lease obligations (10) Other current liabilities (8) Long-term lease obligations (35) Deferred taxes (44) Other liabilities (8) Goodwill (1) 253 Total purchase price (2) $ 374 (1) Goodwill represented on this table is at the exchange rate in effect as of the date of acquisition. (2) Total purchase price consists of $339 million in cash and $35 million of contingent consideration . |
Revenue
Revenue | 9 Months Ended |
Oct. 29, 2022 | |
Revenue [Abstract] | |
Revenue | 3. Revenue The table below presents sales disaggregated based upon sales channel. Sales are attributable to the channel in which the sales transaction is initiated. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales by Channel Stores $ 1,818 $ 1,756 $ 5,310 $ 5,193 Direct-to-customers 355 433 1,103 1,424 Total sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 Sales disaggregated based upon geographic area are presented in the table below. Sales are attributable to the geographic area in which the sales transaction is fulfilled. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales by Geography United States $ 1,500 $ 1,524 $ 4,423 $ 4,860 International 673 665 1,990 1,757 Total sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 3. Revenue (continued) Contract Liabilities We sell gift cards, which do not have expiration dates. Revenue from gift card sales is recorded when the gift cards are redeemed by customers. Breakage income is recognized as revenue in proportion to the pattern of rights exercised by the customer . The table below presents the activity of our gift card liability balance. October 29, October 30, ($ in millions) 2022 2021 Gift card liability at beginning of year $ 46 $ 41 Liabilities acquired - WSS — 1 Redemptions (187) (187) Breakage recognized in sales (12) (13) Activations 178 192 Gift card liability $ 25 $ 34 We elected not to disclose the information about remaining performance obligations since the amount of gift cards redeemed after 12 months is not significant. |
Segment Information
Segment Information | 9 Months Ended |
Oct. 29, 2022 | |
Segment Information [Abstract] | |
Segment Information | 4. Segment Information We have integrated all available shopping channels including stores, websites, apps, and social channels. Store sales are primarily fulfilled from the store’s inventory, but may also be shipped from any of our distribution centers or from a different store location if an item is not available at the original store. Direct-to-customer orders are generally shipped to our customers through our distribution centers but may also be shipped from any store or a combination of our distribution centers and stores depending on availability. We evaluate performance based on several factors, primarily the banner’s financial results, referred to as division profit. Division profit reflects income before income taxes, impairment and other charges, corporate expense, non-operating income, and net interest expense. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 Operating Results Division profit 216 283 $ 660 $ 930 Less: Impairment and other charges (1) 20 57 38 97 Less: Corporate expense (2) 39 30 109 91 Income from operations 157 196 513 742 Interest expense, net (3) (4) (13) (8) Other income / (expense), net (3) (11) 30 (24) 359 Income before income taxes $ 143 $ 222 $ 476 $ 1,093 (1) See Note 5, Impairment and Other Charges for further detail. (2) Corporate expense consists of unallocated selling, general and administrative expenses, as well as depreciation and amortization related to our corporate headquarters, centrally managed departments, unallocated insurance and benefit programs, certain foreign exchange transaction gains and losses, and other items. (3) Other income / (expense), net for the thirteen weeks and thirty-nine weeks ended October 29, 2022 represented primarily the loss on the change in fair value of our investment in Retailors, Ltd., a publicly-listed entity, which was partially offset by other income. See Note 6, Other Income / (Expense), net . |
Impairment and Other Charges
Impairment and Other Charges | 9 Months Ended |
Oct. 29, 2022 | |
Impairment and Other Charges [Abstract] | |
Impairment and Other Charges | 5. Impairment and Other Charges Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Transformation consulting $ 17 $ — $ 27 $ — Impairment of long-lived assets and right-of-use assets — 13 5 52 Acquisition and integration costs 1 14 4 14 Reorganization costs 2 — 2 2 Impairment of investments — 30 — 32 Lease termination costs — — — 4 Insurance recovery — — — (7) Total impairment and other charges $ 20 $ 57 $ 38 $ 97 For the thirteen and thirty-nine weeks ended October 29, 2022, we incurred $17 million and $27 million of transformation consulting expense, respectively. We recorded $1 million and $4 million in acquisition and integration costs related to WSS and atmos for the thirteen and thirty-nine weeks ended October 29, 2022, respectively. We recorded reorganization costs, primarily severance, of $2 million for both the thirteen and thirty-nine weeks ended October 29, 2022, related to the announced closure of a North American distribution center. Additionally, we recorded impairment charges of $5 million related to long-lived assets and right-of-use assets, as well as accelerated tenancy charges for the thirty-nine weeks ended October 29, 2022. For the thirteen and thirty-nine weeks ended October 30, 2021 we recorded $13 million and $52 million of impairment charges related to the decision to exit the Footaction banner, respectively. Impairment of investments was $30 million and $32 million for the thirteen and thirty-nine weeks ended October 30, 2021, respectively, due to continued losses and updated estimates of value. In connection with the acquisitions, we recorded costs of $14 million, for the thirteen and thirty-nine weeks ended October 30, 2021. We recorded charges of $4 million in lease-related termination costs, and a severance charge of $2 million in connection with the reorganization of certain support functions, offset by $7 million of insurance recovery income related to 2020 social unrest losses for the thirty-nine weeks ended October 30, 2021. |
Other Income (Expense), net
Other Income (Expense), net | 9 Months Ended |
Oct. 29, 2022 | |
Other Income [Abstract] | |
Other Income (Expense), net | 6. Other Income / (Expense), net Effective June 27, 2022, the Company reached a definitive agreement to sell all assets related to the Eastbay Team Sales business, consisting primarily of inventory and accounts receivable. During the second quarter, we received proceeds of $47 million from the transaction. During the third quarter we finalized the net assets sold to purchasers increasing the gain to $19 million for the thirty-nine weeks ended October 29, 2022. |
Cash, Cash Equivalents, and Res
Cash, Cash Equivalents, and Restricted Cash | 9 Months Ended |
Oct. 29, 2022 | |
Restricted Cash [Abstract] | |
Cash, Cash Equivalents, and Restricted Cash | 7. Cash, Cash Equivalents, and Restricted Cash The table below provides a reconciliation of cash and cash equivalents, as reported on our Condensed Consolidated Balance Sheets, to cash, cash equivalents, and restricted cash, as reported on our Condensed Consolidated Statements of Cash Flows. October 29, October 30, ($ in millions) 2022 2021 Cash and cash equivalents $ 351 $ 1,339 Restricted cash included in other current assets 14 9 Restricted cash included in other non-current assets 28 37 Cash, cash equivalents, and restricted cash $ 393 $ 1,385 7. Cash, Cash Equivalents, and Restricted Cash (continued) Amounts included in restricted cash primarily relate to amounts held in escrow in connection with various leasing arrangements in Europe and deposits held in insurance trusts to satisfy the requirement to collateralize part of the self-insured workers’ compensation and liability claims. |
Goodwill
Goodwill | 9 Months Ended |
Oct. 29, 2022 | |
Goodwill and Other Intangible Assets, Net [Abstract] | |
Goodwill | 8. Goodwill See footnote 2, Acquisitions In conjunction with the sale of the Eastbay Team Sales business, we allocated $6 million of goodwill to the assets sold, representing the allocable share of the fair value of the reporting unit disposed of. We review goodwill for impairment annually during the first quarter of each fiscal year, or more frequently if impairment indicators arise. The review of impairment consists of either using a qualitative approach to determine whether it is more likely than not that the fair value of the assets is less than their respective carrying values or a one-step quantitative impairment test. The results of the first quarter analysis did not result in an impairment since the fair value of each reporting unit exceeded its carrying value. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Oct. 29, 2022 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Comprehensive Income (Loss) Note [Text Block] | 10. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss (“AOCL”), net of tax, is comprised of the following: October 29, October 30, January 29, ($ in millions) 2022 2021 2022 Foreign currency translation adjustments $ (211) $ (81) $ (107) Hedge contracts (3) — — Unrecognized pension cost and postretirement benefit (229) (262) (236) $ (443) $ (343) $ (343) The changes in AOCL for the thirty-nine weeks ended October 29, 2022 were as follows: Foreign Items Related Currency to Pension and Translation Hedge Postretirement ($ in millions) Adjustments Contracts Benefits Total Balance as of January 29, 2022 $ (107) — $ (236) $ (343) OCI before reclassification (104) 5 1 (98) Reclassification of hedges, net of tax — (8) — (8) Amortization of pension actuarial loss, net of tax — — 6 6 Other comprehensive income (104) (3) 7 (100) Balance as of October 29, 2022 $ (211) $ (3) $ (229) $ (443) 10. Accumulated Other Comprehensive Loss (continued) Reclassifications from AOCL for the thirty-nine weeks ended October 29, 2022 were as follows: ($ in millions) Reclassification of hedge loss: Cross-currency swap $ (9) Income tax 1 Reclassification of hedges, net of tax $ (8) Amortization of actuarial loss: Pension benefits $ 8 Income tax benefit (2) Amortization of actuarial loss, net of tax $ 6 Total, net of tax $ (2) |
Other Intangible Assets, Net
Other Intangible Assets, Net | 9 Months Ended |
Oct. 29, 2022 | |
Goodwill and Other Intangible Assets, Net [Abstract] | |
Other Intangible Assets, Net | 9. Other Intangible Assets, net The components of finite-lived intangible assets and intangible assets not subject to amortization are as follows: October 29, 2022 October 30, 2021 Gross Accum. Net Gross Accum. Net ($ in millions) value amort. value value amort. value Amortized intangible assets: (1) Lease acquisition costs $ 94 $ (92) $ 2 $ 112 $ (108) $ 4 Trademarks/tradenames (2) 18 (18) — 20 (18) 2 Customer lists 20 (7) 13 — — — $ 132 $ (117) $ 15 $ 132 $ (126) $ 6 Indefinite life intangible assets: (1) Trademarks/tradenames $ 409 $ 229 Other intangible assets, net $ 424 $ 235 (1) The change in the ending balances also reflects the effect of foreign currency fluctuations due primarily to movements of the euro in relation to the U.S. dollar. (2) During the fourth quarter of 2021, we recorded a non-cash impairment charge related to the Footaction tradename. In connection with the acquisitions of WSS and atmos, we recognized indefinite life intangible assets of $296 million for WSS related tradenames and $130 million for atmos related tradenames. Additionally, we recognized customer list intangible assets of $13 million for WSS and $9 million for atmos, both of which will be amortized over 3 years. The intangibles related to atmos were originally recorded at the exchange rate in effect as of the date of acquisition and are presented in the above table at current period exchange rates. Amortizing intangible assets primarily represent the WSS and atmos customer lists, and lease acquisition costs, which are amounts that are required to secure prime lease locations and other lease rights, primarily in Europe. 9. Other Intangible Assets, net (continued) Amortization expense recorded is as follows: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Amortization expense $ 2 $ — $ 7 $ 2 Estimated future amortization expense for finite-life intangible assets is as follows: ($ in millions) Remainder of 2022 $ 2 2023 7 2024 5 2025 1 |
Financial Instruments and Risk
Financial Instruments and Risk Management | 9 Months Ended |
Oct. 29, 2022 | |
Financial Instruments and Risk Management [Abstract] | |
Financial Instruments and Risk Management | 11. Financial Instruments and Risk Management Fair Value Hedge On May 6, 2022, we entered into a cross-currency swap contract to reduce the effect of the fluctuating U.S. Dollar (“USD”) to Japanese Yen (“JPY”) foreign exchange rate on our foreign currency-denominated intercompany loan between our Japanese and U.S. subsidiary. We expect the gains and losses on this contract to offset losses and gains on the hedged transaction in an effort to reduce the earnings volatility resulting from the remeasurement of the principal and interest accrued on the loan. Though the intercompany loan eliminates in consolidation, the foreign currency remeasurement of the loan and interest by the U.S. subsidiary is reflected in the consolidated financial statements. The cross-currency swap contract has a notional amount of JPY 11 billion and final receipt of $85 million. The cross-currency swap contract, which matures on November 2, 2031, swaps Yen-denominated interest payments for U.S. dollar-denominated interest payments, thereby economically converting the JPY 11 billion fixed-rate 3.51% intercompany loan to a fixed-rate 6.77% USD-denominated receivable for our U.S. subsidiary. We designated the cross-currency swap contract to hedge the changes in value of the intercompany loan and its variability on earnings. We will apply fair value hedge accounting, and we will consider market factors other than the change in the spot exchange rate on the notional amount of the swap to be excluded components. The foreign currency spot rate fluctuations on the cross-currency swap notional amount and interest accruals are reported in earnings each period, while all other changes are reported in other comprehensive income. Because the terms of the hedged item and the hedging instrument match and the likelihood of swap counterparty default is not probable, the hedge is expected to exactly offset changes in the fair value of the foreign currency debt resulting from to foreign currency fluctuations over the term of the swap. As of October 29, 2022, the cross-currency swap had a fair value of $4 million and was included in other assets. We record the changes in the fair value of the contract to AOCL. Each period, we reclassify an amount out of AOCL equal to the remeasurement gain or loss on the hedged intercompany loan that is recorded in selling, general and administrative expenses. As of October 29, 2022, there was $4 million in AOCL, net of tax, related to the cross-currency swap. In addition, we recognize swap interest income based on the differential in fixed interest rates per the contract. For the thirteen and thirty-nine weeks ended October 29, 2022, we recorded $1 million and $2 million of income in interest expense, net, respectively. Refer to Note 10 for further information regarding amounts recorded in AOCL. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Oct. 29, 2022 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 12. Fair Value Measurements Our financial assets are recorded at fair value, using a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The three levels of inputs used to measure fair value are categorized as follows: Level 1 – Quoted prices for identical instruments in active markets. Level 2 – Observable inputs other than quoted prices included within Level 1, including quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable in active markets. Level 3 – Model-derived valuations in which one or more significant inputs or significant value-drivers are unobservable. In 2021, we invested $68 million to take a common stock minority stake in a public entity, Retailors, Ltd, which is traded on the Tel Aviv stock exchange. This investment is classified as a Level 1 instrument since the fair value is readily available in an active market. The fair value of the auction rate security, classified as available-for-sale, is determined by using quoted prices for similar instruments in active markets and accordingly is classified as a Level 2 instrument. The fair value of the contingent consideration liability associated with the atmos acquisition is estimated using an option pricing model simulation that determines an average projected payment value across numerous iterations. Our derivative financial instruments are valued using market-based inputs to valuation models. These valuation models require a variety of inputs, including contractual terms, market prices, yield curves, and measures of volatility and, therefore, are classified as Level 2 instruments. Assets and Liabilities Measured at Fair Value on a Recurring Basis ($ in millions) As of October 29, 2022 As of October 30, 2021 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Minority investment in common stock $ 93 $ — $ — $ 118 $ — $ — Available-for-sale security — 5 — — 7 — Foreign exchange forward contracts — 2 — — — — Cross-currency swap contract — 4 — — — — Total assets $ 93 $ 11 $ — $ 118 $ 7 $ — Liabilities Contingent consideration $ — $ — $ 35 $ — $ — $ — Foreign exchange forward contracts — — — — 1 — Total liabilities $ — $ — $ 35 $ — $ 1 $ — There were no transfers into or out of Level 1, Level 2, or Level 3 assets and liabilities for any of the periods presented. 12. Fair Value Measurements (continued) Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Assets and liabilities recognized or disclosed at fair value on the consolidated financial statements on a nonrecurring basis include items such as property, plant and equipment, operating lease right-of-use assets, goodwill, other intangible assets, and minority investments that are not accounted for under the equity method of accounting. These assets are measured using Level 3 inputs, if determined to be impaired. Minority investments measured using the fair value measurement alternative had a carrying value of $579 million and $618 million as of October 29, 2022 and October 30, 2021, respectively. Long-Term Debt The fair value of long-term debt is determined by using model-derived valuations in which all significant inputs or significant value drivers are observable in active markets and, therefore, are classified as Level 2. The balance as of October 29, 2022 includes the $400 million 4% Notes. The carrying value and estimated fair value of long-term debt were as follows: ($ in millions) October 29, 2022 October 30, 2021 Carrying value (1) $ 395 $ 492 Fair value $ 308 $ 497 (1) The carrying value of debt as of October 29, 2022 reflects $5 million of issuer’s discount and costs related to the 4% Notes. The carrying values of cash and cash equivalents, and other current receivables and payables approximate their fair value. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Oct. 29, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 13. Earnings Per Share We account for earnings per share (“EPS”) using the treasury stock method. Basic EPS is computed by dividing net income for the period by the weighted-average number of common shares outstanding at the end of the period. Diluted earnings per share reflects the weighted-average number of common shares outstanding during the period used in the basic EPS computation plus dilutive common stock equivalents. The computation of diluted earnings per share does not assume conversion, exercise, or contingent issuance of securities that would have an anti-dilutive effect on EPS. The computation of basic and diluted EPS is as follows: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, (in millions, except per share data) 2022 2021 2022 2021 Net income attributable to Foot Locker, Inc. $ 96 $ 158 $ 323 $ 790 Weighted-average common shares outstanding 93.4 103.2 94.6 103.5 Dilutive effect of potential common shares 1.3 1.2 1.1 1.4 Weighted-average common shares outstanding assuming dilution 94.7 104.4 95.7 104.9 Earnings per share - basic $ 1.02 $ 1.53 $ 3.41 $ 7.63 Earnings per share - diluted $ 1.01 $ 1.52 $ 3.38 $ 7.54 Anti-dilutive share-based awards excluded from diluted calculation 2.8 1.8 2.7 1.8 13. Earnings Per Share (continued) Performance stock units related to our long-term incentive programs of 0.8 million and 0.5 million have been excluded from diluted weighted-average shares for the periods ended October 29, 2022 and October 30, 2021, respectively. The issuance of these shares is contingent on our performance metrics as compared to the pre-established performance goals, which have not been achieved. |
Pension
Pension | 9 Months Ended |
Oct. 29, 2022 | |
Retirement Plans and Other Benefits [Abstract] | |
Retirement Plans and Other Benefits | 14. Pension The components of net periodic pension benefit expense are presented in the table below. Service cost is recognized as part of SG&A expense, while the other components are recognized as part of Other income / (expense), net. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Service cost $ 4 $ 4 $ 11 $ 12 Interest cost 5 4 15 13 Expected return on plan assets (8) (9) (23) (26) Amortization of net loss 3 3 8 8 Net benefit expense $ 4 $ 2 $ 11 $ 7 |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Oct. 29, 2022 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | 15. Share-Based Compensation Total compensation expense, included in SG&A, and the associated tax benefits recognized related to our share-based compensation plans, were as follows: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Options and employee stock purchase plan $ 1 $ 1 $ 4 $ 5 Restricted stock units and performance stock units 8 6 21 18 Total share-based compensation expense $ 9 $ 7 $ 25 $ 23 Tax benefit recognized $ — $ — $ 2 $ 2 Valuation Model and Assumptions We use the Black-Scholes option-pricing model to estimate the fair value of options and the stock purchase plan. The Black-Scholes option-pricing model incorporates various and subjective assumptions, including expected term and expected volatility. 15. Share-Based Compensation (continued) The table below shows assumptions used to compute share-based compensation expense for awards granted during the thirty-nine weeks ended October 29, 2022 and October 30, 2021. Stock Option Plans Stock Purchase Plan October 29, October 30, October 29, October 30, 2022 2021 2022 2021 Weighted-average risk free rate of interest 1.7 % 0.9 % 0.7 % 0.1 % Expected volatility 35.0 % 47 % 40 % 45 % Weighted-average expected award life (in years) 3.8 5.5 1.0 1.0 Dividend yield 2.7 % 1.5 % 2.3 % 4.4 % Weighted-average fair value $ 10.71 $ 20.22 $ 20.51 $ 8.78 The information in the table below provides activity under our stock option plans for the thirty-nine weeks ended October 29, 2022. Weighted- Weighted- Number Average Average of Remaining Exercise Shares Contractual Life Price (in thousands) (in years) (per share) Options outstanding at the beginning of the year 3,211 $ 48.84 Granted 576 31.53 Exercised (134) 25.99 Expired or cancelled (282) 42.62 Options outstanding at October 29, 2022 3,371 4.8 $ 47.31 Options exercisable at October 29, 2022 2,610 3.6 $ 51.82 Shares available for future grant at October 29, 2022 under the 2007 Stock Incentive Plan 2,822 Shares available for future grant at October 29, 2022 under the employment inducement award plan (1) 546 (1) On August 24, 2022, the Company granted options and other awards to its new President and Chief Executive Officer, Mary N. Dillon. These awards were granted outside of the 2007 Stock Incentive Plan as employment inducement awards and do not require shareholder approval under the rules of the New York Stock Exchange or otherwise. Shares available for future grant under this plan are reserved for the sole purpose to issue shares pursuant to her employment inducement awards. The total fair value of options vested October 29, 2022 and October 30, 2021 was $4 million for both periods. The cash received from option exercises during the thirteen and thirty-nine weeks ended October 29, 2022 were $1 million and $4 million, respectively. The related tax benefits realized from option exercises during the thirteen and thirty-nine weeks ended October 29, 2022 were not significant. The cash received from option exercises during the thirteen and thirty-nine weeks ended October 30, 2021 were not significant and $10 million, respectively. The related tax benefits realized from option exercises during the thirteen and thirty-nine weeks ended October 30, 2021 were not significant and $2 million, respectively. 15. Share-Based Compensation (continued) The total intrinsic value of options exercised (the difference between the market price of our common stock on the exercise date and the price paid by the optionee to exercise the option) is presented below: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Exercised $ — $ — $ 1 $ 8 The aggregate intrinsic value for stock options outstanding, and outstanding and exercisable (the difference between our closing stock price on the last trading day of the period and the exercise price of the options, multiplied by the number of in-the-money stock options) is presented below: Thirty-nine weeks ended October 29, October 30, ($ in millions) 2022 2021 Outstanding $ 7 $ 25 Outstanding and exercisable $ 5 $ 11 As of October 29, 2022, there was $4 million of total unrecognized compensation cost related to nonvested stock options which is expected to be recognized over a remaining weighted-average period of 1.5 years. The table below summarizes information about stock options outstanding and exercisable at October 29, 2022 Options Outstanding Options Exercisable Weighted- Average Weighted- Weighted- Remaining Average Average Range of Exercise Number Contractual Exercise Number Exercise Prices Outstanding Life Price Exercisable Price (in thousands, except prices per share and contractual life) $21.60 - $36.51 1,241 7.1 $ 26.41 584 $ 24.22 $44.78 - $48.98 446 3.0 45.02 446 45.02 $53.61 - $58.94 501 5.5 56.69 397 57.44 $62.02 - $72.83 1,183 2.7 66.14 1,183 66.14 3,371 4.8 $ 47.31 2,610 $ 51.82 Restricted Stock Units and Performance Stock Units Restricted stock units (“RSU”) are awarded to certain officers, key employees of the Company, and nonemployee directors. Additionally, performance stock units (“PSU”) are awarded to officers and certain key employees in connection with our long-term incentive program. Each RSU and PSU represents the right to receive one share of our common stock provided that the applicable performance and vesting conditions are satisfied. PSU awards granted in 2022 also include a performance objective based on our relative total shareholder return over the performance period to a pre-determined peer group, assuming the reinvestment of dividends. The fair value of these awards is determined using a Monte Carlo simulation as of the date of the grant and share-based compensation expense will not be adjusted should the target awards vary from actual awards. 15. Share-Based Compensation (continued) Generally, RSU awards fully vest after the passage of time, typically three years for employees and one year for nonemployee directors, provided there is continued service with the Company until the vesting date, subject to the terms of the award. PSU awards are earned only after the attainment of performance goals in connection with the relevant performance period and vest after an additional one-year period. No dividends are paid or accumulated on any RSU or PSU awards. Compensation expense is recognized over the vesting period. RSU and PSU activity for the thirty-nine weeks ended October 29, 2022 is summarized as follows: Weighted-Average Number Remaining Weighted-Average of Contractual Grant Date Shares Life Fair Value (in thousands) (in years) (per share) Nonvested at beginning of year 1,391 $ 43.95 Granted 1,221 30.60 Vested (112) 55.20 Performance adjustment (1) (40) Forfeited (314) 32.89 Nonvested at October 29, 2022 2,146 1.6 $ 37.15 Aggregate value ($ in millions) $ 80 (1) This represents adjustments made to PSUs reflecting changes in estimates based upon our current performance against predefined financial targets. The total value of RSU and PSU awards that vested during the thirty-nine weeks ended October 29, 2022 and October 30, 2021 was $6 million and $23 million, respectively. As of October 29, 2022, there was $37 million of total unrecognized compensation cost related to nonvested awards. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Oct. 29, 2022 | |
Legal Proceedings [Abstract] | |
Legal Proceedings | 16. Legal Proceedings Legal proceedings pending against the Company or its consolidated subsidiaries consist of ordinary, routine litigation, including administrative proceedings, incidental to the business of the Company or businesses that have been sold or discontinued by the Company in past years. These legal proceedings include commercial, intellectual property, customer, environmental, and employment-related claims. Additionally, the Company is a defendant in a purported wage/hour and wage statement violation class action in California. We do not believe that the outcome of any such legal proceedings pending against the Company or its consolidated subsidiaries, as described above, would have a material adverse effect on our consolidated financial position, liquidity, or results of operations, taken as a whole, based upon current knowledge and taking into consideration current accruals. Litigation is inherently unpredictable. Judgments could be rendered or settlements made that could adversely affect the Company’s operating results or cash flows in a particular period. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Oct. 29, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events Subsequent to the end of the third quarter, the Company entered into an agreement to sell its shares in Retailors, Ltd. at a discount to the publicly traded value. We expect to receive net proceeds of approximately $84 million in the fourth quarter of 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policy) | 9 Months Ended |
Oct. 29, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements contained in this report are unaudited. In the opinion of management, the condensed consolidated financial statements include all normal, recurring adjustments necessary for a fair presentation of the results for the interim periods presented. As used in these Notes to the Unaudited Condensed Consolidated Financial Statements, the terms “Foot Locker,” “Company,” “we,” “our,” and “us” refer to Foot Locker, Inc. and its consolidated subsidiaries. The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires us to make estimates and assumptions that affect the amounts reported in the accompanying Unaudited Condensed Consolidated Financial Statements and these Notes and related disclosures. Actual results may differ from those estimates. The results of operations for any interim period are not necessarily indicative of the results expected for the year. The results of operations for the period ended October 29, 2022 are not necessarily indicative of the results to be expected for the full fiscal year due to the continued uncertainty of general economic conditions that may affect us for the remainder of 2022. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Notes to Consolidated Financial Statements contained in our 2021 Form 10-K. There were no significant changes to the policies disclosed in Note 1, Summary of Significant Accounting Policies |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently issued accounting pronouncements did not, or are not believed by management to, have a material effect on our present or future consolidated financial statements. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
WSS [Member] | |
Business Combination Segment Allocation [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table represents the final allocation of the purchase price for WSS. ($ in millions) Assets acquired: Cash and cash equivalents $ 70 Merchandise inventories 82 Other current assets 10 Property and equipment, net 133 Operating lease right-of-use assets 143 Tradenames 296 Customer relationships 13 Other assets 4 Liabilities assumed: Accounts payable and accrued liabilities $ (59) Current portion of obligations under finance leases (3) Current portion of lease obligations (19) Long-term portion of obligations under finance leases (50) Long-term lease obligations (127) Deferred taxes (87) Other liabilities (4) Goodwill 409 Total purchase price $ 811 |
atmos [Member] | |
Business Combination Segment Allocation [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table represents the preliminary allocation of the purchase price for atmos. ($ in millions) Assets acquired: Cash and cash equivalents $ 6 Merchandise inventories 22 Other current assets 12 Property and equipment, net 7 Operating lease right-of-use assets 44 Tradenames 130 Customer relationships 9 Other assets 6 Liabilities assumed: Accounts payable $ (10) Current portion of lease obligations (10) Other current liabilities (8) Long-term lease obligations (35) Deferred taxes (44) Other liabilities (8) Goodwill (1) 253 Total purchase price (2) $ 374 (1) Goodwill represented on this table is at the exchange rate in effect as of the date of acquisition. (2) Total purchase price consists of $339 million in cash and $35 million of contingent consideration . |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Revenue [Abstract] | |
Disaggregation of Revenue | The table below presents sales disaggregated based upon sales channel. Sales are attributable to the channel in which the sales transaction is initiated. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales by Channel Stores $ 1,818 $ 1,756 $ 5,310 $ 5,193 Direct-to-customers 355 433 1,103 1,424 Total sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 |
Revenue from External Customers by Geographic Areas | Sales disaggregated based upon geographic area are presented in the table below. Sales are attributable to the geographic area in which the sales transaction is fulfilled. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales by Geography United States $ 1,500 $ 1,524 $ 4,423 $ 4,860 International 673 665 1,990 1,757 Total sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 |
Activity of Gift Card Liability Balance | October 29, October 30, ($ in millions) 2022 2021 Gift card liability at beginning of year $ 46 $ 41 Liabilities acquired - WSS — 1 Redemptions (187) (187) Breakage recognized in sales (12) (13) Activations 178 192 Gift card liability $ 25 $ 34 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Segment Information [Abstract] | |
Sales and Division Operating Results for Reportable Segments | We evaluate performance based on several factors, primarily the banner’s financial results, referred to as division profit. Division profit reflects income before income taxes, impairment and other charges, corporate expense, non-operating income, and net interest expense. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 Operating Results Division profit 216 283 $ 660 $ 930 Less: Impairment and other charges (1) 20 57 38 97 Less: Corporate expense (2) 39 30 109 91 Income from operations 157 196 513 742 Interest expense, net (3) (4) (13) (8) Other income / (expense), net (3) (11) 30 (24) 359 Income before income taxes $ 143 $ 222 $ 476 $ 1,093 (1) See Note 5, Impairment and Other Charges for further detail. (2) Corporate expense consists of unallocated selling, general and administrative expenses, as well as depreciation and amortization related to our corporate headquarters, centrally managed departments, unallocated insurance and benefit programs, certain foreign exchange transaction gains and losses, and other items. (3) Other income / (expense), net for the thirteen weeks and thirty-nine weeks ended October 29, 2022 represented primarily the loss on the change in fair value of our investment in Retailors, Ltd., a publicly-listed entity, which was partially offset by other income. See Note 6, Other Income / (Expense), net . |
Disaggregation of Revenue | The table below presents sales disaggregated based upon sales channel. Sales are attributable to the channel in which the sales transaction is initiated. Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Sales by Channel Stores $ 1,818 $ 1,756 $ 5,310 $ 5,193 Direct-to-customers 355 433 1,103 1,424 Total sales $ 2,173 $ 2,189 $ 6,413 $ 6,617 |
Impairment and Other Charges (T
Impairment and Other Charges (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Impairment and Other Charges [Abstract] | |
Schedule of Impairment and Other Charges | Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Transformation consulting $ 17 $ — $ 27 $ — Impairment of long-lived assets and right-of-use assets — 13 5 52 Acquisition and integration costs 1 14 4 14 Reorganization costs 2 — 2 2 Impairment of investments — 30 — 32 Lease termination costs — — — 4 Insurance recovery — — — (7) Total impairment and other charges $ 20 $ 57 $ 38 $ 97 |
Cash, Cash Equivalents, and R_2
Cash, Cash Equivalents, and Restricted Cash (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Restricted Cash [Abstract] | |
Reconciliation of Cash and Cash Equivalents | The table below provides a reconciliation of cash and cash equivalents, as reported on our Condensed Consolidated Balance Sheets, to cash, cash equivalents, and restricted cash, as reported on our Condensed Consolidated Statements of Cash Flows. October 29, October 30, ($ in millions) 2022 2021 Cash and cash equivalents $ 351 $ 1,339 Restricted cash included in other current assets 14 9 Restricted cash included in other non-current assets 28 37 Cash, cash equivalents, and restricted cash $ 393 $ 1,385 |
Other Intangible Assets, Net (T
Other Intangible Assets, Net (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Goodwill and Other Intangible Assets, Net [Abstract] | |
Components of Intangible Assets | The components of finite-lived intangible assets and intangible assets not subject to amortization are as follows: October 29, 2022 October 30, 2021 Gross Accum. Net Gross Accum. Net ($ in millions) value amort. value value amort. value Amortized intangible assets: (1) Lease acquisition costs $ 94 $ (92) $ 2 $ 112 $ (108) $ 4 Trademarks/tradenames (2) 18 (18) — 20 (18) 2 Customer lists 20 (7) 13 — — — $ 132 $ (117) $ 15 $ 132 $ (126) $ 6 Indefinite life intangible assets: (1) Trademarks/tradenames $ 409 $ 229 Other intangible assets, net $ 424 $ 235 (1) The change in the ending balances also reflects the effect of foreign currency fluctuations due primarily to movements of the euro in relation to the U.S. dollar. (2) During the fourth quarter of 2021, we recorded a non-cash impairment charge related to the Footaction tradename. |
Amortization Expense | Amortization expense recorded is as follows: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Amortization expense $ 2 $ — $ 7 $ 2 |
Estimated Future Expected Amortization Expense for Finite Life Intangible Assets | Estimated future amortization expense for finite-life intangible assets is as follows: ($ in millions) Remainder of 2022 $ 2 2023 7 2024 5 2025 1 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Accumulated Other Comprehensive Loss [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss (“AOCL”), net of tax, is comprised of the following: October 29, October 30, January 29, ($ in millions) 2022 2021 2022 Foreign currency translation adjustments $ (211) $ (81) $ (107) Hedge contracts (3) — — Unrecognized pension cost and postretirement benefit (229) (262) (236) $ (443) $ (343) $ (343) |
Changes in Accumulated Other Comprehensive Loss | The changes in AOCL for the thirty-nine weeks ended October 29, 2022 were as follows: Foreign Items Related Currency to Pension and Translation Hedge Postretirement ($ in millions) Adjustments Contracts Benefits Total Balance as of January 29, 2022 $ (107) — $ (236) $ (343) OCI before reclassification (104) 5 1 (98) Reclassification of hedges, net of tax — (8) — (8) Amortization of pension actuarial loss, net of tax — — 6 6 Other comprehensive income (104) (3) 7 (100) Balance as of October 29, 2022 $ (211) $ (3) $ (229) $ (443) |
Reclassification from Accumulated Other Comprehensive Loss | Reclassifications from AOCL for the thirty-nine weeks ended October 29, 2022 were as follows: ($ in millions) Reclassification of hedge loss: Cross-currency swap $ (9) Income tax 1 Reclassification of hedges, net of tax $ (8) Amortization of actuarial loss: Pension benefits $ 8 Income tax benefit (2) Amortization of actuarial loss, net of tax $ 6 Total, net of tax $ (2) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Fair Value Measurements [Abstract] | |
Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and Liabilities Measured at Fair Value on a Recurring Basis ($ in millions) As of October 29, 2022 As of October 30, 2021 Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Minority investment in common stock $ 93 $ — $ — $ 118 $ — $ — Available-for-sale security — 5 — — 7 — Foreign exchange forward contracts — 2 — — — — Cross-currency swap contract — 4 — — — — Total assets $ 93 $ 11 $ — $ 118 $ 7 $ — Liabilities Contingent consideration $ — $ — $ 35 $ — $ — $ — Foreign exchange forward contracts — — — — 1 — Total liabilities $ — $ — $ 35 $ — $ 1 $ — |
Carrying Value and Estimated Fair Value of Long-Term Debt | ($ in millions) October 29, 2022 October 30, 2021 Carrying value (1) $ 395 $ 492 Fair value $ 308 $ 497 (1) The carrying value of debt as of October 29, 2022 reflects $5 million of issuer’s discount and costs related to the 4% Notes. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Weighted-Average Number of Common Shares Outstanding | Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, (in millions, except per share data) 2022 2021 2022 2021 Net income attributable to Foot Locker, Inc. $ 96 $ 158 $ 323 $ 790 Weighted-average common shares outstanding 93.4 103.2 94.6 103.5 Dilutive effect of potential common shares 1.3 1.2 1.1 1.4 Weighted-average common shares outstanding assuming dilution 94.7 104.4 95.7 104.9 Earnings per share - basic $ 1.02 $ 1.53 $ 3.41 $ 7.63 Earnings per share - diluted $ 1.01 $ 1.52 $ 3.38 $ 7.54 Anti-dilutive share-based awards excluded from diluted calculation 2.8 1.8 2.7 1.8 |
Pension (Tables)
Pension (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Retirement Plans and Other Benefits [Abstract] | |
Net Benefit Expense (Income) | Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Service cost $ 4 $ 4 $ 11 $ 12 Interest cost 5 4 15 13 Expected return on plan assets (8) (9) (23) (26) Amortization of net loss 3 3 8 8 Net benefit expense $ 4 $ 2 $ 11 $ 7 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Oct. 29, 2022 | |
Share-Based Compensation [Abstract] | |
Total Compensation Expense and the Related Tax Benefits Recognized | Total compensation expense, included in SG&A, and the associated tax benefits recognized related to our share-based compensation plans, were as follows: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Options and employee stock purchase plan $ 1 $ 1 $ 4 $ 5 Restricted stock units and performance stock units 8 6 21 18 Total share-based compensation expense $ 9 $ 7 $ 25 $ 23 Tax benefit recognized $ — $ — $ 2 $ 2 |
Assumptions used to Compute Share-Based Compensation Expense | The table below shows assumptions used to compute share-based compensation expense for awards granted during the thirty-nine weeks ended October 29, 2022 and October 30, 2021. Stock Option Plans Stock Purchase Plan October 29, October 30, October 29, October 30, 2022 2021 2022 2021 Weighted-average risk free rate of interest 1.7 % 0.9 % 0.7 % 0.1 % Expected volatility 35.0 % 47 % 40 % 45 % Weighted-average expected award life (in years) 3.8 5.5 1.0 1.0 Dividend yield 2.7 % 1.5 % 2.3 % 4.4 % Weighted-average fair value $ 10.71 $ 20.22 $ 20.51 $ 8.78 |
Options Granted under Stock Option Plans | The information in the table below provides activity under our stock option plans for the thirty-nine weeks ended October 29, 2022. Weighted- Weighted- Number Average Average of Remaining Exercise Shares Contractual Life Price (in thousands) (in years) (per share) Options outstanding at the beginning of the year 3,211 $ 48.84 Granted 576 31.53 Exercised (134) 25.99 Expired or cancelled (282) 42.62 Options outstanding at October 29, 2022 3,371 4.8 $ 47.31 Options exercisable at October 29, 2022 2,610 3.6 $ 51.82 Shares available for future grant at October 29, 2022 under the 2007 Stock Incentive Plan 2,822 Shares available for future grant at October 29, 2022 under the employment inducement award plan (1) 546 (1) On August 24, 2022, the Company granted options and other awards to its new President and Chief Executive Officer, Mary N. Dillon. These awards were granted outside of the 2007 Stock Incentive Plan as employment inducement awards and do not require shareholder approval under the rules of the New York Stock Exchange or otherwise. Shares available for future grant under this plan are reserved for the sole purpose to issue shares pursuant to her employment inducement awards. |
Total Intrinsic Value of Options Exercised | The total intrinsic value of options exercised (the difference between the market price of our common stock on the exercise date and the price paid by the optionee to exercise the option) is presented below: Thirteen weeks ended Thirty-nine weeks ended October 29, October 30, October 29, October 30, ($ in millions) 2022 2021 2022 2021 Exercised $ — $ — $ 1 $ 8 |
Aggregate Intrinsic Value for Stock Options Outstanding and Exercisable | The aggregate intrinsic value for stock options outstanding, and outstanding and exercisable (the difference between our closing stock price on the last trading day of the period and the exercise price of the options, multiplied by the number of in-the-money stock options) is presented below: Thirty-nine weeks ended October 29, October 30, ($ in millions) 2022 2021 Outstanding $ 7 $ 25 Outstanding and exercisable $ 5 $ 11 |
Information about Stock Options Outstanding and Exercisable | The table below summarizes information about stock options outstanding and exercisable at October 29, 2022 Options Outstanding Options Exercisable Weighted- Average Weighted- Weighted- Remaining Average Average Range of Exercise Number Contractual Exercise Number Exercise Prices Outstanding Life Price Exercisable Price (in thousands, except prices per share and contractual life) $21.60 - $36.51 1,241 7.1 $ 26.41 584 $ 24.22 $44.78 - $48.98 446 3.0 45.02 446 45.02 $53.61 - $58.94 501 5.5 56.69 397 57.44 $62.02 - $72.83 1,183 2.7 66.14 1,183 66.14 3,371 4.8 $ 47.31 2,610 $ 51.82 |
Restricted Share and Unit Activity | RSU and PSU activity for the thirty-nine weeks ended October 29, 2022 is summarized as follows: Weighted-Average Number Remaining Weighted-Average of Contractual Grant Date Shares Life Fair Value (in thousands) (in years) (per share) Nonvested at beginning of year 1,391 $ 43.95 Granted 1,221 30.60 Vested (112) 55.20 Performance adjustment (1) (40) Forfeited (314) 32.89 Nonvested at October 29, 2022 2,146 1.6 $ 37.15 Aggregate value ($ in millions) $ 80 (1) This represents adjustments made to PSUs reflecting changes in estimates based upon our current performance against predefined financial targets. |
Acquisition (Narrative) (Detail
Acquisition (Narrative) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Oct. 29, 2022 USD ($) | Jan. 29, 2022 USD ($) | Oct. 29, 2022 USD ($) | Oct. 30, 2021 USD ($) | Jan. 29, 2022 USD ($) agreement | |||
Business Combination Segment Allocation [Line Items] | |||||||
Purchase of business, net of cash acquired | $ 18 | $ 737 | |||||
Goodwill | $ 764 | $ 797 | [1] | 764 | $ 651 | $ 797 | [1] |
Businesses acquired | agreement | 2 | ||||||
Indefinite-lived Intangible Assets, Period Increase (Decrease) | 5 | ||||||
Liabilities, Fair Value Adjustment | 2 | ||||||
Indemnification Agreement [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Payments to Acquire Businesses, Gross | 20 | ||||||
Net Working Capital Adjustments [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Payments to Acquire Businesses, Gross | 10 | ||||||
atmos [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Payments to Acquire Businesses, Gross | 6 | 30 | 14 | $ 339 | |||
Purchase price | 374 | ||||||
Contingent consideration | 35 | 35 | 35 | 35 | |||
Goodwill | 253 | 253 | |||||
Increase in goodwill | 14 | ||||||
atmos [Member] | Maximum [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Contingent consideration | $ 111 | 111 | |||||
WSS [Member] | |||||||
Business Combination Segment Allocation [Line Items] | |||||||
Payments to Acquire Businesses, Gross | $ 4 | ||||||
Purchase price | 811 | ||||||
Purchase of business, net of cash acquired | 741 | ||||||
Goodwill | $ 409 | $ 409 | |||||
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Acquisition (Schedule of Assets
Acquisition (Schedule of Assets/Liabilities Acquired) (Details) - USD ($) $ in Millions | Oct. 29, 2022 | Jan. 29, 2022 | Oct. 30, 2021 | |
Business Combination Segment Allocation [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | $ (1) | |||
Goodwill | $ 764 | $ 797 | [1] | $ 651 |
atmos [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 6 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 22 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 12 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 7 | |||
Business Combination, Recognized Identifiable Assets Acquired, Right-of-use-assets | 44 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 130 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 9 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 6 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | (10) | |||
Business Combination, Recognized Identifiable Liabilities Assumed, Current Portion of Obligations Under Finance Leases | (10) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other | (8) | |||
Business Combination, Recognized Identifiable Liabilities Assumed, Long-term Lease Obligations | (35) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (44) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (8) | |||
Goodwill | 253 | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | 374 | |||
WSS [Member] | ||||
Business Combination Segment Allocation [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 70 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 82 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other | 10 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 133 | |||
Business Combination, Recognized Identifiable Assets Acquired, Right-of-use-assets | 143 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 296 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 13 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 4 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | (59) | |||
Business Combination, Recognized Identifiable Liabilities Assumed, Current Portion of Obligations Under Finance Leases | (3) | |||
Business Combination, Recognized Identifiable Liabilities Assumed, Current Portion of Lease Obligations | (19) | |||
Business Combination, Recognized Identifiable Liabilities Assumed, Long Term Portion of Obligations Under Finance Leases | (50) | |||
Business Combination, Recognized Identifiable Liabilities Assumed, Long-term Lease Obligations | (127) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (87) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (4) | |||
Goodwill | 409 | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net, Total | $ 811 | |||
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Revenue (Schedule of Sales Disa
Revenue (Schedule of Sales Disaggregated by Sales Channel) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Sales | $ 2,173 | $ 2,189 | $ 6,413 | $ 6,617 |
Store Sales Channel [Member] | ||||
Sales | 1,818 | 1,756 | 5,310 | 5,193 |
Direct to Customers Sales Channel [Member] | ||||
Sales | $ 355 | $ 433 | $ 1,103 | $ 1,424 |
Revenue (Schedule of Sales Di_2
Revenue (Schedule of Sales Disaggregated by Geographic Area) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Sales | $ 2,173 | $ 2,189 | $ 6,413 | $ 6,617 |
United States | ||||
Sales | 1,500 | 1,524 | 4,423 | 4,860 |
International [Member] | ||||
Sales | $ 673 | $ 665 | $ 1,990 | $ 1,757 |
Revenue (Activity of Gift Card
Revenue (Activity of Gift Card Liability Balance) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2022 | Oct. 30, 2021 | |
Accrued gift card liability at beginning of period | $ 46 | $ 41 |
Liabilities acquired - WSS | 1 | |
Accrued gift card liability at end of period | 25 | 34 |
Gift Card Redemption Revenue [Member] | ||
Revenue recognized | (187) | (187) |
Gift Card Breakage Revenue [Member] | ||
Revenue recognized | (12) | (13) |
Gift Card Activations [Member] | ||
Activations | $ 178 | $ 192 |
Segment Information (Sales and
Segment Information (Sales and Division Operating Results for Reportable Segments) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Segment Information [Abstract] | ||||
Sales | $ 2,173 | $ 2,189 | $ 6,413 | $ 6,617 |
Division profit | 216 | 283 | 660 | 930 |
Less: Impairment and other charges | 20 | 57 | 38 | 97 |
Less: Corporate expense | 39 | 30 | 109 | 91 |
Income from operations | 157 | 196 | 513 | 742 |
Interest expense, net | (3) | (4) | (13) | (8) |
Other (expense) / income, net | (11) | 30 | (24) | 359 |
Income before income taxes | $ 143 | $ 222 | $ 476 | $ 1,093 |
Impairment and Other Charges (S
Impairment and Other Charges (Schedule of Impairment and Other Charges) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Impairment and Other Charges [Abstract] | ||||
Transformation consulting | $ 17 | $ 27 | ||
Impairment of long-lived assets and right-of-use assets | $ 13 | 5 | $ 52 | |
Acquisition and integration costs | 1 | 14 | 4 | 14 |
Lease termination costs | 4 | |||
Impairment of investments | 30 | 32 | ||
Reorganization costs | 2 | 2 | 2 | |
Insurance recoveries | (7) | |||
Total impairment and other charges | $ 20 | $ 57 | $ 38 | $ 97 |
Impairment and Other Charges (N
Impairment and Other Charges (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Impairment and Other Charges [Abstract] | ||||
Impairment of assets | $ 13 | $ 5 | $ 52 | |
Lease termination costs | (4) | |||
Transformation consulting | $ 17 | 27 | ||
Impairment of investments | 30 | 32 | ||
Acquisition and integration costs | $ 14 | 14 | ||
Reorganization costs | $ 2 | $ 2 | 2 | |
Insurance recoveries from social unrest | $ 7 |
Other Income (Expense), net (Na
Other Income (Expense), net (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 27, 2022 | Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Other Income [Abstract] | |||||
Gain on disposal of business | $ 19 | ||||
Proceeds from sale of business | $ 47 | 47 | |||
Net benefit expense (income) | $ 4 | $ 2 | $ 11 | $ 7 |
Cash, Cash Equivalents, and R_3
Cash, Cash Equivalents, and Restricted Cash (Reconciliation of Cash and Cash Equivalents) (Details) - USD ($) $ in Millions | Oct. 29, 2022 | Jan. 29, 2022 | Oct. 30, 2021 | Jan. 30, 2021 | |
Restricted Cash [Abstract] | |||||
Cash and cash equivalents | $ 351 | $ 804 | [1] | $ 1,339 | |
Restricted cash included in other current assets | 14 | 9 | |||
Restricted cash included in other non-current assets | 28 | 37 | |||
Cash, cash equivalents, and restricted cash | $ 393 | $ 850 | $ 1,385 | $ 1,718 | |
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Goodwill (Narrative) (Details)
Goodwill (Narrative) (Details) - USD ($) $ in Millions | Oct. 29, 2022 | Jun. 27, 2022 | Jan. 29, 2022 | Oct. 30, 2021 | |
Business Combination Segment Allocation [Line Items] | |||||
Goodwill allocated to assets sold | $ 6 | ||||
Goodwill | $ 764 | $ 797 | [1] | $ 651 | |
WSS [Member] | |||||
Business Combination Segment Allocation [Line Items] | |||||
Goodwill | $ 409 | ||||
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Other Intangible Assets, Net (S
Other Intangible Assets, Net (Schedule of Other Intangible Asset) (Details) - USD ($) $ in Millions | 9 Months Ended | |||
Oct. 29, 2022 | Jan. 29, 2022 | [1] | Oct. 30, 2021 | |
Intangible Assets by Major Class [Line Items] | ||||
Amortized intangible assets, Gross value | $ 132 | $ 132 | ||
Amortized intangible assets, Accum. amort. | (117) | (126) | ||
Amortized intangible assets, Net value | 15 | 6 | ||
Other intangible assets, net | 424 | $ 454 | 235 | |
Lease Acquisition Costs [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Amortized intangible assets, Gross value | 94 | 112 | ||
Amortized intangible assets, Accum. amort. | (92) | (108) | ||
Amortized intangible assets, Net value | 2 | 4 | ||
Trademarks and Trade Names [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Amortized intangible assets, Gross value | 18 | 20 | ||
Amortized intangible assets, Accum. amort. | (18) | (18) | ||
Amortized intangible assets, Net value | 2 | |||
Customer Lists [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Amortized intangible assets, Gross value | 20 | |||
Amortized intangible assets, Accum. amort. | (7) | |||
Amortized intangible assets, Net value | $ 13 | |||
Finite-Lived Intangible Assets, Remaining Amortization Period | 3 years | |||
atmos [Member] | Customer Lists [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Amortized intangible assets, Net value | $ 9 | |||
WSS [Member] | Customer Lists [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Amortized intangible assets, Net value | 13 | |||
Trademarks and Trade Names [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Indefinite life intangible assets, Net Value | 409 | $ 229 | ||
Trademarks and Trade Names [Member] | atmos [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Indefinite life intangible assets, Net Value | 130 | |||
Trademarks and Trade Names [Member] | WSS [Member] | ||||
Intangible Assets by Major Class [Line Items] | ||||
Indefinite life intangible assets, Net Value | $ 296 | |||
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Other Intangible Assets, Net (A
Other Intangible Assets, Net (Amortization Expense) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Oct. 29, 2022 | Oct. 29, 2022 | Oct. 30, 2021 | |
Goodwill and Other Intangible Assets, Net [Abstract] | |||
Amortization expense | $ 2 | $ 7 | $ 2 |
Other Intangible Assets, Net (E
Other Intangible Assets, Net (Estimated Future Amortization Expense for Finite Lived Intangibles) (Details) $ in Millions | Oct. 29, 2022 USD ($) |
Goodwill and Other Intangible Assets, Net [Abstract] | |
Remainder of 2022 | $ 2 |
2023 | 7 |
2024 | 5 |
2025 | $ 1 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Schedule of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Millions | Oct. 29, 2022 | Jan. 29, 2022 | Oct. 30, 2021 | |
Accumulated Other Comprehensive Loss [Abstract] | ||||
Foreign currency translation adjustments | $ (211) | $ (107) | $ (81) | |
Cash flow hedges | (3) | |||
Unrecognized pension cost and postretirement benefit | (229) | (236) | (262) | |
Accumulated other comprehensive loss ("AOCL"), net of tax | $ (443) | $ (343) | [1] | $ (343) |
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss (Changes in Accumulated Other Comprehensive Loss) (Details) $ in Millions | 9 Months Ended | |
Oct. 29, 2022 USD ($) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | $ (343) | [1] |
OCI before reclassification | (98) | |
Reclassification of hedges, net of tax | (8) | |
Amortization of pension actuarial loss, net of tax | 6 | |
Other comprehensive income | (100) | |
Ending Balance | (443) | |
Foreign Currency Translation Adjustments [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (107) | |
OCI before reclassification | (104) | |
Amortization of pension actuarial loss, net of tax | ||
Other comprehensive income | (104) | |
Ending Balance | (211) | |
Cash Flow Hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | ||
OCI before reclassification | 5 | |
Reclassification of hedges, net of tax | (8) | |
Amortization of pension actuarial loss, net of tax | ||
Other comprehensive income | (3) | |
Ending Balance | (3) | |
Items Related to Pension and Postretirement Benefits [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (236) | |
OCI before reclassification | 1 | |
Amortization of pension actuarial loss, net of tax | 6 | |
Other comprehensive income | 7 | |
Ending Balance | $ (229) | |
[1] The balance sheet at January 29, 2022 has been derived from the previously reported audited consolidated financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.’s Annual Report on Form 10-K for the year ended January 29, 2022. |
Accumulated Other Comprehensi_5
Accumulated Other Comprehensive Loss (Reclassifications from Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Oct. 29, 2022 | Oct. 29, 2022 | |
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||
Cross-currency swap | $ (9) | |
Income tax | $ 1 | 1 |
Reclassification of hedges, net of tax | (8) | |
Income tax benefit | (2) | |
Amortization of pension actuarial loss, net of tax | 6 | |
Total, net of tax | (2) | |
Pension Benefits [Member] | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | ||
Pension benefits | $ 8 |
Financial Instruments and Ris_2
Financial Instruments and Risk Management (Narrative) (Details) $ in Millions, ¥ in Billions | 3 Months Ended | 9 Months Ended | |||||
Oct. 29, 2022 USD ($) | Oct. 30, 2021 USD ($) | Oct. 29, 2022 USD ($) | Oct. 30, 2021 USD ($) | May 06, 2022 USD ($) | May 06, 2022 JPY (¥) | May 05, 2022 | |
Derivative [Line Items] | |||||||
Change in fair value of derivatives, net of income tax benefit of $(1), $-, $(1), and $-, respectively | $ (1) | $ 1 | $ (3) | $ 1 | |||
Hedge Derivative, AOCL | (3) | (3) | |||||
Derivative income | 1 | ||||||
Cross Currency Interest Rate Contract [Member] | |||||||
Derivative [Line Items] | |||||||
Notional value of contracts outstanding | $ 85 | ¥ 11 | |||||
Derivative, fixed rate | 6.77% | 6.77% | 3.51% | ||||
Derivative, fair value | 4 | 4 | |||||
Derivative, AOCL | $ 4 | 4 | |||||
Derivative income | $ 2 |
Fair Value Measurements (Assets
Fair Value Measurements (Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Millions | Oct. 29, 2022 | Oct. 30, 2021 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Assets measured at fair value on recurring basis | $ 93 | $ 118 |
Level 1 [Member] | Minority Investment in Common Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Assets measured at fair value on recurring basis | 93 | 118 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Assets measured at fair value on recurring basis | 11 | 7 |
Liabilities measured at fair value on recurring basis | 1 | |
Level 2 [Member] | Available-for-sale Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Assets measured at fair value on recurring basis | 5 | 7 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Liabilities measured at fair value on recurring basis | 35 | |
Level 3 [Member] | Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Liabilities measured at fair value on recurring basis | 35 | |
Forward Foreign Exchange Contracts [Member] | Level 2 [Member] | Derivative Financial Instruments, Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Liabilities measured at fair value on recurring basis | $ 1 | |
Forward Foreign Exchange Contracts [Member] | Level 2 [Member] | Derivative Financial Instruments, Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Assets measured at fair value on recurring basis | 2 | |
Cross Currency Interest Rate Contract [Member] | Level 2 [Member] | Derivative Financial Instruments, Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Assets measured at fair value on recurring basis | $ 4 |
Fair Value Measurements (Carryi
Fair Value Measurements (Carrying Value and Estimated Fair Value of Long-Term Debt) (Details) - USD ($) $ in Millions | Oct. 29, 2022 | Oct. 30, 2021 |
Fair Value Measurements [Abstract] | ||
Long-term debt, Carrying value | $ 395 | $ 492 |
Long-term debt, Fair value | 308 | $ 497 |
Debt discount | $ 5 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Oct. 29, 2022 | Oct. 29, 2022 | Oct. 30, 2021 | |
Fair Value, Assets, Level 2 to Level 1 Transfers, Amount | $ 0 | $ 0 | $ 0 |
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount | 0 | 0 | 0 |
Fair Value, Liabilities, Level 1 to Level 2 Transfers, Amount | 0 | 0 | 0 |
Fair Value, Liabilities, Level 2 to Level 1 Transfers, Amount | 0 | 0 | 0 |
Equity method investment fair value | 579 | 579 | $ 618 |
Transformation consulting | $ 17 | 27 | |
Increase (decrease) in minority interests | $ 68 | ||
Senior Notes Due 2029 [Member] | |||
Interest rate | 4% | 4% | |
Debt instrument, face amount | $ 400 | $ 400 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares shares in Millions | 9 Months Ended | |
Oct. 29, 2022 | Oct. 30, 2021 | |
Earnings Per Share [Abstract] | ||
Contingently issuable shares excluded from diluted earnings per share | 0.8 | 0.5 |
Earnings Per Share (Computation
Earnings Per Share (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net income/(loss) | $ 96 | $ 158 | $ 323 | $ 790 |
Weighted-average common shares outstanding | 93.4 | 103.2 | 94.6 | 103.5 |
Dilutive effect of potential common shares | 1.3 | 1.2 | 1.1 | 1.4 |
Weighted-average common shares outstanding assuming dilution | 94.7 | 104.4 | 95.7 | 104.9 |
Earnings per share - basic | $ 1.02 | $ 1.53 | $ 3.41 | $ 7.63 |
Earnings per share - diluted | $ 1.01 | $ 1.52 | $ 3.38 | $ 7.54 |
Stock Option Plans [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive share-based awards excluded from diluted calculation | 2.8 | 1.8 | 2.7 | 1.8 |
Pension (Net Benefit Expense (I
Pension (Net Benefit Expense (Income)) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Retirement Plans and Other Benefits [Abstract] | ||||
Service cost | $ 4 | $ 4 | $ 11 | $ 12 |
Interest cost | 5 | 4 | 15 | 13 |
Expected return on plan assets | (8) | (9) | (23) | (26) |
Amortization of net loss | 3 | 3 | 8 | 8 |
Net benefit expense (income) | $ 4 | $ 2 | $ 11 | $ 7 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 37 | $ 37 | ||
Fair value of options vested | 4 | $ 4 | ||
Tax benefit realized from options exercised | 0 | 0 | 0 | $ 2 |
Proceeds from exercise of stock options | 1 | $ 0 | 4 | 10 |
Restricted Stock and Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fair value of awards | 6 | $ 23 | ||
Dividends | $ 0 | |||
Restricted Stock and Units [Member] | Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Restricted Stock and Units [Member] | Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 1 year | |||
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 1 year | |||
Nonvested Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation cost | $ 4 | $ 4 | ||
Unrecognized compensation cost related to nonvested stock options, weighted-average period expected to be recognized | 1 year 6 months | |||
2007 Stock Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share Based Compensation Arrangement By Share Based Payment Award Number Of Shares Available For Grant | 2,822 | 2,822 | ||
2013 ESPP [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average expected award life (in years) | 1 year | 1 year |
Share-Based Compensation (Total
Share-Based Compensation (Total Compensation Expense Included in SG&A and the Related Tax Benefits Recognized) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 29, 2022 | Oct. 30, 2021 | Oct. 29, 2022 | Oct. 30, 2021 | |
Share-Based Compensation [Abstract] | ||||
Options and shares purchased under the employee stock purchase plan | $ 1 | $ 1 | $ 4 | $ 5 |
Restricted stock units and performance stock units | 8 | 6 | 21 | 18 |
Total share-based compensation expense | $ 9 | $ 7 | 25 | 23 |
Tax benefit recognized | $ 2 | $ 2 |
Share-Based Compensation (Assum
Share-Based Compensation (Assumptions Used to Compute Share-Based Compensation Expense) (Details) - $ / shares | 9 Months Ended | |
Oct. 29, 2022 | Oct. 30, 2021 | |
Stock Option Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average risk free rate of interest | 1.70% | 0.90% |
Expected volatility | 35% | 47% |
Weighted-average expected award life (in years) | 3 years 9 months 18 days | 5 years 6 months |
Dividend yield | 2.70% | 1.50% |
Weighted-average fair value | $ 10.71 | $ 20.22 |
2013 ESPP [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average risk free rate of interest | 0.70% | 0.10% |
Expected volatility | 40% | 45% |
Weighted-average expected award life (in years) | 1 year | 1 year |
Dividend yield | 2.30% | 4.40% |
Weighted-average fair value | $ 20.51 | $ 8.78 |
Share-Based Compensation (Optio
Share-Based Compensation (Options Granted Under Stock Option Plans) (Details) shares in Thousands | 9 Months Ended |
Oct. 29, 2022 $ / shares shares | |
Number of Shares | |
Options outstanding at beginning of year | 3,211 |
Granted | 576 |
Exercised | (134) |
Expired or cancelled | (282) |
Options outstanding at end of period | 3,371 |
Options exercisable at end of period | 2,610 |
Weighted-Average Exercise Price | |
Options outstanding at beginning of year | $ / shares | $ 48.84 |
Granted | $ / shares | 31.53 |
Exercised | $ / shares | 25.99 |
Expired or cancelled | $ / shares | 42.62 |
Options outstanding at end of period | $ / shares | 47.31 |
Options exercisable at end of period | $ / shares | $ 51.82 |
Options outstanding, weighted-average remaining contractual life | 4 years 9 months 18 days |
Options exercisable at end of period, Weighted-average remaining contractual life | 3 years 7 months 6 days |
2007 Stock Plan [Member] | |
Number of Shares | |
Options available for future grant at end of period | 2,822 |
Employment Inducement Plan [Member] | |
Number of Shares | |
Options available for future grant at end of period | 546 |
Share-Based Compensation (Tot_2
Share-Based Compensation (Total Intrinsic Value of Options Exercised) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 29, 2022 | Oct. 30, 2021 | |
Intrinsic value of stock options | ||
Exercised | $ 1 | $ 8 |
Share-Based Compensation (Aggre
Share-Based Compensation (Aggregate Intrinsic Value for Stock Options Outstanding and Exercisable) (Details) - USD ($) $ in Millions | Oct. 29, 2022 | Oct. 30, 2021 |
Share-Based Compensation [Abstract] | ||
Outstanding | $ 7 | $ 25 |
Outstanding and exercisable | $ 5 | $ 11 |
Share-Based Compensation (Infor
Share-Based Compensation (Information about Stock Options Outstanding and Exercisable) (Details) - $ / shares shares in Thousands | 9 Months Ended | |
Oct. 29, 2022 | Jan. 29, 2022 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options Outstanding, Number of Shares | 3,371 | 3,211 |
Options outstanding, weighted-average remaining contractual life | 4 years 9 months 18 days | |
Options Outstanding, Weighted-Average Exercise Price | $ 47.31 | $ 48.84 |
Options Exercisable, Number of Shares | 2,610 | |
Options Exercisable, Weighted-Average Exercise Price | $ 51.82 | |
$21.60 - $36.51 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Limit | 21.60 | |
Range of Exercise Prices, Upper Limit | $ 36.51 | |
Options Outstanding, Number of Shares | 1,241 | |
Options outstanding, weighted-average remaining contractual life | 7 years 1 month 6 days | |
Options Outstanding, Weighted-Average Exercise Price | $ 26.41 | |
Options Exercisable, Number of Shares | 584 | |
Options Exercisable, Weighted-Average Exercise Price | $ 24.22 | |
$44.78 - $48.98 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Limit | 44.78 | |
Range of Exercise Prices, Upper Limit | $ 48.98 | |
Options Outstanding, Number of Shares | 446 | |
Options outstanding, weighted-average remaining contractual life | 3 years | |
Options Outstanding, Weighted-Average Exercise Price | $ 45.02 | |
Options Exercisable, Number of Shares | 446 | |
Options Exercisable, Weighted-Average Exercise Price | $ 45.02 | |
$53.61 - $58.94 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Limit | 53.61 | |
Range of Exercise Prices, Upper Limit | $ 58.94 | |
Options Outstanding, Number of Shares | 501 | |
Options outstanding, weighted-average remaining contractual life | 5 years 6 months | |
Options Outstanding, Weighted-Average Exercise Price | $ 56.69 | |
Options Exercisable, Number of Shares | 397 | |
Options Exercisable, Weighted-Average Exercise Price | $ 57.44 | |
$62.02 - $72.83 [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Limit | 62.02 | |
Range of Exercise Prices, Upper Limit | $ 72.83 | |
Options Outstanding, Number of Shares | 1,183 | |
Options outstanding, weighted-average remaining contractual life | 2 years 8 months 12 days | |
Options Outstanding, Weighted-Average Exercise Price | $ 66.14 | |
Options Exercisable, Number of Shares | 1,183 | |
Options Exercisable, Weighted-Average Exercise Price | $ 66.14 |
Share-Based Compensation (Chang
Share-Based Compensation (Changes in Nonvested Options) (Details) - Restricted Stock and Units [Member] $ / shares in Units, shares in Thousands, $ in Millions | 9 Months Ended | |
Oct. 29, 2022 USD ($) $ / shares shares | ||
Number of Shares | ||
Nonvested, Beginning Balance | 1,391 | |
Granted | 1,221 | |
Vested | (112) | |
Performance adjustment | (40) | |
Expired or cancelled | (314) | [1] |
Nonvested, Ending Balance | 2,146 | |
Aggregate value | $ | $ 80 | |
Wtg. Avg. remaining contractual life (in years) | 1 year 7 months 6 days | |
Weighted-Average Grant Date Fair Value per Share | ||
Nonvested, Beginning Balance | $ / shares | $ 43.95 | |
Granted | $ / shares | 30.60 | |
Vested | $ / shares | 55.20 | |
Cancelled | $ / shares | 32.89 | [1] |
Nonvested, Ending Balance | $ / shares | $ 37.15 | |
[1] Weighted-Average |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Jan. 28, 2023 | Oct. 29, 2022 | |
Subsequent Event [Line Items] | ||
Proceeds from sale of equity method investment | $ 12 | |
atmos [Member] | ||
Subsequent Event [Line Items] | ||
Purchase price | $ 374 | |
Scenario, Plan [Member] | ||
Subsequent Event [Line Items] | ||
Proceeds from Sale of Long-term Investments | $ 84 |