Bon Ton Stores (BONT) 10-Q 9 Sep 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Aug. 01, 2015	Aug. 28, 2015
Entity Registrant Name	BON TON STORES INC
Entity Central Index Key	878,079
Document Type	10-Q
Document Period End Date	Aug. 1, 2015
Amendment Flag	false
Current Fiscal Year End Date	--01-30
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2
Common Stock
Entity Common Stock, Shares Outstanding		18,008,327
Class A Common Stock
Entity Common Stock, Shares Outstanding		2,951,490

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015	Aug. 02, 2014
Current assets:
Cash and cash equivalents	$ 20,935	$ 8,753	$ 7,688
Merchandise inventories	738,089	734,956	723,454
Prepaid expenses and other current assets	79,926	93,394	72,118
Total current assets	838,950	837,103	803,260
Property, fixtures and equipment at cost, net of accumulated depreciation and amortization of $929,783, $900,967 and $910,494 at August 1, 2015, August 2, 2014 and January 31, 2015, respectively	641,748	641,996	632,701
Deferred income taxes	13,239	15,781	19,384
Intangible assets, net of accumulated amortization of $66,198, $61,170 and $64,451 at August 1, 2015, August 2, 2014 and January 31, 2015, respectively	86,964	90,151	93,532
Other long-term assets	22,851	23,483	23,702
Total assets	1,603,752	1,608,514	1,572,579
Current liabilities:
Accounts payable	241,272	208,882	238,077
Accrued payroll and benefits	24,436	28,848	25,447
Accrued expenses	138,597	158,022	142,276
Current maturities of long-term debt	103,916	6,788	7,171
Current maturities of obligations under capital leases	5,133	3,961	3,840
Deferred income taxes	22,834	24,478	27,255
Total current liabilities	536,188	430,979	444,066
Long-term debt, less current maturities	739,394	850,963	852,379
Obligations under capital leases, less current maturities	129,461	45,016	46,702
Other long-term liabilities	183,180	193,908	169,843
Total liabilities	$ 1,588,223	$ 1,520,866	$ 1,512,990
Contingencies (Note 10)
Shareholders' equity
Preferred Stock - authorized 5,000,000 shares at $0.01 par value; no shares issued
Treasury stock, at cost - 337,800 shares at August 1, 2015, August 2, 2014 and January 31, 2015	$ (1,387)	$ (1,387)	$ (1,387)
Additional paid-in capital	163,006	161,359	160,461
Accumulated other comprehensive loss	(78,517)	(80,405)	(48,820)
(Accumulated deficit) retained earnings	(67,787)	7,873	(50,874)
Total shareholders' equity	15,529	87,648	59,589
Total liabilities and shareholders' equity	1,603,752	1,608,514	1,572,579
Common Stock
Shareholders' equity
Common Stock	184	178	179
Total shareholders' equity	184	178	179
Class A Common Stock
Shareholders' equity
Common Stock	30	30	30
Total shareholders' equity	$ 30	$ 30	$ 30

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015	Aug. 02, 2014
Property, fixtures and equipment at cost, accumulated depreciation and amortization (in dollars)	$ 929,783	$ 910,494	$ 900,967
Intangible assets, accumulated amortization (in dollars)	$ 66,198	$ 64,451	$ 61,170
Preferred Stock, authorized shares	5,000,000	5,000,000	5,000,000
Preferred Stock, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01
Preferred Stock, shares issued	0	0	0
Treasury stock, shares	337,800	337,800	337,800
Common Stock
Common Stock, authorized shares	40,000,000	40,000,000	40,000,000
Common Stock, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01
Common Stock, issued shares	18,351,727	17,818,323	17,919,143
Class A Common Stock
Common Stock, authorized shares	20,000,000	20,000,000	20,000,000
Common Stock, par value (in dollars per share)	$ 0.01	$ 0.01	$ 0.01
Common Stock, issued shares	2,951,490	2,951,490	2,951,490
Common Stock, outstanding shares	2,951,490	2,951,490	2,951,490

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$ 555,431	$ 563,452	$ 1,166,369	$ 1,170,912
Other income	15,568	14,685	31,872	29,758
Total	570,999	578,137	1,198,241	1,200,670
Costs and expenses:
Costs of merchandise sold	350,828	357,252	755,293	750,362
Selling, general and administrative	215,186	215,807	433,872	438,126
Gain on insurance recovery	(748)		(748)
Depreciation and amortization	24,193	24,043	46,226	45,605
Amortization of lease-related interests	1,061	1,159	2,162	2,341
Impairment charges	222	174	222	174
Loss from operations	(19,743)	(20,298)	(38,786)	(35,938)
Interest expense, net	15,196	15,447	30,386	30,718
Loss on extinguishment of debt	4,862		4,862	153
Loss before income taxes	(39,801)	(35,745)	(74,034)	(66,809)
Income tax (benefit) provision	(238)	447	(397)	895
Net loss	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Basic:
Net loss (in dollars per share)	$ (2.01)	$ (1.86)	$ (3.75)	$ (3.50)
Diluted:
Net loss (in dollars per share)	$ (2.01)	$ (1.86)	$ (3.75)	$ (3.50)

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	906	814	1,888	1,628
Comprehensive loss	$ (38,657)	$ (35,378)	$ (71,749)	$ (66,076)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014
Cash flows from operating activities:
Net loss	$ (73,637)	$ (67,704)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	46,226	45,605
Amortization of lease-related interests	2,162	2,341
Impairment charges	222	174
Share-based compensation expense	1,598	1,151
Gain on sale of property, fixtures and equipment	(1,490)	(2,257)
Reclassifications of accumulated other comprehensive loss	3,183	1,628
Loss on extinguishment of debt	4,862	153
Amortization of deferred financing costs	1,488	1,458
Deferred income tax (benefit) provision	(397)	890
Changes in operating assets and liabilities:
Increase in merchandise inventories	(3,132)	(13,721)
Decrease in prepaid expenses and other current assets	12,120	4,168
Decrease in other long-term assets	895	495
Increase in accounts payable	45,570	41,394
Decrease in accrued payroll and benefits and accrued expenses	(18,242)	(11,566)
Decrease in other long-term liabilities	(10,464)	(9,864)
Net cash provided by (used in) operating activities	10,964	(5,655)
Cash flows from investing activities:
Capital expenditures	(47,350)	(37,661)
Proceeds from insurance claim	1,510
Proceeds from sale of property, fixtures and equipment	84,066	5,008
Net cash provided by (used in) investing activities	38,226	(32,653)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(392,183)	(281,775)
Proceeds from issuance of long-term debt	370,390	327,232
Cash dividends paid	(2,004)	(991)
Restricted shares forfeited in lieu of payroll taxes	(399)	(1,461)
Proceeds from stock options exercised	454
Deferred financing costs paid		(69)
Decrease in book overdraft balances	(13,266)	(3,998)
Net cash (used in) provided by financing activities	(37,008)	38,938
Net increase in cash and cash equivalents	12,182	630
Cash and cash equivalents at beginning of period	8,753	7,058
Cash and cash equivalents at end of period	$ 20,935	$ 7,688

CONSOLIDATED STATEMENTS OF SHAR

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands	Common Stock	Class A Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	(Accumulated Deficit) Retained Earnings	Total
BALANCE at Feb. 01, 2014	$ 178	$ 30	$ (1,387)	$ 160,772	$ (50,448)	$ 18,811	$ 127,956
Increase (Decrease) in Shareholders' Equity
Net loss						(67,704)	(67,704)
Other comprehensive income					1,628		1,628
Dividends to shareholders, $0.10 per share						(1,981)	(1,981)
Restricted shares forfeited in lieu of payroll taxes	(1)			(1,460)			(1,461)
Share-based compensation expense	2			1,149			1,151
BALANCE at Aug. 02, 2014	179	30	(1,387)	160,461	(48,820)	(50,874)	59,589
BALANCE at Jan. 31, 2015	178	30	(1,387)	161,359	(80,405)	7,873	87,648
Increase (Decrease) in Shareholders' Equity
Net loss						(73,637)	(73,637)
Other comprehensive income					1,888		1,888
Dividends to shareholders, $0.10 per share						(2,023)	(2,023)
Restricted shares forfeited in lieu of payroll taxes	(1)			(398)			(399)
Proceeds from stock options exercised	1			453			454
Share-based compensation expense	6			1,592			1,598
BALANCE at Aug. 01, 2015	$ 184	$ 30	$ (1,387)	$ 163,006	$ (78,517)	$ (67,787)	$ 15,529

CONSOLIDATED STATEMENTS OF SHA8

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares	6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
Dividends to shareholders (in dollars per share)	$ 0.10	$ 0.10

BASIS OF PRESENTATION

BASIS OF PRESENTATION	6 Months Ended
	Aug. 01, 2015
BASIS OF PRESENTATION
BASIS OF PRESENTATION	1. BASIS OF PRESENTATION The Bon-Ton Stores, Inc., a Pennsylvania corporation, was incorporated on January 31, 1996 as the successor of a company incorporated on January 31, 1929. As of August 1, 2015, The Bon-Ton Stores, Inc. operated, through its subsidiaries, 270 stores, including nine furniture galleries and four clearance centers, in 26 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner’s, Boston Store, Carson’s, Elder-Beerman, Herberger’s and Younkers nameplates. The accompanying unaudited consolidated financial statements include the accounts of The Bon-Ton Stores, Inc. (the “Parent”) and its subsidiaries (collectively, the “Company”). All intercompany transactions have been eliminated in consolidation. The unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and do not include all information and footnotes required in annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States. In the opinion of management, all adjustments considered necessary for a fair presentation of interim periods have been included. The Company’s business is seasonal in nature and results of operations for the interim periods presented are not necessarily indicative of results for the full fiscal year. These unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2015. For purposes of the following discussion, references to the “second quarter of 2015” and the “second quarter of 2014” are to the 13 weeks ended August 1, 2015 and August 2, 2014, respectively. References to “fiscal 2015” are to the 52 weeks ending January 30, 2016; references to “fiscal 2014” are to the 52 weeks ended January 31, 2015. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires that management make estimates and assumptions about future events. These estimates and assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and the reported amounts of revenues and expenses. Such estimates include those related to merchandise returns, the valuation of inventories, long-lived assets, intangible assets, insurance reserves, contingencies, litigation and assumptions used in the calculation of income taxes and retirement and other post-employment benefits, among others. These estimates and assumptions are based on management’s best estimates and judgments. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods.

PER-SHARE AMOUNTS

PER-SHARE AMOUNTS	6 Months Ended
	Aug. 01, 2015
PER-SHARE AMOUNTS
PER-SHARE AMOUNTS	2. PER-SHARE AMOUNTS The following table presents a reconciliation of net loss and weighted average shares outstanding used in basic and diluted earnings (loss) per share (“EPS”) calculations for each period presented: THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED August 1, August 2, August 1, August 2, 2015 2014 2015 2014 Basic Loss Per Common Share Net loss $ ) $ ) $ ) $ ) Less: Income allocated to participating securities — — — — Net loss available to common shareholders $ ) $ ) $ ) $ ) Weighted average common shares outstanding Basic loss per common share $ ) $ ) $ ) $ ) Diluted Loss Per Common Share Net loss $ ) $ ) $ ) $ ) Less: Income allocated to participating securities — — — — Net loss available to common shareholders $ ) $ ) ) ) Weighted average common shares outstanding Common shares issuable - stock options — — — — Weighted average common shares outstanding assuming dilution Diluted loss per common share $ ) $ ) $ ) $ ) Due to the Company’s net loss position, weighted average unvested restricted shares (participating securities) of 890,065 and 685,628 for the second quarter in each of 2015 and 2014, respectively, and 799,513 and 707,581 for the 26 weeks ended August 1, 2015 and August 2, 2014, respectively, were not considered in the calculation of net loss available to common shareholders used for both basic and diluted EPS. In addition, weighted average stock option shares (non-participating securities) totaling 17,555 and 200,950 for the second quarter in each of 2015 and 2014, respectively, and 63,876 and 228,479 for the 26 weeks ended August 1, 2015 and August 2, 2014, respectively, were excluded from the computation of diluted weighted average common shares outstanding, as their effect would have been antidilutive. Certain of these stock option shares were excluded solely due to the Company’s net loss position. Had the Company reported net income for the second quarter in each of 2015 and 2014, these shares would have increased diluted weighted average common shares outstanding by 0 and 99,813, respectively. Had the Company reported net income for the 26 weeks ended August 1, 2015 and August 2, 2014, these shares would have increased diluted weighted average common shares outstanding by 8,395 and 101,482, respectively.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	6 Months Ended
	Aug. 01, 2015
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	3. FAIR VALUE MEASUREMENTS Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value and establishes a framework for measuring fair value. ASC 820 establishes fair value hierarchy levels that prioritize the inputs used in valuations determining fair value. Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 inputs are primarily quoted prices for similar assets or liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs based on the Company’s own assumptions. The carrying values of the Company’s cash and cash equivalents, accounts payable and financial instruments reported within prepaid expenses and other current assets and other long-term assets approximate fair value. The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases, as of August 1, 2015 are as follows: Fair Value Measurements Using Carrying Value Estimated Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Second lien senior secured notes $ $ $ $ — $ — Mortgage facility — — Senior secured credit facility — — Total $ $ $ $ — $ The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases, as of August 2, 2014 are as follows: Fair Value Measurements Using Carrying Value Estimated Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Second lien senior secured notes $ $ $ $ — $ — Mortgage facilities — — Senior secured credit facility — — Total $ $ $ $ — $ The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases, as of January 31, 2015 are as follows: Fair Value Measurements Using Carrying Value Estimated Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Second lien senior secured notes $ $ $ $ — $ — Mortgage facilities — — Senior secured credit facility — — Total $ $ $ $ — $ The Level 3 fair value estimates are determined by a discounted cash flow analysis utilizing a discount rate the Company believes is appropriate and would be used by market participants. There was no change in the valuation technique used to determine the Level 3 fair value estimates.

SUPPLEMENTAL BALANCE SHEET INFO

SUPPLEMENTAL BALANCE SHEET INFORMATION	6 Months Ended
	Aug. 01, 2015
SUPPLEMENTAL BALANCE SHEET INFORMATION
SUPPLEMENTAL BALANCE SHEET INFORMATION	4. SUPPLEMENTAL BALANCE SHEET INFORMATION Prepaid expenses and other current assets were comprised of the following: August 1, August 2, January 31, 2015 2014 2015 Other receivables $ $ $ Prepaid expenses Total $ $ $

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	6 Months Ended
	Aug. 01, 2015
SUPPLEMENTAL CASH FLOW INFORMATION
SUPPLEMENTAL CASH FLOW INFORMATION	5. SUPPLEMENTAL CASH FLOW INFORMATION The following supplemental cash flow information is provided for the periods reported: TWENTY-SIX WEEKS ENDED August 1, August 2, 2015 2014 Cash paid for: Interest, net of amounts capitalized $ $ Income taxes, net of refunds received ) ) Non-cash investing and financing activities: Property, fixtures and equipment included in accrued expenses $ $ Assets acquired under capital lease — Declared dividends to shareholders included in accrued expenses

EXIT OR DISPOSAL ACTIVITIES

EXIT OR DISPOSAL ACTIVITIES	6 Months Ended
	Aug. 01, 2015
EXIT OR DISPOSAL ACTIVITIES
EXIT OR DISPOSAL ACTIVITIES	6. EXIT OR DISPOSAL ACTIVITIES The following table summarizes exit or disposal activities during the 26 weeks ended August 1, 2015 related to store closings in fiscal 2014, the consolidation of eCommerce fulfillment activities in connection with the Company’s new eCommerce fulfillment center and the Company’s expense efficiency initiative: Termination Benefits Other Costs Total Accrued balance as of January 31, 2015 $ $ — $ Provisions Thirteen weeks ended May 2, 2015 ) ) Thirteen weeks ended August 1, 2015 Payments Thirteen weeks ended May 2, 2015 ) ) ) Thirteen weeks ended August 1, 2015 ) ) ) Accrued balance as of August 1, 2015 $ $ — $ The above provisions were included within selling, general and administrative expense.

EMPLOYEE DEFINED AND POSTRETIRE

EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS	6 Months Ended
	Aug. 01, 2015
EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS
EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS	7. EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS The Company provides benefits to certain current and former associates who are eligible under a qualified defined benefit pension plan and various non-qualified supplemental pension plans (collectively, the “Pension Plans”). Net periodic benefit expense for the Pension Plans includes the following (income) and expense components: THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED August 1, August 2, August 1, August 2, 2015 2014 2015 2014 Interest cost $ $ $ $ Expected return on plan assets ) ) ) ) Recognition of net actuarial loss Net periodic benefit expense $ $ $ $ During the 26 weeks ended August 1, 2015, contributions of $6,174 were made to the Pension Plans. The Company anticipates contributing an additional $503 to fund the Pension Plans in fiscal 2015 for an annual total of $6,677. The Company also provides medical and life insurance benefits to certain former associates under a postretirement benefit plan (“Postretirement Benefit Plan”). Net periodic benefit income for the Postretirement Benefit Plan includes the following (income) and expense components: THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED August 1, August 2, August 1, August 2, 2015 2014 2015 2014 Interest cost $ $ $ $ Recognition of net actuarial gain ) ) ) ) Net periodic benefit income $ ) $ ) $ ) $ ) During the 26 weeks ended August 1, 2015, the Company contributed $40 to fund the Postretirement Benefit Plan, and anticipates contributing an additional $315 to fund the Postretirement Benefit Plan in fiscal 2015, for a net annual total of $355.

SALE-LEASEBACK AND MORTGAGE REP

SALE-LEASEBACK AND MORTGAGE REPAYMENT	6 Months Ended
	Aug. 01, 2015
SALE-LEASEBACK AND MORTGAGE REPAYMENT
SALE-LEASEBACK AND MORTGAGE REPAYMENT	8. SALE-LEASEBACK AND MORTGAGE REPAYMENT On June 26, 2015, the Company entered into a sale-leaseback arrangement with an unrelated party. Under the arrangement, the Company sold six retail department stores for $84,000 and leased them back for a period of 20 years with three optional 10-year renewal terms. The basic rent payable in connection with the lease is $6,888 per year, subject to annual adjustments for increases in the Consumer Price Index with a 2% minimum increase and a 4% maximum increase each year. The leaseback has been accounted for as a capital lease, and the Company recorded a capital lease asset and obligation of $88,229 at the beginning of the lease term. The loss of $1,971 on this transaction has been deferred and will be amortized to expense over the term of the lease. Proceeds from the sale-leaseback transaction, supplemented with borrowings under the Company’s senior secured credit facility, were used to pay the remaining principal balance of $104,538 on one of the two mortgage facilities due in April 2016. As a result of such prepayment, the Company paid an early termination fee of $4,741. Unamortized deferred financing fees of $121 were accelerated on the date of the termination. Fees paid and deferred financing fees accelerated were recognized in loss on extinguishment of debt.

INCOME TAXES

INCOME TAXES	6 Months Ended
	Aug. 01, 2015
INCOME TAXES
INCOME TAXES	9. INCOME TAXES The provisions codified within ASC Topic 740, Income Taxes (“ASC 740”), require companies to assess whether valuation allowances should be established against their deferred tax assets based on consideration of all available evidence using a “more likely than not” standard. In accordance with ASC 740, the Company maintained a full valuation allowance throughout fiscal 2014 and the 26 weeks ended August 1, 2015 on all of the Company’s net deferred tax assets. The Company’s deferred tax asset valuation allowance totaled $192,858, $171,126 and $161,856 as of August 1, 2015, August 2, 2014 and January 31, 2015, respectively. The Company recorded net income tax benefits of $238 and $397 for the 13 and 26 weeks ended August 1, 2015, respectively, which include $686 and $1,295 non-cash income tax benefits from continuing operations during the 13 and 26 weeks ended August 1, 2015, respectively. Pursuant to ASC 740, the Company is required to consider all items (including items recorded in other comprehensive income) in determining the amount of tax benefit that results from a loss from continuing operations and that should be allocated to continuing operations. As a result, the Company recorded tax benefits on the losses from continuing operations for the 13 and 26 weeks ended August 1, 2015, respectively, which are exactly offset by income tax expense on other comprehensive income. In addition, the net income tax benefits include $448 and $898 recorded in the 13 and 26 weeks ended August 1, 2015, respectively, for recognition of deferred tax liabilities associated with indefinite-lived assets. The income tax provisions of $447 and $895 recorded in the 13 and 26 weeks ended August 2, 2014, respectively, primarily reflect the recognition of deferred tax liabilities associated with indefinite-lived assets.

CONTINGENCIES

CONTINGENCIES	6 Months Ended
	Aug. 01, 2015
CONTINGENCIES
CONTINGENCIES	10. CONTINGENCIES In November 2014, there was a fire at the Company’s store located in North Riverside, Illinois. The Company filed an insurance claim to cover the inventory loss and property damage. The Company recognized a gain on insurance recovery related to the inventory loss in the fourth quarter of fiscal 2014. In the second quarter of 2015, the Company recognized an additional gain on insurance recovery of $748, which is shown separately in the accompanying consolidated statements of operations. The Company is party to legal proceedings and claims that arise during the ordinary course of business. In the opinion of management, the ultimate outcome of any such litigation and claims will not have a material adverse effect on the Company’s financial position, results of operations or liquidity.

COMPREHENSIVE LOSS

COMPREHENSIVE LOSS	6 Months Ended
	Aug. 01, 2015
COMPREHENSIVE LOSS
COMPREHENSIVE LOSS	11. COMPREHENSIVE LOSS Accumulated other comprehensive loss is comprised of the net actuarial loss associated with the Pension Plans and Postretirement Benefit Plan. Other comprehensive income is comprised entirely of the amortization of the net actuarial loss (gain) associated with the Pension Plans and Postretirement Benefit Plan. The changes recognized within other comprehensive income reflect income tax expense of $686 and $0 for the 13 weeks ended in each of August 1, 2015 and August 2, 2014, respectively, and $1,295 and $0 for the 26 weeks ended in each of August 1, 2015 and August 2, 2014, respectively (see Note 9). The before-tax amount of amortization of net actuarial loss (gain) (see Note 7) was recorded within selling, general and administrative expense.

GUARANTOR AND NON-GUARANTOR SUB

GUARANTOR AND NON-GUARANTOR SUBSIDIARIES	6 Months Ended
	Aug. 01, 2015
GUARANTOR AND NON-GUARANTOR SUBSIDIARIES
GUARANTOR AND NON-GUARANTOR SUBSIDIARIES	12. GUARANTOR AND NON-GUARANTOR SUBSIDIARIES Certain debt obligations of the Company, which constitute debt obligations of The Bon-Ton Department Stores, Inc. (the “Issuer”), are guaranteed by the Parent and by each of its subsidiaries, other than the Issuer, that is an obligor under the Company’s senior secured credit facility. Separate financial statements of the Parent, the Issuer and such subsidiary guarantors are not presented because the guarantees by the Parent and each 100% owned subsidiary guarantor are joint and several, full and unconditional, except for certain customary limitations which are applicable only to a subsidiary guarantor. These customary limitations include releases of a guarantee (1) if the subsidiary guarantor no longer guarantees other indebtedness of the Issuer; (2) if there is a sale or other disposition of the capital stock of a subsidiary guarantor and if such sale complies with the covenant regarding asset sales; and (3) if the subsidiary guarantor is properly designated as an “unrestricted subsidiary.” The condensed consolidating financial information for the Parent, the Issuer and the guarantor and non-guarantor subsidiaries as of August 1, 2015, August 2, 2014 and January 31, 2015 and for the second quarter in each of 2015 and 2014 and the 26 weeks ended August 1, 2015 and August 2, 2014 as presented below has been prepared from the books and records maintained by the Parent, the Issuer and the guarantor and non-guarantor subsidiaries. The condensed financial information may not necessarily be indicative of the results of operations or financial position had the guarantor and non-guarantor subsidiaries operated as independent entities. Certain intercompany revenues and expenses included in the subsidiary records are eliminated in consolidation. As a result of this activity, an amount due to/due from affiliates will exist at any time. The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ $ — $ Merchandise inventories — — — Prepaid expenses and other current assets — ) Total current assets ) Property, fixtures and equipment at cost, net — ) Deferred income taxes — — — Intangible assets, net — — — Investment in and advances to affiliates — ) — Other long-term assets — ) Total assets $ $ $ $ $ ) $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ $ — $ — $ — $ Accrued payroll and benefits — — — Accrued expenses — ) Current maturities of long-term debt and obligations under capital leases — — Deferred income taxes — — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — — Other long-term liabilities — ) Total liabilities — ) Shareholders’ equity ) Total liabilities and shareholders’ equity $ $ $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ — $ — $ Merchandise inventories — — — Prepaid expenses and other current assets — ) Total current assets ) Property, fixtures and equipment at cost, net — — Deferred income taxes — — — Intangible assets, net — — — Investment in and advances to affiliates — ) — Other long-term assets — — Total assets $ $ $ $ $ ) $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ $ — $ — $ — $ Accrued payroll and benefits — — — Accrued expenses — ) Current maturities of long-term debt and obligations under capital leases — — Deferred income taxes — — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — Other long-term liabilities — — Total liabilities — ) Shareholders’ equity ) Total liabilities and shareholders’ equity $ $ $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet January 31, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ — $ — $ Merchandise inventories — — — Prepaid expenses and other current assets — ) Total current assets ) Property, fixtures and equipment at cost, net — — Deferred income taxes — — — Intangible assets, net — — — Investment in and advances to affiliates — ) — Other long-term assets — — Total assets $ $ $ $ $ ) $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ $ — $ — $ — $ Accrued payroll and benefits — — — Accrued expenses — — ) Current maturities of long-term debt and obligations under capital leases — — Deferred income taxes — — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — Other long-term liabilities — — Total liabilities — ) Shareholders’ equity ) Total liabilities and shareholders’ equity $ $ $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Thirteen Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) Gain on insurance recovery — — ) — — ) Depreciation and amortization — ) Amortization of lease-related interests — — — Impairment charges — — — — (Loss) income from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) Loss on extinguishment of debt — — — ) — ) (Loss) income before income taxes ) ) ) ) Income tax (benefit) provision ) ) — ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Thirteen Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Thirteen Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) Depreciation and amortization — — Amortization of lease-related interests — — — Impairment charges — — — — Loss from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) (Loss) income before income taxes ) ) ) ) Income tax provision — ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Thirteen Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Twenty-Six Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) Gain on insurance recovery — — ) — — ) Depreciation and amortization — ) Amortization of lease-related interests — — — Impairment charges — — — — (Loss) income from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) Loss on extinguishment of debt — — — ) — ) (Loss) income before income taxes ) ) ) ) Income tax (benefit) provision ) ) — ) ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Twenty-Six Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Twenty-Six Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) ) Depreciation and amortization — — Amortization of lease-related interests — — — Impairment charges — — — — Loss from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) Loss on extinguishment of debt — — — ) — ) (Loss) income before income taxes ) ) ) ) Income tax provision — ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Twenty-Six Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Cash Flows Twenty-Six Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ $ ) $ $ $ ) $ Cash flows from investing activities: Capital expenditures — ) ) — — ) Intercompany investing activity ) ) — — — Proceeds from insurance claim — — — — Proceeds from sale of property, fixtures and equipment — — Net cash (used in) provided by investing activities ) ) ) Cash flows from financing activities: Payments on long-term debt and capital lease obligations — ) ) ) — ) Proceeds from issuance of long-term debt — — — — Intercompany financing activity — ) — ) — Cash dividends paid ) — — — — ) Restricted shares forfeited in lieu of payroll taxes ) — — — — ) Proceeds from stock options exercised — — — — Decrease in book overdraft balances — ) — — — ) Net cash (used in) provided by financing activities ) ) ) ) ) Net (decrease) increase in cash and cash equivalents — ) ) — Cash and cash equivalents at beginning of period — — Cash and cash equivalents at end of period $ $ $ $ $ — $ The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Cash Flows Twenty-Six Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ $ ) $ $ $ ) $ ) Cash flows from investing activities: Capital expenditures — ) ) — — ) Intercompany investing activity — ) — — — Proceeds from sale of property, fixtures and equipment — — Net cash (used in) provided by investing activities — ) ) ) Cash flows from financing activities: Payments on long-term debt and capital lease obligations — ) ) ) — ) Proceeds from issuance of long-term debt — — — — Intercompany financing activity — ) — ) — Deferred financing costs paid — ) — — — ) Cash dividends paid ) — — — — ) Restricted shares forfeited in lieu of payroll taxes ) — — — — ) Decrease in book overdraft balances — ) — — — ) Net cash (used in) provided by financing activities ) ) ) Net (decrease) increase in cash and cash equivalents — ) — — Cash and cash equivalents at beginning of period — — Cash and cash equivalents at end of period $ $ $ $ — $ — $

RECENTLY ISSUED ACCOUNTING STAN

RECENTLY ISSUED ACCOUNTING STANDARDS	6 Months Ended
	Aug. 01, 2015
RECENTLY ISSUED ACCOUNTING STANDARDS
RECENTLY ISSUED ACCOUNTING STANDARDS	13. RECENTLY ISSUED ACCOUNTING STANDARDS In April 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2015-03, Interest-Imputation of Interest (“ASU 2015-03”). The new standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. In August 2015, the FASB issued ASU No. 2015-15 as an amendment to ASU 2015-03, to provide guidance on presentation and subsequent measurement of debt issuance costs relating to Line-of-Credit Arrangements. The guidance is effective for fiscal years beginning after December 15, 2015. The Company is currently reviewing the revised guidance and assessing the potential impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-04, Compensation-Retirement Benefits . The new standard provides a practical expedient that permits the entity to measure defined benefit plan assets and obligations using the month-end that is closest to the entity’s fiscal year-end and apply that practical expedient consistently from year to year. The guidance is effective for fiscal years beginning after December 15, 2015. The Company is currently reviewing the revised guidance and assessing the potential impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles-Goodwill and Other-Internal-Use Software . The new standard provides guidance on the accounting for fees paid by a customer in a cloud computing arrangement, including whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the customer is required to account for the software license consistent with the acquisition of other software licenses. Conversely, if the arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for fiscal years beginning after December 15, 2015. The Company is currently reviewing the revised guidance and assessing the potential impact on its consolidated financial statements. In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date. The standard amends ASU No. 2014-09, Revenue from Contracts with Customers, to defer the effective date for all entities by one year. As a result of the deferral, the new guidance is effective for fiscal years beginning after December 15, 2017.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Aug. 01, 2015
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	14. SUBSEQUENT EVENTS On August 25, 2015, the Company declared a quarterly cash dividend of $0.05 per share on shares of Class A common stock and common stock, payable November 2, 2015 to shareholders of record as of October 16, 2015. On August 28, 2015, pursuant to the terms of a commitment increase letter acknowledgment, the Tranche A revolving commitments under the senior secured credit facility were increased from $575.0 million to $650.0 million. This brings total revolving commitments under the senior secured credit facility to $750.0 million.

PER-SHARE AMOUNTS (Tables)

PER-SHARE AMOUNTS (Tables)	6 Months Ended
	Aug. 01, 2015
PER-SHARE AMOUNTS
Schedule of reconciliation of net loss and weighted average shares outstanding used in basic and diluted earnings (loss) per share (EPS) calculations	THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED August 1, August 2, August 1, August 2, 2015 2014 2015 2014 Basic Loss Per Common Share Net loss $ ) $ ) $ ) $ ) Less: Income allocated to participating securities — — — — Net loss available to common shareholders $ ) $ ) $ ) $ ) Weighted average common shares outstanding Basic loss per common share $ ) $ ) $ ) $ ) Diluted Loss Per Common Share Net loss $ ) $ ) $ ) $ ) Less: Income allocated to participating securities — — — — Net loss available to common shareholders $ ) $ ) ) ) Weighted average common shares outstanding Common shares issuable - stock options — — — — Weighted average common shares outstanding assuming dilution Diluted loss per common share $ ) $ ) $ ) $ )

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
	Aug. 01, 2015
FAIR VALUE MEASUREMENTS
Schedule of the carrying value and estimated fair value of the Company's long-term debt, including current maturities but excluding capital leases	The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases, as of August 1, 2015 are as follows: Fair Value Measurements Using Carrying Value Estimated Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Second lien senior secured notes $ $ $ $ — $ — Mortgage facility — — Senior secured credit facility — — Total $ $ $ $ — $ The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases, as of August 2, 2014 are as follows: Fair Value Measurements Using Carrying Value Estimated Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Second lien senior secured notes $ $ $ $ — $ — Mortgage facilities — — Senior secured credit facility — — Total $ $ $ $ — $ The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases, as of January 31, 2015 are as follows: Fair Value Measurements Using Carrying Value Estimated Fair Value Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Second lien senior secured notes $ $ $ $ — $ — Mortgage facilities — — Senior secured credit facility — — Total $ $ $ $ — $

SUPPLEMENTAL BALANCE SHEET IN25

SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables)	6 Months Ended
	Aug. 01, 2015
SUPPLEMENTAL BALANCE SHEET INFORMATION
Schedule of prepaid expenses and other current assets	August 1, August 2, January 31, 2015 2014 2015 Other receivables $ $ $ Prepaid expenses Total $ $ $

SUPPLEMENTAL CASH FLOW INFORM26

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	6 Months Ended
	Aug. 01, 2015
SUPPLEMENTAL CASH FLOW INFORMATION
Schedule of supplemental cash flow information	TWENTY-SIX WEEKS ENDED August 1, August 2, 2015 2014 Cash paid for: Interest, net of amounts capitalized $ $ Income taxes, net of refunds received ) ) Non-cash investing and financing activities: Property, fixtures and equipment included in accrued expenses $ $ Assets acquired under capital lease — Declared dividends to shareholders included in accrued expenses

EXIT OR DISPOSAL ACTIVITIES (Ta

EXIT OR DISPOSAL ACTIVITIES (Tables)	6 Months Ended
	Aug. 01, 2015
EXIT OR DISPOSAL ACTIVITIES
Summary of exit or disposal activities	Termination Benefits Other Costs Total Accrued balance as of January 31, 2015 $ $ — $ Provisions Thirteen weeks ended May 2, 2015 ) ) Thirteen weeks ended August 1, 2015 Payments Thirteen weeks ended May 2, 2015 ) ) ) Thirteen weeks ended August 1, 2015 ) ) ) Accrued balance as of August 1, 2015 $ $ — $

EMPLOYEE DEFINED AND POSTRETI28

EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS (Tables)	6 Months Ended
	Aug. 01, 2015
Pension Plans
Pension and postretirement benefit plans
Schedule of components of net periodic benefit (income) expense	THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED August 1, August 2, August 1, August 2, 2015 2014 2015 2014 Interest cost $ $ $ $ Expected return on plan assets ) ) ) ) Recognition of net actuarial loss Net periodic benefit expense $ $ $ $
Postretirement Benefit Plan
Pension and postretirement benefit plans
Schedule of components of net periodic benefit (income) expense	THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED August 1, August 2, August 1, August 2, 2015 2014 2015 2014 Interest cost $ $ $ $ Recognition of net actuarial gain ) ) ) ) Net periodic benefit income $ ) $ ) $ ) $ )

GUARANTOR AND NON-GUARANTOR S29

GUARANTOR AND NON-GUARANTOR SUBSIDIARIES (Tables)	6 Months Ended
	Aug. 01, 2015
GUARANTOR AND NON-GUARANTOR SUBSIDIARIES
Schedule of Condensed Consolidating Balance Sheet	The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ $ — $ Merchandise inventories — — — Prepaid expenses and other current assets — ) Total current assets ) Property, fixtures and equipment at cost, net — ) Deferred income taxes — — — Intangible assets, net — — — Investment in and advances to affiliates — ) — Other long-term assets — ) Total assets $ $ $ $ $ ) $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ $ — $ — $ — $ Accrued payroll and benefits — — — Accrued expenses — ) Current maturities of long-term debt and obligations under capital leases — — Deferred income taxes — — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — — Other long-term liabilities — ) Total liabilities — ) Shareholders’ equity ) Total liabilities and shareholders’ equity $ $ $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ — $ — $ Merchandise inventories — — — Prepaid expenses and other current assets — ) Total current assets ) Property, fixtures and equipment at cost, net — — Deferred income taxes — — — Intangible assets, net — — — Investment in and advances to affiliates — ) — Other long-term assets — — Total assets $ $ $ $ $ ) $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ $ — $ — $ — $ Accrued payroll and benefits — — — Accrued expenses — ) Current maturities of long-term debt and obligations under capital leases — — Deferred income taxes — — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — Other long-term liabilities — — Total liabilities — ) Shareholders’ equity ) Total liabilities and shareholders’ equity $ $ $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet January 31, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ $ $ $ — $ — $ Merchandise inventories — — — Prepaid expenses and other current assets — ) Total current assets ) Property, fixtures and equipment at cost, net — — Deferred income taxes — — — Intangible assets, net — — — Investment in and advances to affiliates — ) — Other long-term assets — — Total assets $ $ $ $ $ ) $ Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ $ — $ — $ — $ Accrued payroll and benefits — — — Accrued expenses — — ) Current maturities of long-term debt and obligations under capital leases — — Deferred income taxes — — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — Other long-term liabilities — — Total liabilities — ) Shareholders’ equity ) Total liabilities and shareholders’ equity $ $ $ $ $ ) $
Schedule of Condensed Consolidating Statement Of Operations	The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Thirteen Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) Gain on insurance recovery — — ) — — ) Depreciation and amortization — ) Amortization of lease-related interests — — — Impairment charges — — — — (Loss) income from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) Loss on extinguishment of debt — — — ) — ) (Loss) income before income taxes ) ) ) ) Income tax (benefit) provision ) ) — ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Thirteen Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) Depreciation and amortization — — Amortization of lease-related interests — — — Impairment charges — — — — Loss from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) (Loss) income before income taxes ) ) ) ) Income tax provision — ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Twenty-Six Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) Gain on insurance recovery — — ) — — ) Depreciation and amortization — ) Amortization of lease-related interests — — — Impairment charges — — — — (Loss) income from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) Loss on extinguishment of debt — — — ) — ) (Loss) income before income taxes ) ) ) ) Income tax (benefit) provision ) ) — ) ) Net (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Twenty-Six Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net sales $ — $ $ $ — $ — $ Other income — — — — — — Costs and expenses: Costs of merchandise sold — — — Selling, general and administrative — ) ) Depreciation and amortization — — Amortization of lease-related interests — — — Impairment charges — — — — Loss from operations — ) ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — — Interest expense, net — ) ) ) ) Loss on extinguishment of debt — — — ) — ) (Loss) income before income taxes ) ) ) ) Income tax provision — ) Net (loss) income $ ) $ ) $ ) $ $ $ )
Schedule of Condensed Consolidating Statement of Comprehensive (Loss) Income	The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Thirteen Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Thirteen Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Twenty-Six Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive (Loss) Income Twenty-Six Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net (loss) income $ ) $ ) $ ) $ $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — — ) Comprehensive (loss) income $ ) $ ) $ ) $ $ $ )
Schedule of Condensed Consolidating Statement of Cash Flows	The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Cash Flows Twenty-Six Weeks Ended August 1, 2015 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ $ ) $ $ $ ) $ Cash flows from investing activities: Capital expenditures — ) ) — — ) Intercompany investing activity ) ) — — — Proceeds from insurance claim — — — — Proceeds from sale of property, fixtures and equipment — — Net cash (used in) provided by investing activities ) ) ) Cash flows from financing activities: Payments on long-term debt and capital lease obligations — ) ) ) — ) Proceeds from issuance of long-term debt — — — — Intercompany financing activity — ) — ) — Cash dividends paid ) — — — — ) Restricted shares forfeited in lieu of payroll taxes ) — — — — ) Proceeds from stock options exercised — — — — Decrease in book overdraft balances — ) — — — ) Net cash (used in) provided by financing activities ) ) ) ) ) Net (decrease) increase in cash and cash equivalents — ) ) — Cash and cash equivalents at beginning of period — — Cash and cash equivalents at end of period $ $ $ $ $ — $ The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Cash Flows Twenty-Six Weeks Ended August 2, 2014 Guarantor Non-Guarantor Consolidating Company Parent Issuer Subsidiaries Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ $ ) $ $ $ ) $ ) Cash flows from investing activities: Capital expenditures — ) ) — — ) Intercompany investing activity — ) — — — Proceeds from sale of property, fixtures and equipment — — Net cash (used in) provided by investing activities — ) ) ) Cash flows from financing activities: Payments on long-term debt and capital lease obligations — ) ) ) — ) Proceeds from issuance of long-term debt — — — — Intercompany financing activity — ) — ) — Deferred financing costs paid — ) — — — ) Cash dividends paid ) — — — — ) Restricted shares forfeited in lieu of payroll taxes ) — — — — ) Decrease in book overdraft balances — ) — — — ) Net cash (used in) provided by financing activities ) ) ) Net (decrease) increase in cash and cash equivalents — ) — — Cash and cash equivalents at beginning of period — — Cash and cash equivalents at end of period $ $ $ $ — $ — $

BASIS OF PRESENTATION (Details)

BASIS OF PRESENTATION (Details)	3 Months Ended		12 Months Ended
	Aug. 01, 2015storestateitem	Aug. 02, 2014	Jan. 30, 2016	Jan. 31, 2015
BASIS OF PRESENTATION
Number of stores | store	270
Number of furniture galleries	9
Number of clearance centers	4
Number of states in which the entity operates | state	26
Length of reporting period	91 days	91 days	364 days	364 days

PER-SHARE AMOUNTS (Details)

PER-SHARE AMOUNTS (Details) - Entity [Domain] - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Basic Loss Per Common Share
Net loss	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Net loss available to common shareholders	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Weighted average common shares outstanding	19,718,423	19,426,824	19,640,016	19,354,271
Basic loss per common share (in dollars per share)	$ (2.01)	$ (1.86)	$ (3.75)	$ (3.50)
Diluted Loss Per Common Share
Net loss	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Net loss available to common shareholders	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Weighted average common shares outstanding	19,718,423	19,426,824	19,640,016	19,354,271
Weighted average common shares outstanding assuming dilution	19,718,423	19,426,824	19,640,016	19,354,271
Diluted loss per common share (in dollars per share)	$ (2.01)	$ (1.86)	$ (3.75)	$ (3.50)

PER-SHARE AMOUNTS (Details 2)

PER-SHARE AMOUNTS (Details 2) - shares	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Restricted Shares
Antidilutive securities
Antidilutive securities excluded from calculation of earnings per share (in shares)	890,065	685,628	799,513	707,581
Stock Options
Antidilutive securities
Antidilutive securities excluded from calculation of earnings per share (in shares)	17,555	200,950	63,876	228,479
Securities that would have increased the weighted average common shares outstanding if the entity had reported income during the period (in shares)	0	99,813	8,395	101,482

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015	Aug. 02, 2014
Estimated Fair Value
Fair value measurements
Long-term debt	$ 758,708	$ 798,750	$ 839,589
Estimated Fair Value | Second lien senior secured notes
Fair value measurements
Long-term debt	322,027	345,700	384,550
Estimated Fair Value | Mortgage facilities
Fair value measurements
Long-term debt	104,579	214,132	217,796
Estimated Fair Value | Senior secured credit facility
Fair value measurements
Long-term debt	332,102	238,918	237,243
Quoted Prices in Active Markets (Level 1)
Fair value measurements
Long-term debt	322,027	345,700	384,550
Quoted Prices in Active Markets (Level 1) | Second lien senior secured notes
Fair value measurements
Long-term debt	322,027	345,700	384,550
Significant Unobservable Inputs (Level 3)
Fair value measurements
Long-term debt	436,681	453,050	455,039
Significant Unobservable Inputs (Level 3) | Mortgage facilities
Fair value measurements
Long-term debt	104,579	214,132	217,796
Significant Unobservable Inputs (Level 3) | Senior secured credit facility
Fair value measurements
Long-term debt	332,102	238,918	237,243
Carrying Value
Fair value measurements
Long-term debt	843,310	857,751	859,550
Carrying Value | Second lien senior secured notes
Fair value measurements
Long-term debt	407,292	407,292	407,292
Carrying Value | Mortgage facilities
Fair value measurements
Long-term debt	103,916	211,541	215,015
Carrying Value | Senior secured credit facility
Fair value measurements
Long-term debt	$ 332,102	$ 238,918	$ 237,243

SUPPLEMENTAL BALANCE SHEET IN34

SUPPLEMENTAL BALANCE SHEET INFORMATION (Details) - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015	Aug. 02, 2014
Prepaid expenses and other current assets
Other receivables	$ 36,705	$ 59,734	$ 30,869
Prepaid expenses	43,221	33,660	41,249
Total	$ 79,926	$ 93,394	$ 72,118

SUPPLEMENTAL CASH FLOW INFORM35

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	Jun. 26, 2015	Aug. 01, 2015	Aug. 02, 2014
Cash paid for:
Interest, net of amounts capitalized		$ 29,027	$ 29,605
Income taxes, net of refunds received		(47)	(3)
Non-cash investing and financing activities:
Property, fixtures and equipment included in accrued expenses		2,391	5,980
Assets acquired under capital lease	$ 88,229	88,229
Declared dividends to shareholders included in accrued expenses		$ 1,010	$ 990

EXIT OR DISPOSAL ACTIVITIES (De

EXIT OR DISPOSAL ACTIVITIES (Details) - USD ($) $ in Thousands	3 Months Ended
	Aug. 01, 2015	May. 02, 2015
Changes in exit or disposal activities
Accrued balance at the beginning of the period		$ 1,279
Provisions	$ 252	(20)
Payments	(138)	(523)
Accrued balance at the end of the period	850
Termination Benefits
Changes in exit or disposal activities
Accrued balance at the beginning of the period		1,279
Provisions	245	(122)
Payments	(131)	(421)
Accrued balance at the end of the period	850
Other Costs
Changes in exit or disposal activities
Provisions	7	102
Payments	$ (7)	$ (102)

EMPLOYEE DEFINED AND POSTRETI37

EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Pension Plans
Pension and postretirement benefit plans
Interest cost	$ 1,700	$ 1,998	$ 3,401	$ 3,995
Expected return on plan assets	(2,409)	(2,490)	(4,819)	(4,980)
Recognition of net actuarial loss (gain)	1,698	944	3,396	1,888
Net periodic benefit expense (income)	989	452	1,978	903
Employer contributions to benefit plan
Contributions to benefit plan			6,174
Anticipated additional contributions in remainder of the fiscal year			503
Total anticipated contribution in fiscal year			6,677
Postretirement Benefit Plan
Pension and postretirement benefit plans
Interest cost	16	22	32	44
Recognition of net actuarial loss (gain)	(106)	(130)	(213)	(260)
Net periodic benefit expense (income)	$ (90)	$ (108)	(181)	$ (216)
Employer contributions to benefit plan
Contributions to benefit plan			40
Anticipated additional contributions in remainder of the fiscal year			315
Total anticipated contribution in fiscal year			$ 355

SALE-LEASEBACK AND MORTGAGE R38

SALE-LEASEBACK AND MORTGAGE REPAYMENT (Details) $ in Thousands	Jun. 26, 2015USD ($)propertyfacilityitem	Aug. 01, 2015USD ($)	Jun. 25, 2015facility
Sale-leaseback
Number of properties sold | property	6
Proceeds from sale of properties	$ 84,000
Lease term	20 years
Number of optional renewal terms | item	3
Renewal term of lease	10 years
Annual basic rent payable	$ 6,888
Capital lease asset and obligation recorded	88,229	$ 88,229
Deferred loss	$ 1,971
Minimum
Sale-leaseback
Annual adjustment to rent payable (as a percent)	2.00%
Maximum
Sale-leaseback
Annual adjustment to rent payable (as a percent)	4.00%
Mortgage facilities due April 2016
Sale-leaseback
Repayment of remaining principal balance	$ 104,538
Number of mortgage facilities repaid | facility	1
Number of mortgage facilities | facility			2
Early termination fee	$ 4,741
Unamortized deferred financing fees recognized in loss on exchange/extinguishment of debt	$ 121

INCOME TAXES (Details)

INCOME TAXES (Details) - Entity [Domain] - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014	Jan. 31, 2015
Income Taxes
Deferred tax asset valuation allowance	$ 192,858	$ 171,126	$ 192,858	$ 171,126	$ 161,856
Income tax (benefit) provision	(238)	$ 447	(397)	$ 895
Non-cash income tax benefit from continuing operations	686		1,295
Recognition of deferred tax liabilities associated with indefinite-lived assets	$ 448		$ 898

CONTINGENCIES (Details)

CONTINGENCIES (Details) - Aug. 01, 2015 - USD ($) $ in Thousands	Total	Total
Gain on Insurance Recovery
Gain on insurance recovery	$ 748	$ 748
Store fire, North Riverside, Illinois
Gain on Insurance Recovery
Gain on insurance recovery	$ 748

COMPREHENSIVE LOSS (Details)

COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
COMPREHENSIVE LOSS
Tax effect recorded on the changes recognized within other comprehensive income	$ 686	$ 0	$ 1,295	$ 0

GUARANTOR AND NON-GUARANTOR S42

GUARANTOR AND NON-GUARANTOR SUBSIDIARIES (Details) - USD ($) $ in Thousands	Aug. 01, 2015	Jan. 31, 2015	Aug. 02, 2014	Feb. 01, 2014
Current assets:
Cash and cash equivalents	$ 20,935	$ 8,753	$ 7,688	$ 7,058
Merchandise inventories	738,089	734,956	723,454
Prepaid expenses and other current assets	79,926	93,394	72,118
Total current assets	838,950	837,103	803,260
Property, fixtures and equipment at cost, net	641,748	641,996	632,701
Deferred income taxes	13,239	15,781	19,384
Intangible assets, net	86,964	90,151	93,532
Other long-term assets	22,851	23,483	23,702
Total assets	1,603,752	1,608,514	1,572,579
Current liabilities:
Accounts payable	241,272	208,882	238,077
Accrued payroll and benefits	24,436	28,848	25,447
Accrued expenses	138,597	158,022	142,276
Current maturities of long-term debt and obligations under capital leases	109,049	10,749	11,011
Deferred income taxes	22,834	24,478	27,255
Total current liabilities	536,188	430,979	444,066
Long-term debt and obligations under capital leases, less current maturities	868,855	895,979	899,081
Other long-term liabilities	183,180	193,908	169,843
Total liabilities	1,588,223	1,520,866	1,512,990
Total shareholders' equity	15,529	87,648	59,589	127,956
Total liabilities and shareholders' equity	1,603,752	1,608,514	1,572,579
Consolidating Eliminations
Current assets:
Prepaid expenses and other current assets	(516)	(434)	(578)
Total current assets	(516)	(434)	(578)
Property, fixtures and equipment at cost, net	(14,557)
Investment in and advances to affiliates	(792,468)	(848,185)	(774,994)
Other long-term assets	(3,431)
Total assets	(810,972)	(848,619)	(775,572)
Current liabilities:
Accrued expenses	(516)	(434)	(578)
Total current liabilities	(516)	(434)	(578)
Other long-term liabilities	(3,431)
Total liabilities	(3,947)	(434)	(578)
Total shareholders' equity	(807,025)	(848,185)	(774,994)
Total liabilities and shareholders' equity	(810,972)	(848,619)	(775,572)
Parent | Reportable Legal Entities
Current assets:
Cash and cash equivalents	1	1	1	1
Total current assets	1	1	1
Investment in and advances to affiliates	15,528	87,647	59,588
Total assets	15,529	87,648	59,589
Current liabilities:
Total shareholders' equity	15,529	87,648	59,589
Total liabilities and shareholders' equity	15,529	87,648	59,589
Issuer | Reportable Legal Entities
Current assets:
Cash and cash equivalents	3,043	4,209	2,874	2,889
Merchandise inventories	505,907	483,270	480,852
Prepaid expenses and other current assets	72,712	74,956	64,590
Total current assets	581,662	562,435	548,316
Property, fixtures and equipment at cost, net	324,926	268,224	250,215
Deferred income taxes	3,575	4,889	3,144
Intangible assets, net	23,147	24,618	26,114
Investment in and advances to affiliates	349,768	324,668	322,324
Other long-term assets	25,352	22,685	22,692
Total assets	1,308,430	1,207,519	1,172,805
Current liabilities:
Accounts payable	241,272	208,882	238,077
Accrued payroll and benefits	19,192	23,637	20,434
Accrued expenses	70,471	76,599	73,378
Current maturities of long-term debt and obligations under capital leases	1,293	460	446
Deferred income taxes	9,197	10,081	7,940
Total current liabilities	341,425	319,659	340,275
Long-term debt and obligations under capital leases, less current maturities	813,522	651,436	649,957
Other long-term liabilities	140,530	150,152	123,485
Total liabilities	1,295,477	1,121,247	1,113,717
Total shareholders' equity	12,953	86,272	59,088
Total liabilities and shareholders' equity	1,308,430	1,207,519	1,172,805
Guarantor Subsidiaries | Reportable Legal Entities
Current assets:
Cash and cash equivalents	4,247	4,543	4,813	$ 4,168
Merchandise inventories	232,182	251,686	242,602
Prepaid expenses and other current assets	5,187	14,906	5,272
Total current assets	241,616	271,135	252,687
Property, fixtures and equipment at cost, net	181,127	146,793	150,065
Deferred income taxes	9,664	10,892	16,240
Intangible assets, net	63,817	65,533	67,418
Investment in and advances to affiliates	427,172	435,870	393,082
Other long-term assets	822	391	446
Total assets	924,218	930,614	879,938
Current liabilities:
Accrued payroll and benefits	5,244	5,211	5,013
Accrued expenses	68,366	81,857	69,402
Current maturities of long-term debt and obligations under capital leases	3,840	3,501	3,394
Deferred income taxes	13,637	14,397	19,315
Total current liabilities	91,087	104,966	97,124
Long-term debt and obligations under capital leases, less current maturities	55,333	39,790	41,281
Other long-term liabilities	41,436	41,921	44,587
Total liabilities	187,856	186,677	182,992
Total shareholders' equity	736,362	743,937	696,946
Total liabilities and shareholders' equity	924,218	930,614	879,938
Non-Guarantor Subsidiaries | Reportable Legal Entities
Current assets:
Cash and cash equivalents	13,644
Prepaid expenses and other current assets	2,543	3,966	2,834
Total current assets	16,187	3,966	2,834
Property, fixtures and equipment at cost, net	150,252	226,979	232,421
Other long-term assets	108	407	564
Total assets	166,547	231,352	235,819
Current liabilities:
Accrued expenses	276		74
Current maturities of long-term debt and obligations under capital leases	103,916	6,788	7,171
Total current liabilities	104,192	6,788	7,245
Long-term debt and obligations under capital leases, less current maturities		204,753	207,843
Other long-term liabilities	4,645	1,835	1,771
Total liabilities	108,837	213,376	216,859
Total shareholders' equity	57,710	17,976	18,960
Total liabilities and shareholders' equity	$ 166,547	$ 231,352	$ 235,819

GUARANTOR AND NON-GUARANTOR S43

GUARANTOR AND NON-GUARANTOR SUBSIDIARIES (Details 2) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Condensed Consolidating Statement of Operations
Net sales	$ 555,431	$ 563,452	$ 1,166,369	$ 1,170,912
Other income	15,568	14,685	31,872	29,758
Total	570,999	578,137	1,198,241	1,200,670
Costs and expenses:
Costs of merchandise sold	350,828	357,252	755,293	750,362
Selling, general and administrative	215,186	215,807	433,872	438,126
Gain on insurance recovery	(748)		(748)
Depreciation and amortization	24,193	24,043	46,226	45,605
Amortization of lease-related interests	1,061	1,159	2,162	2,341
Impairment charges	222	174	222	174
Loss from operations	(19,743)	(20,298)	(38,786)	(35,938)
Other income (expense):
Interest expense, net	(15,196)	(15,447)	(30,386)	(30,718)
Loss on extinguishment of debt	(4,862)		(4,862)	(153)
Loss before income taxes	(39,801)	(35,745)	(74,034)	(66,809)
Income tax (benefit) provision	(238)	447	(397)	895
Net loss	(39,563)	(36,192)	(73,637)	(67,704)
Consolidating Eliminations
Costs and expenses:
Selling, general and administrative	8,238	(7,280)	835	(14,706)
Depreciation and amortization	(54)		(54)
Loss from operations	(8,184)	7,280	(781)	14,706
Other income (expense):
Intercompany income	(11,711)	(11,215)	(23,525)	(23,715)
Equity in losses of subsidiaries	47,251	39,731	85,041	69,851
Interest expense, net	5,338	3,935	9,749	9,009
Loss before income taxes	32,694	39,731	70,484	69,851
Income tax (benefit) provision	6	(682)	(71)	(1,365)
Net loss	32,688	40,413	70,555	71,216
Parent | Reportable Legal Entities
Other income (expense):
Equity in losses of subsidiaries	(39,801)	(35,745)	(74,034)	(66,809)
Loss before income taxes	(39,801)	(35,745)	(74,034)	(66,809)
Income tax (benefit) provision	(238)	447	(397)	895
Net loss	(39,563)	(36,192)	(73,637)	(67,704)
Issuer | Reportable Legal Entities
Condensed Consolidating Statement of Operations
Net sales	327,803	331,840	688,269	692,040
Other income	9,150	8,678	18,620	17,680
Total	336,953	340,518	706,889	709,720
Costs and expenses:
Costs of merchandise sold	206,924	210,790	446,036	445,157
Selling, general and administrative	132,276	133,709	267,107	273,385
Depreciation and amortization	12,975	12,446	24,183	23,512
Amortization of lease-related interests	494	552	989	1,128
Impairment charges	222	174	222	174
Loss from operations	(15,938)	(17,153)	(31,648)	(33,636)
Other income (expense):
Intercompany income	446	449	896	913
Equity in losses of subsidiaries	(7,450)	(3,986)	(11,007)	(3,042)
Interest expense, net	(16,859)	(15,055)	(32,275)	(31,044)
Loss before income taxes	(39,801)	(35,745)	(74,034)	(66,809)
Income tax (benefit) provision	(238)	447	(397)	895
Net loss	(39,563)	(36,192)	(73,637)	(67,704)
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Operations
Net sales	227,628	231,612	478,100	478,872
Other income	6,418	6,007	13,252	12,078
Total	234,046	237,619	491,352	490,950
Costs and expenses:
Costs of merchandise sold	143,904	146,462	309,257	305,205
Selling, general and administrative	89,232	89,346	180,455	181,786
Gain on insurance recovery	(748)		(748)
Depreciation and amortization	8,794	8,876	16,898	16,590
Amortization of lease-related interests	567	607	1,173	1,213
Loss from operations	(7,703)	(7,672)	(15,683)	(13,844)
Other income (expense):
Intercompany income	5,582	4,169	10,276	9,535
Interest expense, net	(901)	(849)	(1,699)	(1,711)
Loss before income taxes	(3,022)	(4,352)	(7,106)	(6,020)
Income tax (benefit) provision	232	235	468	470
Net loss	(3,254)	(4,587)	(7,574)	(6,490)
Non-Guarantor Subsidiaries | Reportable Legal Entities
Costs and expenses:
Selling, general and administrative	(14,560)	32	(14,525)	(2,339)
Depreciation and amortization	2,478	2,721	5,199	5,503
Loss from operations	12,082	(2,753)	9,326	(3,164)
Other income (expense):
Intercompany income	5,683	6,597	12,353	13,267
Interest expense, net	(2,774)	(3,478)	(6,161)	(6,972)
Loss on extinguishment of debt	(4,862)		(4,862)	(153)
Loss before income taxes	10,129	366	10,656	2,978
Net loss	$ 10,129	$ 366	$ 10,656	$ 2,978

GUARANTOR AND NON-GUARANTOR S44

GUARANTOR AND NON-GUARANTOR SUBSIDIARIES (Details 3) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014	Aug. 01, 2015	Aug. 02, 2014
Condensed Consolidating Statement of Comprehensive (Loss) Income
Net (loss) income	$ (39,563)	$ (36,192)	$ (73,637)	$ (67,704)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	906	814	1,888	1,628
Comprehensive loss	(38,657)	(35,378)	(71,749)	(66,076)
Consolidating Eliminations
Condensed Consolidating Statement of Comprehensive (Loss) Income
Net (loss) income	32,688	40,413	70,555	71,216
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	(906)	(814)	(1,888)	(1,628)
Comprehensive loss	31,782	39,599	68,667	69,588
Parent | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive (Loss) Income
Net (loss) income	(39,563)	(36,192)	(73,637)	(67,704)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	906	814	1,888	1,628
Comprehensive loss	(38,657)	(35,378)	(71,749)	(66,076)
Issuer | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive (Loss) Income
Net (loss) income	(39,563)	(36,192)	(73,637)	(67,704)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	906	814	1,888	1,628
Comprehensive loss	(38,657)	(35,378)	(71,749)	(66,076)
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive (Loss) Income
Net (loss) income	(3,254)	(4,587)	(7,574)	(6,490)
Other comprehensive income, net of tax:
Comprehensive loss	(3,254)	(4,587)	(7,574)	(6,490)
Non-Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive (Loss) Income
Net (loss) income	10,129	366	10,656	2,978
Other comprehensive income, net of tax:
Comprehensive loss	$ 10,129	$ 366	$ 10,656	$ 2,978

GUARANTOR AND NON-GUARANTOR S45

GUARANTOR AND NON-GUARANTOR SUBSIDIARIES (Details 4) - USD ($) $ in Thousands	6 Months Ended
	Aug. 01, 2015	Aug. 02, 2014
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	$ 10,964	$ (5,655)
Cash flows from investing activities:
Capital expenditures	(47,350)	(37,661)
Proceeds from insurance claim	1,510
Proceeds from sale of property, fixtures and equipment	84,066	5,008
Net cash provided by (used in) investing activities	38,226	(32,653)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(392,183)	(281,775)
Proceeds from issuance of long-term debt	370,390	327,232
Deferred financing costs paid		(69)
Cash dividends paid	(2,004)	(991)
Restricted shares forfeited in lieu of payroll taxes	(399)	(1,461)
Proceeds from stock options exercised	454
Decrease in book overdraft balances	(13,266)	(3,998)
Net cash (used in) provided by financing activities	(37,008)	38,938
Net increase in cash and cash equivalents	12,182	630
Cash and cash equivalents at beginning of period	8,753	7,058
Cash and cash equivalents at end of period	20,935	7,688
Consolidating Eliminations
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	(5,621)	(5,992)
Cash flows from investing activities:
Intercompany investing activity	32,693	147
Net cash provided by (used in) investing activities	32,693	147
Cash flows from financing activities:
Intercompany financing activity	(27,072)	5,845
Net cash (used in) provided by financing activities	(27,072)	5,845
Parent | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	2,403	2,452
Cash flows from investing activities:
Intercompany investing activity	(454)
Net cash provided by (used in) investing activities	(454)
Cash flows from financing activities:
Cash dividends paid	(2,004)	(991)
Restricted shares forfeited in lieu of payroll taxes	(399)	(1,461)
Proceeds from stock options exercised	454
Net cash (used in) provided by financing activities	(1,949)	(2,452)
Cash and cash equivalents at beginning of period	1	1
Cash and cash equivalents at end of period	1	1
Issuer | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	(24,619)	(14,644)
Cash flows from investing activities:
Capital expenditures	(37,807)	(32,171)
Intercompany investing activity	(32,239)	(147)
Proceeds from sale of property, fixtures and equipment	16,344	7
Net cash provided by (used in) investing activities	(53,702)	(32,311)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(277,965)	(275,234)
Proceeds from issuance of long-term debt	370,390	327,232
Intercompany financing activity	(2,004)	(991)
Deferred financing costs paid		(69)
Decrease in book overdraft balances	(13,266)	(3,998)
Net cash (used in) provided by financing activities	77,155	46,940
Net increase in cash and cash equivalents	(1,166)	(15)
Cash and cash equivalents at beginning of period	4,209	2,889
Cash and cash equivalents at end of period	3,043	2,874
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	9,523	8,000
Cash flows from investing activities:
Capital expenditures	(9,543)	(5,490)
Proceeds from insurance claim	1,510
Proceeds from sale of property, fixtures and equipment	66	1
Net cash provided by (used in) investing activities	(7,967)	(5,489)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(1,852)	(1,866)
Net cash (used in) provided by financing activities	(1,852)	(1,866)
Net increase in cash and cash equivalents	(296)	645
Cash and cash equivalents at beginning of period	4,543	4,168
Cash and cash equivalents at end of period	4,247	4,813
Non-Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	29,278	4,529
Cash flows from investing activities:
Proceeds from sale of property, fixtures and equipment	67,656	5,000
Net cash provided by (used in) investing activities	67,656	5,000
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(112,366)	(4,675)
Intercompany financing activity	29,076	(4,854)
Net cash (used in) provided by financing activities	(83,290)	$ (9,529)
Net increase in cash and cash equivalents	13,644
Cash and cash equivalents at end of period	$ 13,644

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions	Aug. 25, 2015	Aug. 01, 2015	Aug. 02, 2014	Aug. 28, 2015
Subsequent Events
Quarterly cash dividend declared (in dollars per share)		$ 0.10	$ 0.10
Senior secured credit facility - Tranche A
Subsequent Events
Revolving commitments		$ 575
Subsequent Event
Subsequent Events
Quarterly cash dividend declared (in dollars per share)	$ 0.05
Subsequent Event | Senior secured credit facility
Subsequent Events
Revolving commitments				$ 750
Subsequent Event | Senior secured credit facility - Tranche A
Subsequent Events
Revolving commitments				$ 650