Bon Ton Stores (BONT) 10-Q 8 Jun 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Apr. 30, 2016	May. 27, 2016
Entity Registrant Name	BON TON STORES INC
Entity Central Index Key	878,079
Document Type	10-Q
Document Period End Date	Apr. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--01-28
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Class A Common Stock
Entity Common Stock, Shares Outstanding		2,951,490
Common Stock
Entity Common Stock, Shares Outstanding		18,613,025

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Current assets:
Cash and cash equivalents	$ 7,807	$ 6,879	$ 8,711
Merchandise inventories	712,113	711,699	738,231
Prepaid expenses and other current assets	72,246	97,254	77,834
Total current assets	792,166	815,832	824,776
Property, fixtures and equipment at cost, net of accumulated depreciation and amortization of $974,272, $931,661 and $951,786 at April 30, 2016, May 2, 2015 and January 30, 2016, respectively	623,086	635,334	642,268
Intangible assets, net of accumulated amortization of $63,647, $64,625 and $62,204 at April 30, 2016, May 2, 2015 and January 30, 2016, respectively	80,619	82,062	88,538
Other long-term assets	16,713	17,398	14,609
Total assets	1,512,584	1,550,626	1,570,191
Current liabilities:
Accounts payable	159,818	162,831	197,789
Accrued payroll and benefits	22,309	28,527	21,116
Accrued expenses	146,585	147,378	152,598
Current maturities of long-term debt			209,358
Current maturities of obligations under capital leases	5,529	5,394	4,061
Total current liabilities	334,241	344,130	584,922
Long-term debt, less current maturities	864,856	855,977	690,648
Obligations under capital leases, less current maturities	125,269	126,692	43,629
Other long-term liabilities	189,477	188,911	196,549
Total liabilities	$ 1,513,843	$ 1,515,710	$ 1,515,748
Contingencies (Note 9)
Shareholders' (deficit) equity
Preferred Stock - authorized 5,000,000 shares at $0.01 par value; no shares issued
Treasury stock, at cost - 337,800 shares at April 30, 2016, May 2, 2015 and January 30, 2016	$ (1,387)	$ (1,387)	$ (1,387)
Additional paid-in capital	165,199	164,428	162,253
Accumulated other comprehensive loss	(75,255)	(76,122)	(79,423)
Accumulated deficit	(90,036)	(52,218)	(27,213)
Total shareholders'(deficit) equity	(1,259)	34,916	54,443
Total liabilities and shareholders'(deficit) equity	1,512,584	1,550,626	1,570,191
Common Stock
Shareholders' (deficit) equity
Common Stock	190	185	183
Total shareholders'(deficit) equity	190	185	183
Class A Common Stock
Shareholders' (deficit) equity
Common Stock	30	30	30
Total shareholders'(deficit) equity	$ 30	$ 30	$ 30

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Property, fixtures and equipment at cost, accumulated depreciation and amortization (in dollars)	$ 974,272	$ 951,786	$ 931,661
Intangible assets, accumulated amortization (in dollars)	$ 63,647	$ 62,204	$ 64,625
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	18,954,675	18,532,577	18,331,899
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
	Apr. 30, 2016	May. 02, 2015
CONSOLIDATED STATEMENTS OF OPERATIONS
Net sales	$ 591,007	$ 610,938
Other income	17,416	16,304
Total	608,423	627,242
Costs and expenses:
Costs of merchandise sold	390,913	404,465
Selling, general and administrative	216,185	218,686
Depreciation and amortization	23,194	22,033
Amortization of lease-related interests	1,007	1,101
Loss from operations	(22,876)	(19,043)
Interest expense, net	15,086	15,190
Loss before income taxes	(37,962)	(34,233)
Income tax benefit	(144)	(159)
Net loss	$ (37,818)	$ (34,074)
Basic:
Net loss (in dollars per share)	$ (1.91)	$ (1.74)
Diluted:
Net loss (in dollars per share)	$ (1.91)	$ (1.74)

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (37,818)	$ (34,074)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	867	982
Comprehensive loss	$ (36,951)	$ (33,092)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Cash flows from operating activities:
Net loss	$ (37,818)	$ (34,074)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	23,194	22,033
Amortization of lease-related interests	1,007	1,101
Share-based compensation expense	896	844
Loss on sale of property, fixtures and equipment	21
Reclassifications of accumulated other comprehensive loss	1,464	1,591
Amortization of deferred financing costs	849	747
Deferred income tax benefit	(144)	(159)
Changes in operating assets and liabilities:
Increase in merchandise inventories	(414)	(3,274)
Decrease in prepaid expenses and other current assets	25,008	15,560
Decrease in other long-term assets	577	484
Increase (decrease) in accounts payable	2,533	(5,634)
Decrease in accrued payroll and benefits and accrued expenses	(5,102)	(10,676)
Increase (decrease) in other long-term liabilities	207	(6,373)
Net cash provided by (used in) operating activities	12,278	(17,830)
Cash flows from investing activities:
Capital expenditures	(12,626)	(24,448)
Proceeds from sale of property, fixtures and equipment	7
Net cash used in investing activities	(12,619)	(24,448)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(144,117)	(139,000)
Proceeds from issuance of long-term debt	151,461	187,611
Cash dividends paid		(991)
Restricted shares forfeited in lieu of payroll taxes	(120)	(399)
Proceeds from stock options exercised		454
Deferred financing costs paid	(495)
Decrease in book overdraft balances	(5,460)	(5,439)
Net cash provided by financing activities	1,269	42,236
Net increase (decrease) in cash and cash equivalents	928	(42)
Cash and cash equivalents at beginning of period	6,879	8,753
Cash and cash equivalents at end of period	$ 7,807	$ 8,711

CONSOLIDATED STATEMENTS OF SHAR

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' (DEFICIT) 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 THE BEGINNING OF PERIOD at Jan. 31, 2015	$ 178	$ 30	$ (1,387)	$ 161,359	$ (80,405)	$ 7,873	$ 87,648
Increase (Decrease) in Shareholders' (Deficit) Equity
Net loss						(34,074)	(34,074)
Other comprehensive income					982		982
Dividends to shareholders, $0.05 per share						(1,012)	(1,012)
Restricted shares forfeited in lieu of payroll taxes	(1)			(398)			(399)
Proceeds from stock options exercised	1			453			454
Share-based compensation expense	5			839			844
BALANCE AT THE END OF PERIOD at May. 02, 2015	183	30	(1,387)	162,253	(79,423)	(27,213)	54,443
BALANCE AT THE BEGINNING OF PERIOD at Jan. 30, 2016	185	30	(1,387)	164,428	(76,122)	(52,218)	34,916
Increase (Decrease) in Shareholders' (Deficit) Equity
Net loss						(37,818)	(37,818)
Other comprehensive income					867		867
Restricted shares forfeited in lieu of payroll taxes				(120)			(120)
Share-based compensation expense	5			891			896
BALANCE AT THE END OF PERIOD at Apr. 30, 2016	$ 190	$ 30	$ (1,387)	$ 165,199	$ (75,255)	$ (90,036)	$ (1,259)

CONSOLIDATED STATEMENTS OF SHA8

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' (DEFICIT) EQUITY (Parenthetical)	3 Months Ended
	May. 02, 2015$ / shares
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' (DEFICIT) EQUITY
Dividends to shareholders (in dollars per share)	$ 0.05

BASIS OF PRESENTATION

BASIS OF PRESENTATION	3 Months Ended
	Apr. 30, 2016
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 April 30, 2016, The Bon-Ton Stores, Inc. operated, through its subsidiaries, 267 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 30, 2016. For purposes of the following discussion, references to the “first quarter of 2016” and the “first quarter of 2015” are to the 13 weeks ended April 30, 2016 and May 2, 2015, respectively. References to “fiscal 2016” are to the 52 weeks ending January 28, 2017; references to “fiscal 2015” are to the 52 weeks ended January 30, 2016. 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. Reclassifications Certain prior year balances presented in the consolidated financial statements and notes thereto have been reclassified to conform to the current year presentation. These reclassifications did not impact the Company’s net loss for the first quarter in each of 2016 and 2015. As a result of adopting Accounting Standards Update (“ASU”) No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”) as of January 30, 2016, the Company reclassified the May 2, 2015 consolidated balance sheet resulting in a reduction of $17,373 in long-term deferred income tax assets, a reduction in current deferred income tax liabilities of $26,519 and an increase in other long-term liabilities of $9,146. Recently Adopted Accounting Standards Effective January 31, 2016, the Company adopted ASU No. 2015-03, Interest-Imputation of Interest (“ASU 2015-03”) and ASU No. 2015-15 (an amendment to ASU 2015-03) and retrospectively applied their provisions. The new standards require that debt issuance costs related to a recognized debt liability, other than those relating to line-of-credit arrangements, be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. As a result of adopting this guidance, as of May 2, 2015 and January 30, 2016, the Company reclassified $7,643 and $6,580, respectively, of the unamortized debt issuance costs for all debt instruments except the senior secured credit facility from other long-term assets to long-term debt and current maturities of long-term debt on the consolidated balance sheets. Effective January 31, 2016, the Company adopted ASU No. 2015-05, Intangibles-Goodwill and Other-Internal-Use Software and prospectively applied its provisions. The new standard provides guidance on the accounting for fees paid by a customer in a cloud computing arrangement. 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 adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

PER-SHARE AMOUNTS

PER-SHARE AMOUNTS	3 Months Ended
	Apr. 30, 2016
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 WEEKS ENDED April 30, May 2, 2016 2015 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 1,220,177 and 708,961 for the first quarter in each of 2016 and 2015, 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 0 and 110,196 for the first quarter in each of 2016 and 2015, 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 first quarter in each of 2016 and 2015, these shares would have increased diluted weighted average common shares outstanding by 0 and 16,790, respectively.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Apr. 30, 2016
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 and unamortized debt issuance costs, as of April 30, 2016 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 $ $ $ $ — $ — 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 and unamortized debt issuance costs, as of May 2, 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 and unamortized debt issuance costs, as of January 30, 2016 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 $ $ $ $ — $ — 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	3 Months Ended
	Apr. 30, 2016
SUPPLEMENTAL BALANCE SHEET INFORMATION
SUPPLEMENTAL BALANCE SHEET INFORMATION	4. SUPPLEMENTAL BALANCE SHEET INFORMATION Prepaid expenses and other current assets were comprised of the following: April 30, May 2, January 30, 2016 2015 2016 Other receivables $ $ $ Prepaid expenses Total $ $ $

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	3 Months Ended
	Apr. 30, 2016
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: THIRTEEN WEEKS ENDED April 30, May 2, 2016 2015 Cash paid for: Interest, net of amounts capitalized $ $ Non-cash investing and financing activities: Property, fixtures and equipment included in accrued expenses $ $ Declared dividends to shareholders included in accrued expenses —

EXIT OR DISPOSAL ACTIVITIES

EXIT OR DISPOSAL ACTIVITIES	3 Months Ended
	Apr. 30, 2016
EXIT OR DISPOSAL ACTIVITIES
EXIT OR DISPOSAL ACTIVITIES	6. EXIT OR DISPOSAL ACTIVITIES The following table summarizes exit or disposal activities during the 13 weeks ended April 30, 2016 related to store closings in fiscal 2015 and 2016, 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 30, 2016 $ $ — $ Provisions Payments ) ) ) Accrued balance as of April 30, 2016 $ $ — $ The above provisions were included within selling, general and administrative expense.

EMPLOYEE DEFINED AND POSTRETIRE

EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS	3 Months Ended
	Apr. 30, 2016
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 WEEKS ENDED April 30, May 2, 2016 2015 Interest cost $ $ Expected return on plan assets ) ) Recognition of net actuarial loss Net periodic benefit expense $ $ During the 13 weeks ended April 30, 2016, contributions of $185 were made to the Pension Plans. The Company anticipates contributing an additional $517 to fund the Pension Plans in fiscal 2016 for an annual total of $702. 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 WEEKS ENDED April 30, May 2, 2016 2015 Interest cost $ $ Recognition of net actuarial gain ) ) Net periodic benefit income $ ) $ ) During the 13 weeks ended April 30, 2016, the Company contributed $33 to fund the Postretirement Benefit Plan, and anticipates contributing an additional $294 to fund the Postretirement Benefit Plan in fiscal 2016, for a net annual total of $327.

INCOME TAXES

INCOME TAXES	3 Months Ended
	Apr. 30, 2016
INCOME TAXES
INCOME TAXES	8. 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 2015 and the first quarter of 2016 on all of the Company’s net deferred tax assets. The Company’s deferred tax asset valuation allowance totaled $202,277, $175,356 and $186,582 as of April 30, 2016, May 2, 2015 and January 30, 2016, respectively. The Company recorded net income tax benefits of $144 and $159 for the first quarter in each of 2016 and 2015, respectively, which includes $597 and $609 non-cash income tax benefits from continuing operations during the first quarter in each of 2016 and 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 first quarter in each of 2016 and 2015, which are exactly offset by income tax expense on other comprehensive income. In addition, the net income tax benefits include $453 and $450 of expense recorded in the first quarter in each of 2016 and 2015, respectively, for recognition of deferred tax liabilities associated with indefinite-lived assets.

CONTINGENCIES

CONTINGENCIES	3 Months Ended
	Apr. 30, 2016
CONTINGENCIES
CONTINGENCIES	9. CONTINGENCIES 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	3 Months Ended
	Apr. 30, 2016
COMPREHENSIVE LOSS
COMPREHENSIVE LOSS	10. 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 $597 and $609 for the first quarter in each of 2016 and 2015, respectively (see Note 8). The before-tax amount of amortization of net actuarial loss (gain) (see Note 7) was recorded within selling, general and administrative expense.

CONDENSED CONSOLIDATING FINANCI

CONDENSED CONSOLIDATING FINANCIAL INFORMATION	3 Months Ended
	Apr. 30, 2016
CONDENSED CONSOLIDATING FINANCIAL INFORMATION
CONDENSED CONSOLIDATING FINANCIAL INFORMATION	11. CONDENSED CONSOLIDATING FINANCIAL INFORMATION 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 Second Amended and Restated Loan and Security Agreement (the “Second Amended Revolving 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 subsidiaries as of April 30, 2016, May 2, 2015 and January 30, 2016 and for the first quarter in each of 2016 and 2015 as presented below has been prepared from the books and records maintained by the Parent, the Issuer and the guarantor subsidiaries. The condensed financial information may not necessarily be indicative of the results of operations or financial position had the 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. On January 15, 2016, the Company and certain other subsidiaries as borrowers or obligors (collectively, the “Obligors”) entered into a Consent and Third Amendment to the Second Amended Revolving Credit Facility, which among other changes, provided for the joinders of the special purpose entities (“SPEs”) that had previously participated in the Company’s mortgage loan facility as Obligors under the Second Amended Revolving Credit Facility, and as “Restricted Subsidiaries” and guarantors under the indentures for both the 10 5 / 8 % second lien senior secured notes due 2017 and the 8.00% second lien senior secured notes due 2021. The SPEs and their assets were then added to the second lien security agreement. For comparative purposes, the condensed consolidating financial information as presented below has been retrospectively adjusted as if the activity described above occurred at the beginning of each period presented. The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet April 30, 2016 Guarantor Consolidating Company Parent Issuer 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 — — Intangible assets, net — — Investment in and advances to affiliates ) ) — Other long-term assets — ) Total assets $ ) $ $ $ ) $ Liabilities and Shareholders’ (Deficit) Equity Current liabilities: Accounts payable $ — $ $ — $ — $ Accrued payroll and benefits — — Accrued expenses — ) Current maturities of long-term debt and obligations under capital leases — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — Other long-term liabilities — ) Total liabilities — ) Shareholders’ (deficit) equity ) ) ) ) Total liabilities and shareholders’ (deficit) equity $ ) $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet May 2, 2015 Guarantor Consolidating Company Parent Issuer 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 — — 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 — — 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 30, 2016 Guarantor Consolidating Company Parent Issuer 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 — — 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 — — 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 April 30, 2016 Guarantor Consolidating Company Parent Issuer 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 — — Loss from operations — ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — Interest expense, net — ) ) ) Loss before income taxes ) ) ) ) Income tax (benefit) provision ) ) ) ) Net loss $ ) $ ) $ ) $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive Loss Thirteen Weeks Ended April 30, 2016 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net loss $ ) $ ) $ ) $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — ) Comprehensive loss $ ) $ ) $ ) $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Thirteen Weeks Ended May 2, 2015 Guarantor Consolidating Company Parent Issuer 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 — — Loss from operations — ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — Interest expense, net — ) ) ) Loss before income taxes ) ) ) ) Income tax (benefit) provision ) ) ) ) Net loss $ ) $ ) $ ) $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive Loss Thirteen Weeks Ended May 2, 2015 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net loss $ ) $ ) $ ) $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — ) Comprehensive loss $ ) $ ) $ ) $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Cash Flows Thirteen Weeks Ended April 30, 2016 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ $ $ $ — $ Cash flows from investing activities: Capital expenditures — ) ) — ) Proceeds from sale of property, fixtures and equipment — — — Net cash used in investing activities — ) ) — ) Cash flows from financing activities: Payments on long-term debt and capital lease obligations — ) ) — ) Proceeds from issuance of long-term debt — — — Deferred financing costs paid — ) — — ) Restricted shares forfeited in lieu of payroll taxes ) — — — ) Decrease in book overdraft balances — ) — — ) Net cash (used in) provided by financing activities ) ) — Net 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 Thirteen Weeks Ended May 2, 2015 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ $ ) $ $ ) $ ) Cash flows from investing activities: Capital expenditures — ) ) — ) Intercompany investing activity ) ) — — Net cash used in 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 $ $ $ $ — $

SUBSEQUENT EVENT

SUBSEQUENT EVENT	3 Months Ended
	Apr. 30, 2016
SUBSEQUENT EVENT
SUBSEQUENT EVENT	12. SUBSEQUENT EVENT On June 1, 2016, the Company entered into an Agreement of Purchase and Sale (“PSA”) for a sale-leaseback transaction with an unrelated party. Under the PSA, the Company agreed to sell three retail department store properties for at least $44,935 and lease them back for a period of 20 years with three optional 10-year renewal terms. The basic rent payable in connection with the lease will be $3,932, subject to adjustment for increases in the Consumer Price Index. The closing of this transaction is subject to a due diligence review by the purchaser.

BASIS OF PRESENTATION (Policies

BASIS OF PRESENTATION (Policies)	3 Months Ended
	Apr. 30, 2016
BASIS OF PRESENTATION
Reclassifications	Reclassifications Certain prior year balances presented in the consolidated financial statements and notes thereto have been reclassified to conform to the current year presentation. These reclassifications did not impact the Company’s net loss for the first quarter in each of 2016 and 2015. As a result of adopting Accounting Standards Update (“ASU”) No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”) as of January 30, 2016, the Company reclassified the May 2, 2015 consolidated balance sheet resulting in a reduction of $17,373 in long-term deferred income tax assets, a reduction in current deferred income tax liabilities of $26,519 and an increase in other long-term liabilities of $9,146.
Recently Adopted Accounting Standards	Recently Adopted Accounting Standards Effective January 31, 2016, the Company adopted ASU No. 2015-03, Interest-Imputation of Interest (“ASU 2015-03”) and ASU No. 2015-15 (an amendment to ASU 2015-03) and retrospectively applied their provisions. The new standards require that debt issuance costs related to a recognized debt liability, other than those relating to line-of-credit arrangements, be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. As a result of adopting this guidance, as of May 2, 2015 and January 30, 2016, the Company reclassified $7,643 and $6,580, respectively, of the unamortized debt issuance costs for all debt instruments except the senior secured credit facility from other long-term assets to long-term debt and current maturities of long-term debt on the consolidated balance sheets. Effective January 31, 2016, the Company adopted ASU No. 2015-05, Intangibles-Goodwill and Other-Internal-Use Software and prospectively applied its provisions. The new standard provides guidance on the accounting for fees paid by a customer in a cloud computing arrangement. 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 adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

PER-SHARE AMOUNTS (Tables)

PER-SHARE AMOUNTS (Tables)	3 Months Ended
	Apr. 30, 2016
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 WEEKS ENDED April 30, May 2, 2016 2015 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)	3 Months Ended
	Apr. 30, 2016
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 and debt issuance costs	The carrying value and estimated fair value of the Company’s long-term debt, including current maturities but excluding capital leases and unamortized debt issuance costs, as of April 30, 2016 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 $ $ $ $ — $ — 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 and unamortized debt issuance costs, as of May 2, 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 and unamortized debt issuance costs, as of January 30, 2016 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 $ $ $ $ — $ — Senior secured credit facility — — Total $ $ $ $ — $

SUPPLEMENTAL BALANCE SHEET IN24

SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables)	3 Months Ended
	Apr. 30, 2016
SUPPLEMENTAL BALANCE SHEET INFORMATION
Schedule of prepaid expenses and other current assets	April 30, May 2, January 30, 2016 2015 2016 Other receivables $ $ $ Prepaid expenses Total $ $ $

SUPPLEMENTAL CASH FLOW INFORM25

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	3 Months Ended
	Apr. 30, 2016
SUPPLEMENTAL CASH FLOW INFORMATION
Schedule of supplemental cash flow information	THIRTEEN WEEKS ENDED April 30, May 2, 2016 2015 Cash paid for: Interest, net of amounts capitalized $ $ Non-cash investing and financing activities: Property, fixtures and equipment included in accrued expenses $ $ Declared dividends to shareholders included in accrued expenses —

EXIT OR DISPOSAL ACTIVITIES (Ta

EXIT OR DISPOSAL ACTIVITIES (Tables)	3 Months Ended
	Apr. 30, 2016
EXIT OR DISPOSAL ACTIVITIES
Summary of exit or disposal activities	Termination Benefits Other Costs Total Accrued balance as of January 30, 2016 $ $ — $ Provisions Payments ) ) ) Accrued balance as of April 30, 2016 $ $ — $

EMPLOYEE DEFINED AND POSTRETI27

EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS (Tables)	3 Months Ended
	Apr. 30, 2016
Pension Plans
Pension and postretirement benefit plans
Schedule of components of net periodic benefit expense (income)	THIRTEEN WEEKS ENDED April 30, May 2, 2016 2015 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 expense (income)	THIRTEEN WEEKS ENDED April 30, May 2, 2016 2015 Interest cost $ $ Recognition of net actuarial gain ) ) Net periodic benefit income $ ) $ )

CONDENSED CONSOLIDATING FINAN28

CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Tables)	3 Months Ended
	Apr. 30, 2016
CONDENSED CONSOLIDATING FINANCIAL INFORMATION
Schedule of Condensed Consolidating Balance Sheet	The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet April 30, 2016 Guarantor Consolidating Company Parent Issuer 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 — — Intangible assets, net — — Investment in and advances to affiliates ) ) — Other long-term assets — ) Total assets $ ) $ $ $ ) $ Liabilities and Shareholders’ (Deficit) Equity Current liabilities: Accounts payable $ — $ $ — $ — $ Accrued payroll and benefits — — Accrued expenses — ) Current maturities of long-term debt and obligations under capital leases — — Total current liabilities — ) Long-term debt and obligations under capital leases, less current maturities — — Other long-term liabilities — ) Total liabilities — ) Shareholders’ (deficit) equity ) ) ) ) Total liabilities and shareholders’ (deficit) equity $ ) $ $ $ ) $ The Bon-Ton Stores, Inc. Condensed Consolidating Balance Sheet May 2, 2015 Guarantor Consolidating Company Parent Issuer 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 — — 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 — — 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 30, 2016 Guarantor Consolidating Company Parent Issuer 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 — — 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 — — 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 April 30, 2016 Guarantor Consolidating Company Parent Issuer 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 — — Loss from operations — ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — Interest expense, net — ) ) ) Loss before income taxes ) ) ) ) Income tax (benefit) provision ) ) ) ) Net loss $ ) $ ) $ ) $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Operations Thirteen Weeks Ended May 2, 2015 Guarantor Consolidating Company Parent Issuer 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 — — Loss from operations — ) ) ) Other income (expense): Intercompany income — ) — Equity in losses of subsidiaries ) ) — — Interest expense, net — ) ) ) Loss before income taxes ) ) ) ) Income tax (benefit) provision ) ) ) ) Net loss $ ) $ ) $ ) $ $ )
Schedule of Condensed Consolidating Statement of Comprehensive (Loss) Income	The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive Loss Thirteen Weeks Ended April 30, 2016 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net loss $ ) $ ) $ ) $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — ) Comprehensive loss $ ) $ ) $ ) $ $ ) The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Comprehensive Loss Thirteen Weeks Ended May 2, 2015 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net loss $ ) $ ) $ ) $ $ ) Other comprehensive income, net of tax: Pension and postretirement benefit plans — ) Comprehensive loss $ ) $ ) $ ) $ $ )
Schedule of Condensed Consolidating Statement of Cash Flows	The Bon-Ton Stores, Inc. Condensed Consolidating Statement of Cash Flows Thirteen Weeks Ended April 30, 2016 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net cash provided by operating activities $ $ $ $ — $ Cash flows from investing activities: Capital expenditures — ) ) — ) Proceeds from sale of property, fixtures and equipment — — — Net cash used in investing activities — ) ) — ) Cash flows from financing activities: Payments on long-term debt and capital lease obligations — ) ) — ) Proceeds from issuance of long-term debt — — — Deferred financing costs paid — ) — — ) Restricted shares forfeited in lieu of payroll taxes ) — — — ) Decrease in book overdraft balances — ) — — ) Net cash (used in) provided by financing activities ) ) — Net 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 Thirteen Weeks Ended May 2, 2015 Guarantor Consolidating Company Parent Issuer Subsidiaries Eliminations Consolidated Net cash provided by (used in) operating activities $ $ ) $ $ ) $ ) Cash flows from investing activities: Capital expenditures — ) ) — ) Intercompany investing activity ) ) — — Net cash used in 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 $ $ $ $ — $

BASIS OF PRESENTATION (Details)

BASIS OF PRESENTATION (Details)	3 Months Ended		12 Months Ended
	Apr. 30, 2016storestateitem	May. 02, 2015	Jan. 28, 2017	Jan. 30, 2016
BASIS OF PRESENTATION
Number of stores | store	267
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

BASIS OF PRESENTATION - Reclass

BASIS OF PRESENTATION - Reclassification and Recently Adopted Accounting Standards (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Increase in other long-term liabilities	$ 189,477	$ 188,911	$ 196,549
Accounting standards update 2015-17 | Adjustments for New Accounting Principle, Early Adoption
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reduction in long-term deferred income tax assets			17,373
Reduction in current deferred income tax liabilities			26,519
Increase in other long-term liabilities			9,146
Accounting standards update 2015-03 | Retrospective reclassification
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Unamortized debt issuance costs		$ 6,580	$ 7,643

PER-SHARE AMOUNTS (Details)

PER-SHARE AMOUNTS (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Basic Loss Per Common Share
Net loss	$ (37,818)	$ (34,074)
Net loss available to common shareholders	$ (37,818)	$ (34,074)
Weighted average common shares outstanding	19,760,448	19,561,610
Basic loss per common share (in dollars per share)	$ (1.91)	$ (1.74)
Diluted Loss Per Common Share
Net loss	$ (37,818)	$ (34,074)
Net loss available to common shareholders	$ (37,818)	$ (34,074)
Weighted average common shares outstanding	19,760,448	19,561,610
Weighted average common shares outstanding assuming dilution	19,760,448	19,561,610
Diluted loss per common share (in dollars per share)	$ (1.91)	$ (1.74)

PER-SHARE AMOUNTS - Antidilutiv

PER-SHARE AMOUNTS - Antidilutive securities (Details) - shares	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Restricted Shares
Antidilutive securities
Antidilutive securities excluded from calculation of earnings per share (in shares)	1,220,177	708,961
Stock Options
Antidilutive securities
Antidilutive securities excluded from calculation of earnings per share (in shares)	0	110,196
Securities that would have increased the weighted average common shares outstanding if the entity had reported income during the period (in shares)	0	16,790

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Carrying Value
Fair value measurements
Long-term debt	$ 871,190	$ 862,557	$ 907,649
Carrying Value | Second lien senior secured notes
Fair value measurements
Long-term debt	407,292	407,292	407,292
Carrying Value | Mortgage facility
Fair value measurements
Long-term debt			209,652
Carrying Value | Senior secured credit facility
Fair value measurements
Long-term debt	463,898	455,265	290,705
Estimated Fair Value
Fair value measurements
Long-term debt	668,461	623,849	856,570
Estimated Fair Value | Second lien senior secured notes
Fair value measurements
Long-term debt	204,563	168,584	354,228
Estimated Fair Value | Mortgage facility
Fair value measurements
Long-term debt			211,637
Estimated Fair Value | Senior secured credit facility
Fair value measurements
Long-term debt	463,898	455,265	290,705
Estimated Fair Value | Quoted Prices in Active Markets (Level 1)
Fair value measurements
Long-term debt	204,563	168,584	354,228
Estimated Fair Value | Quoted Prices in Active Markets (Level 1) | Second lien senior secured notes
Fair value measurements
Long-term debt	204,563	168,584	354,228
Estimated Fair Value | Significant Unobservable Inputs (Level 3)
Fair value measurements
Long-term debt	463,898	455,265	502,342
Estimated Fair Value | Significant Unobservable Inputs (Level 3) | Mortgage facility
Fair value measurements
Long-term debt			211,637
Estimated Fair Value | Significant Unobservable Inputs (Level 3) | Senior secured credit facility
Fair value measurements
Long-term debt	$ 463,898	$ 455,265	$ 290,705

SUPPLEMENTAL BALANCE SHEET IN34

SUPPLEMENTAL BALANCE SHEET INFORMATION (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015
Prepaid expenses and other current assets
Other receivables	$ 39,167	$ 60,514	$ 35,198
Prepaid expenses	33,079	36,740	42,636
Total	$ 72,246	$ 97,254	$ 77,834

SUPPLEMENTAL CASH FLOW INFORM35

SUPPLEMENTAL CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Cash paid for:
Interest, net of amounts capitalized	$ 8,668	$ 9,315
Non-cash investing and financing activities:
Property, fixtures and equipment included in accrued expenses	$ 3,449	5,711
Declared dividends to shareholders included in accrued expenses		$ 1,012

EXIT OR DISPOSAL ACTIVITIES (De

EXIT OR DISPOSAL ACTIVITIES (Details) $ in Thousands	3 Months Ended
	Apr. 30, 2016USD ($)
Changes in exit or disposal activities
Accrued beginning balance	$ 3,696
Provisions	462
Payments	(1,947)
Accrued balance at year-end	2,211
Termination Benefits
Changes in exit or disposal activities
Accrued beginning balance	3,696
Provisions	421
Payments	(1,906)
Accrued balance at year-end	2,211
Other Costs
Changes in exit or disposal activities
Provisions	41
Payments	$ (41)

EMPLOYEE DEFINED AND POSTRETI37

EMPLOYEE DEFINED AND POSTRETIREMENT BENEFIT PLANS (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Pension Plans
Pension and postretirement benefit plans
Interest cost	$ 1,785	$ 1,701
Expected return on plan assets	(2,100)	(2,410)
Recognition of net actuarial loss (gain)	1,571	1,698
Net periodic benefit expense (income)	1,256	989
Employer contributions to benefit plan
Contributions to benefit plan	185
Anticipated additional contributions in remainder of the fiscal year	517
Total anticipated contribution in fiscal year	702
Postretirement Benefit Plan
Pension and postretirement benefit plans
Interest cost	15	16
Recognition of net actuarial loss (gain)	(107)	(107)
Net periodic benefit expense (income)	(92)	$ (91)
Employer contributions to benefit plan
Contributions to benefit plan	33
Anticipated additional contributions in remainder of the fiscal year	294
Total anticipated contribution in fiscal year	$ 327

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015	Jan. 30, 2016
Income Taxes
Deferred tax asset valuation allowance	$ 202,277	$ 175,356	$ 186,582
Income tax benefit	144	159
Non-cash income tax benefit from continuing operations	597	609
Recognition of deferred tax liabilities associated with indefinite-lived assets	$ 453	$ 450

COMPREHENSIVE LOSS (Details)

COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
COMPREHENSIVE LOSS
Tax effect recorded on the changes recognized within other comprehensive income	$ 597	$ 609

CONDENSED CONSOLIDATING FINAN40

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Debt Obligations (Details) - Senior secured notes	Jan. 15, 2016
10.625% second lien senior secured notes due 2017
Debt
Interest rate (as a percent)	10.625%
8.00% second lien senior secured notes due 2021
Debt
Interest rate (as a percent)	8.00%

CONDENSED CONSOLIDATING FINAN41

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Balance Sheet (Details) - USD ($) $ in Thousands	Apr. 30, 2016	Jan. 30, 2016	May. 02, 2015	Jan. 31, 2015
Current assets:
Cash and cash equivalents	$ 7,807	$ 6,879	$ 8,711	$ 8,753
Merchandise inventories	712,113	711,699	738,231
Prepaid expenses and other current assets	72,246	97,254	77,834
Total current assets	792,166	815,832	824,776
Property, fixtures and equipment at cost, net	623,086	635,334	642,268
Intangible assets, net	80,619	82,062	88,538
Other long-term assets	16,713	17,398	14,609
Total assets	1,512,584	1,550,626	1,570,191
Current liabilities:
Accounts payable	159,818	162,831	197,789
Accrued payroll and benefits	22,309	28,527	21,116
Accrued expenses	146,585	147,378	152,598
Current maturities of long-term debt and obligations under capital leases	5,529	5,394	213,419
Total current liabilities	334,241	344,130	584,922
Long-term debt and obligations under capital leases, less current maturities	990,125	982,669	734,277
Other long-term liabilities	189,477	188,911	196,549
Total liabilities	1,513,843	1,515,710	1,515,748
Total shareholders'(deficit) equity	(1,259)	34,916	54,443	87,648
Total liabilities and shareholders'(deficit) equity	1,512,584	1,550,626	1,570,191
Consolidating Eliminations
Current assets:
Prepaid expenses and other current assets	(180)	(180)	(506)
Total current assets	(180)	(180)	(506)
Investment in and advances to affiliates	(818,407)	(855,767)	(809,519)
Other long-term assets	(3,266)	(3,311)
Total assets	(821,853)	(859,258)	(810,025)
Current liabilities:
Accrued expenses	(180)	(180)	(506)
Total current liabilities	(180)	(180)	(506)
Other long-term liabilities	(3,266)	(3,311)
Total liabilities	(3,446)	(3,491)	(506)
Total shareholders'(deficit) equity	(818,407)	(855,767)	(809,519)
Total liabilities and shareholders'(deficit) equity	(821,853)	(859,258)	(810,025)
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	(1,260)	34,915	54,442
Total assets	(1,259)	34,916	54,443
Current liabilities:
Total shareholders'(deficit) equity	(1,259)	34,916	54,443
Total liabilities and shareholders'(deficit) equity	(1,259)	34,916	54,443
Issuer | Reportable Legal Entities
Current assets:
Cash and cash equivalents	3,006	2,822	3,254	4,209
Merchandise inventories	455,428	467,262	469,973
Prepaid expenses and other current assets	68,015	88,346	66,680
Total current assets	526,449	558,430	539,907
Property, fixtures and equipment at cost, net	311,145	319,736	275,383
Intangible assets, net	20,302	20,964	23,882
Investment in and advances to affiliates	445,980	437,894	341,535
Other long-term assets	19,024	19,846	14,198
Total assets	1,322,900	1,356,870	1,194,905
Current liabilities:
Accounts payable	159,818	162,831	197,789
Accrued payroll and benefits	18,059	23,154	17,179
Accrued expenses	74,620	70,386	80,922
Current maturities of long-term debt and obligations under capital leases	1,447	1,395	471
Total current liabilities	253,944	257,766	296,361
Long-term debt and obligations under capital leases, less current maturities	937,882	929,377	695,713
Other long-term liabilities	137,104	138,810	150,210
Total liabilities	1,328,930	1,325,953	1,142,284
Total shareholders'(deficit) equity	(6,030)	30,917	52,621
Total liabilities and shareholders'(deficit) equity	1,322,900	1,356,870	1,194,905
Guarantor Subsidiaries | Reportable Legal Entities
Current assets:
Cash and cash equivalents	4,800	4,056	5,456	$ 4,543
Merchandise inventories	256,685	244,437	268,258
Prepaid expenses and other current assets	4,411	9,088	11,660
Total current assets	265,896	257,581	285,374
Property, fixtures and equipment at cost, net	311,941	315,598	366,885
Intangible assets, net	60,317	61,098	64,656
Investment in and advances to affiliates	373,687	382,958	413,542
Other long-term assets	955	863	411
Total assets	1,012,796	1,018,098	1,130,868
Current liabilities:
Accrued payroll and benefits	4,250	5,373	3,937
Accrued expenses	72,145	77,172	72,182
Current maturities of long-term debt and obligations under capital leases	4,082	3,999	212,948
Total current liabilities	80,477	86,544	289,067
Long-term debt and obligations under capital leases, less current maturities	52,243	53,292	38,564
Other long-term liabilities	55,639	53,412	46,339
Total liabilities	188,359	193,248	373,970
Total shareholders'(deficit) equity	824,437	824,850	756,898
Total liabilities and shareholders'(deficit) equity	$ 1,012,796	$ 1,018,098	$ 1,130,868

CONDENSED CONSOLIDATING FINAN42

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Condensed Consolidating Statement of Operations
Net sales	$ 591,007	$ 610,938
Other income	17,416	16,304
Total	608,423	627,242
Costs and expenses:
Costs of merchandise sold	390,913	404,465
Selling, general and administrative	216,185	218,686
Depreciation and amortization	23,194	22,033
Amortization of lease-related interests	1,007	1,101
Loss from operations	(22,876)	(19,043)
Other income (expense):
Interest expense, net	(15,086)	(15,190)
Loss before income taxes	(37,962)	(34,233)
Income tax (benefit) provision	(144)	(159)
Net loss	(37,818)	(34,074)
Consolidating Eliminations
Costs and expenses:
Selling, general and administrative	(5,116)	(7,403)
Loss from operations	5,116	7,403
Other income (expense):
Intercompany income	(12,483)	(11,814)
Equity in losses of subsidiaries	38,140	37,790
Interest expense, net	7,367	4,411
Loss before income taxes	38,140	37,790
Income tax (benefit) provision	(91)	(77)
Net loss	38,231	37,867
Parent | Reportable Legal Entities
Other income (expense):
Equity in losses of subsidiaries	(37,962)	(34,233)
Loss before income taxes	(37,962)	(34,233)
Income tax (benefit) provision	(144)	(159)
Net loss	(37,818)	(34,074)
Issuer | Reportable Legal Entities
Condensed Consolidating Statement of Operations
Net sales	357,496	360,466
Other income	10,754	9,470
Total	368,250	369,936
Costs and expenses:
Costs of merchandise sold	238,589	239,112
Selling, general and administrative	133,118	134,831
Depreciation and amortization	12,902	11,208
Amortization of lease-related interests	468	495
Loss from operations	(16,827)	(15,710)
Other income (expense):
Intercompany income	474	450
Equity in losses of subsidiaries	(178)	(3,557)
Interest expense, net	(21,431)	(15,416)
Loss before income taxes	(37,962)	(34,233)
Income tax (benefit) provision	(144)	(159)
Net loss	(37,818)	(34,074)
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Operations
Net sales	233,511	250,472
Other income	6,662	6,834
Total	240,173	257,306
Costs and expenses:
Costs of merchandise sold	152,324	165,353
Selling, general and administrative	88,183	91,258
Depreciation and amortization	10,292	10,825
Amortization of lease-related interests	539	606
Loss from operations	(11,165)	(10,736)
Other income (expense):
Intercompany income	12,009	11,364
Interest expense, net	(1,022)	(4,185)
Loss before income taxes	(178)	(3,557)
Income tax (benefit) provision	235	236
Net loss	$ (413)	$ (3,793)

CONDENSED CONSOLIDATING FINAN43

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Condensed Consolidating Statement of Comprehensive Loss
Net loss	$ (37,818)	$ (34,074)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	867	982
Comprehensive loss	(36,951)	(33,092)
Consolidating Eliminations
Condensed Consolidating Statement of Comprehensive Loss
Net loss	38,231	37,867
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	(867)	(982)
Comprehensive loss	37,364	36,885
Parent | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive Loss
Net loss	(37,818)	(34,074)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	867	982
Comprehensive loss	(36,951)	(33,092)
Issuer | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive Loss
Net loss	(37,818)	(34,074)
Other comprehensive income, net of tax:
Pension and postretirement benefit plans	867	982
Comprehensive loss	(36,951)	(33,092)
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Comprehensive Loss
Net loss	(413)	(3,793)
Other comprehensive income, net of tax:
Comprehensive loss	$ (413)	$ (3,793)

CONDENSED CONSOLIDATING FINAN44

CONDENSED CONSOLIDATING FINANCIAL INFORMATION - Cash Flows (Details) - USD ($) $ in Thousands	3 Months Ended
	Apr. 30, 2016	May. 02, 2015
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	$ 12,278	$ (17,830)
Cash flows from investing activities:
Capital expenditures	(12,626)	(24,448)
Proceeds from sale of property, fixtures and equipment	7
Net cash used in investing activities	(12,619)	(24,448)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(144,117)	(139,000)
Proceeds from issuance of long-term debt	151,461	187,611
Deferred financing costs paid	(495)
Cash dividends paid		(991)
Restricted shares forfeited in lieu of payroll taxes	(120)	(399)
Proceeds from stock options exercised		454
Decrease in book overdraft balances	(5,460)	(5,439)
Net cash provided by financing activities	1,269	42,236
Net increase (decrease) in cash and cash equivalents	928	(42)
Cash and cash equivalents at beginning of period	6,879	8,753
Cash and cash equivalents at end of period	7,807	8,711
Consolidating Eliminations
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities		(2,843)
Cash flows from investing activities:
Intercompany investing activity		630
Net cash used in investing activities		630
Cash flows from financing activities:
Intercompany financing activity		2,213
Net cash provided by financing activities		2,213
Parent | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	120	1,390
Cash flows from investing activities:
Intercompany investing activity		(454)
Net cash used in investing activities		(454)
Cash flows from financing activities:
Cash dividends paid		(991)
Restricted shares forfeited in lieu of payroll taxes	(120)	(399)
Proceeds from stock options exercised		454
Net cash provided by financing activities	(120)	(936)
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	5,319	(25,585)
Cash flows from investing activities:
Capital expenditures	(7,499)	(20,402)
Intercompany investing activity		(176)
Proceeds from sale of property, fixtures and equipment	7
Net cash used in investing activities	(7,492)	(20,578)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(143,149)	(135,973)
Proceeds from issuance of long-term debt	151,461	187,611
Intercompany financing activity		(991)
Deferred financing costs paid	(495)
Decrease in book overdraft balances	(5,460)	(5,439)
Net cash provided by financing activities	2,357	45,208
Net increase (decrease) in cash and cash equivalents	184	(955)
Cash and cash equivalents at beginning of period	2,822	4,209
Cash and cash equivalents at end of period	3,006	3,254
Guarantor Subsidiaries | Reportable Legal Entities
Condensed Consolidating Statement of Cash Flows
Net cash provided by (used in) operating activities	6,839	9,208
Cash flows from investing activities:
Capital expenditures	(5,127)	(4,046)
Net cash used in investing activities	(5,127)	(4,046)
Cash flows from financing activities:
Payments on long-term debt and capital lease obligations	(968)	(3,027)
Intercompany financing activity		(1,222)
Net cash provided by financing activities	(968)	(4,249)
Net increase (decrease) in cash and cash equivalents	744	913
Cash and cash equivalents at beginning of period	4,056	4,543
Cash and cash equivalents at end of period	$ 4,800	$ 5,456

SUBSEQUENT EVENT (Details)

SUBSEQUENT EVENT (Details) - Subsequent Event $ in Thousands	Jun. 01, 2016USD ($)propertyitem
Sale-leaseback
Number of properties to be sold | property	3
Lease term of pending agreement	20 years
Pending number of optional renewal terms | item	3
Renewal term of pending lease	10 years
Pending annual basic rent payable	$ 3,932
Minimum
Sale-leaseback
Proceeds from pending sale of properties	$ 44,935