Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Jan. 28, 2023 | Mar. 08, 2023 | Jul. 29, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 28, 2023 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol(s) | KSS | ||
Entity Registrant Name | KOHL’S CORP | ||
Entity Central Index Key | 0000885639 | ||
Current Fiscal Year End Date | --01-28 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity File Number | 1-11084 | ||
Entity Tax Identification Number | 39-1630919 | ||
Entity Address, Address Line One | N56 W17000 Ridgewood Drive | ||
Entity Address, City or Town | Menomonee Falls | ||
Entity Address, State or Province | WI | ||
Entity Address, Postal Zip Code | 53051 | ||
City Area Code | 262 | ||
Local Phone Number | 703-7000 | ||
Entity Interactive Data Current | Yes | ||
Name of each exchange on which registered | NYSE | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Incorporation, State or Country Code | WI | ||
Entity Common Stock, Shares Outstanding | 110,744,782 | ||
Entity Public Float | $ 3.7 | ||
Documents Incorporated by Reference | Documents Incorporated by Reference: Portions of the Definitive Proxy Statement for the Registrant’s 2023 Annual Meeting of Shareholders are incorporated into Part III. | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | Milwaukee, Wisconsin | ||
Auditor Firm ID | 42 | ||
Title of each class | Common Stock, $.01 par value |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 153 | $ 1,587 |
Merchandise inventories | 3,189 | 3,067 |
Other | 394 | 369 |
Total current assets | 3,736 | 5,023 |
Property and equipment, net | 7,926 | 7,304 |
Operating leases | 2,304 | 2,248 |
Other assets | 379 | 479 |
Total assets | 14,345 | 15,054 |
Current liabilities: | ||
Accounts payable | 1,330 | 1,683 |
Accrued liabilities | 1,220 | 1,340 |
Borrowings under revolving credit facility | 85 | |
Current portion of: | ||
Long-term debt | 275 | |
Finance leases and financing obligations | 94 | 118 |
Operating leases | 111 | 145 |
Total current liabilities | 3,115 | 3,286 |
Long-term debt | 1,637 | 1,910 |
Finance leases and financing obligations | 2,786 | 2,133 |
Operating leases | 2,578 | 2,479 |
Deferred income taxes | 129 | 206 |
Other long-term liabilities | 337 | 379 |
Shareholders’ equity: | ||
Common stock - 378 and 377 million shares issued | 4 | 4 |
Paid-in capital | 3,479 | 3,375 |
Treasury stock, at cost, 267 and 246 million shares | (13,715) | (12,975) |
Retained earnings | 13,995 | 14,257 |
Total shareholders’ equity | 3,763 | 4,661 |
Total liabilities and shareholders’ equity | $ 14,345 | $ 15,054 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares shares in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Statement of Financial Position [Abstract] | ||
Common stock, shares issued | 378 | 377 |
Treasury stock, shares | 267 | 246 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Total revenue | $ 18,098 | $ 19,433 | $ 15,955 |
Cost of merchandise sold | 11,457 | 11,437 | 10,360 |
Operating expenses: | |||
Selling, general, and administrative | 5,587 | 5,478 | 5,021 |
Depreciation and amortization | 808 | 838 | 874 |
Impairments, store closing, and other costs | 89 | ||
(Gain) on sale of real estate | (127) | ||
Operating income (loss) | 246 | 1,680 | (262) |
Interest expense, net | 304 | 260 | 284 |
Loss on extinguishment of debt | 201 | ||
(Loss) income before income taxes | (58) | 1,219 | (546) |
(Benefit) provision for income taxes | (39) | 281 | (383) |
Net (loss) income | $ (19) | $ 938 | $ (163) |
Net (loss) income per share: | |||
Basic | $ (0.15) | $ 6.41 | $ (1.06) |
Diluted | $ (0.15) | $ 6.32 | $ (1.06) |
Net Sales [Member] | |||
Total revenue | $ 17,161 | $ 18,471 | $ 15,031 |
Other Revenue [Member] | |||
Total revenue | $ 937 | $ 962 | $ 924 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Millions | Total | Common Stock [Member] | Paid-In Capital [Member] | Treasury Stock [Member] | Retained Earnings [Member] |
Balance, beginning of period at Feb. 01, 2020 | $ 4 | $ 3,272 | $ (11,571) | $ 13,745 | |
Treasury stock purchases | (8) | ||||
Stock-based awards | 47 | (22) | |||
Net (loss) earnings | $ (163) | (163) | |||
Dividends paid | 6 | (114) | |||
Balance, end of period at Jan. 30, 2021 | $ 5,196 | $ 4 | 3,319 | $ (11,595) | 13,468 |
Shares, beginning of period at Feb. 01, 2020 | 375 | (219) | |||
Stock-based awards | 2 | ||||
Shares, end of period at Jan. 30, 2021 | 158 | 377 | (219) | ||
Dividends paid per common share | $ 0.704 | ||||
Treasury stock purchases | $ (1,355) | ||||
Stock-based awards | 56 | (27) | |||
Net (loss) earnings | $ 938 | 938 | |||
Dividends paid | 2 | (149) | |||
Balance, end of period at Jan. 29, 2022 | $ 4,661 | $ 4 | 3,375 | $ (12,975) | 14,257 |
Treasury stock purchases | (27) | ||||
Shares, end of period at Jan. 29, 2022 | 131 | 377 | (246) | ||
Dividends paid per common share | $ 1 | ||||
Treasury stock purchases | $ (723) | ||||
Stock-based awards | 39 | (21) | |||
Final settlement of accelerated share repurchase | 65 | ||||
Net (loss) earnings | $ (19) | (19) | |||
Dividends paid | 4 | (243) | |||
Balance, end of period at Jan. 28, 2023 | $ 3,763 | $ 4 | $ 3,479 | $ (13,715) | $ 13,995 |
Stock-based awards | 1 | ||||
Treasury stock purchases | (21) | ||||
Shares, end of period at Jan. 28, 2023 | 111 | 378 | (267) | ||
Dividends paid per common share | $ 2 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Operating activities | |||
Net (loss) income | $ (19) | $ 938 | $ (163) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation and amortization | 808 | 838 | 874 |
Share-based compensation | 30 | 48 | 40 |
Deferred income taxes | (84) | (92) | 18 |
Impairments, store closing, and other costs | 64 | ||
(Gain) on sale of real estate | (127) | ||
Loss on extinguishment of debt | 201 | ||
Non-cash inventory costs | 187 | ||
Non-cash lease expense | 106 | 139 | 149 |
Other non-cash expense | 30 | 12 | 22 |
Changes in operating assets and liabilities: | |||
Merchandise inventories | (116) | (467) | 768 |
Other current and long-term assets | 87 | 569 | (813) |
Accounts payable | (353) | 206 | 270 |
Accrued and other long-term liabilities | (99) | 21 | 199 |
Operating lease liabilities | (108) | (142) | (150) |
Net cash provided by operating activities | 282 | 2,271 | 1,338 |
Investing activities | |||
Acquisition of property and equipment | (826) | (605) | (334) |
Proceeds from sale of real estate | 43 | 35 | 197 |
Net cash used in investing activities | (783) | (570) | (137) |
Financing activities | |||
Proceeds from issuance of debt | 500 | 2,097 | |
Net borrowings under credit facilities | 85 | ||
Deferred financing costs | (6) | (8) | (19) |
Treasury stock purchases | (658) | (1,355) | (8) |
Shares withheld for taxes on vested restricted shares | (21) | (27) | (22) |
Dividends paid | (239) | (147) | (108) |
Reduction of long-term borrowing | (1,044) | (1,497) | |
Premium paid on redemption of debt | (192) | ||
Finance lease and financing obligation payments | (106) | (125) | (105) |
Proceeds from financing obligations | 11 | 15 | 9 |
Proceeds from stock option exercises | 1 | 1 | |
Other | (3) | ||
Net cash (used in) provided by financing activities | (933) | (2,385) | 347 |
Net (decrease) increase in cash and cash equivalents | (1,434) | (684) | 1,548 |
Cash and cash equivalents at beginning of period | 1,587 | 2,271 | 723 |
Cash and cash equivalents at end of period | 153 | 1,587 | 2,271 |
Supplemental information | |||
Interest paid, net of capitalized interest | 284 | 246 | 254 |
Income taxes paid | $ 111 | $ 370 | $ 419 |
Business and Summary of Account
Business and Summary of Accounting Policies | 12 Months Ended |
Jan. 28, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Summary of Accounting Policies | 1. Business and Summary of Accounting Policies Business As of January 28, 2023, we operated 1,170 stores and a website ( www.Kohls.com ). Our Kohl's stores and website sell moderately-priced private and national brand apparel, footwear, accessories, beauty, and home products. Our Kohl's stores generally carry a consistent merchandise assortment with some differences attributable to local preferences, store size, and Sephora. Our website includes merchandise which is available in our stores, as well as merchandise which is available only online. Our authorized capital stock consists of 800 million shares of $ 0.01 par value common stock and 10 million shares of $ 0.01 par value preferred stock. Consolidation The Consolidated Financial Statements include the accounts of Kohl’s Corporation and its subsidiaries including Kohl’s, Inc., its primary operating company. All intercompany accounts and transactions have been eliminated. Accounting Period Our fiscal year ends on the Saturday closest to January 31 st each year. Unless otherwise stated, references to years in these notes relate to fiscal years rather than to calendar years. The following fiscal periods are presented in these notes: Fiscal Year Ended Number of Weeks 2022 January 28, 2023 52 2021 January 29, 2022 52 2020 January 30, 2021 52 Use of Estimates The preparation of Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Actual results could differ from those estimates. Cash and Cash Equivalents In addition to money market investments, cash equivalents include commercial paper and certificates of deposit with original maturities of three months or less. We carry these investments at cost which approximates fair value. Also included in cash and cash equivalents are amounts due from credit card transactions with settlement terms of less than five days. Credit and debit card receivables included within cash were $ 76 million at January 28, 2023 and $ 64 million at January 29, 2022. Merchandise Inventories The majority of our merchandise inventories are valued at the lower of cost or market using RIM. Under RIM, the valuation of inventory at cost and the resulting gross margins are calculated by applying a cost-to-retail ratio to the retail value of inventory. RIM is an averaging method that has been widely used in the retail industry due to its practicality. The use of RIM will result in inventory being valued at the lower of cost or market since permanent markdowns are taken as a reduction of the retail value of inventories. A reserve is recorded if the future estimated selling price is less than cost. Other Current Assets Other current assets consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Other Receivables $ 183 $ 175 Prepaids 170 164 Income taxes receivable (a) 27 15 Other 14 15 Other current assets $ 394 $ 369 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. Property and Equipment Property and equipment consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Land $ 1,100 $ 1,109 Buildings and improvements: Owned 8,225 8,035 Leased 2,446 1,754 Fixtures and equipment 1,807 1,609 Information technology 2,787 2,774 Construction in progress 49 84 Total property and equipment, at cost 16,414 15,365 Less accumulated depreciation and amortization ( 8,488 ) ( 8,061 ) Property and equipment, net $ 7,926 $ 7,304 Construction in progress includes property and equipment which is not ready for its intended use. Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Owned buildings and improvements include owned buildings on owned and leased land as well as leasehold improvements on leased properties. Leased property and improvements to leased property are amortized on a straight-line basis over the term of the lease or useful life of the asset, whichever is less. Leases are further described in Note 3 of the Consolidated Financial Statements. The annual provisions for depreciation and amortization generally use the following ranges of useful lives: Buildings and improvements 5 - 40 years Fixtures and equipment 3 - 15 years Information technology 3 - 5 years As of January 28, 2023, we had assets held for sale of $ 19 million. Long-Lived Assets All property and equipment and other long-lived assets are reviewed for potential impairment at least annually or when events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. If such indicators are present, it is determined whether the sum of the estimated undiscounted future cash flows attributable to such assets is less than the carrying value of the assets. A potential impairment has occurred if projected future undiscounted cash flows are less than the carrying value of the assets. An impairment of $ 22 million was recorded in 2022 related to corporate facilities in Selling, General, and Administrative Expenses. No impairments were recorded in 2021. We recorded impairments of $ 68 million in 2020 in Impairments, store closing, and other costs of which $ 51 million was due to the impact of the COVID-19 pandemic and $ 17 million was related to impairments of corporate facilities and leases. Other Noncurrent Assets Other noncurrent assets consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Income taxes receivable (a) $ 195 $ 300 Deferred tax assets 46 39 Other 138 140 Other noncurrent assets $ 379 $ 479 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. Accrued Liabilities Accrued liabilities consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Gift cards and merchandise return cards $ 356 $ 353 Sales, property, and use taxes 184 181 Payroll and related fringe benefits 141 150 Income taxes payable (a) 12 106 Other 527 550 Accrued liabilities $ 1,220 $ 1,340 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. Self-Insurance We use a combination of insurance and self-insurance for a number of risks. We retain the initial risk of $ 500,000 per occurrence in workers’ compensation claims and $ 250,000 per occurrence in general liability claims. We record reserves for workers’ compensation and general liability claims which include the total amounts that we expect to pay for a fully developed loss and related expenses, such as fees paid to attorneys, experts, and investigators. We are fully self-insured for employee-related health care benefits, a portion of which is paid by our associates. We use a third-party actuary to estimate the liabilities associated with workers’ compensation, general liability, and employee-related health care risks. These liabilities include amounts for both reported claims and incurred, but not reported losses. The total liabilities, net of collateral held by third parties, for these risks were $ 55 million as of January 28, 2023 and $ 47 million as of January 29, 2022. For property losses, we are subject to a $ 5 million self-insured retention ("SIR"). Once the SIR is incurred, each loss is subject to a $ 250,000 deductible, except for flooding in high hazard zones which is subject to a $ 1 million deductible, and catastrophic events, such as earthquakes and windstorms, which are subject to a 2 - 5 % deductible. Treasury Stock We account for repurchases of common stock and shares withheld in lieu of taxes when restricted stock vests using the cost method with common stock in treasury classified in the Consolidated Balance Sheets as a reduction of shareholders’ equity. On August 18, 2022, we entered into an ASR with Goldman Sachs to repurchase $ 500 million of the Company's common stock. This ASR was part of the $ 3.0 billion share repurchase program authorized by our Board of Directors in February 2022. On August 22, 2022, we received an initial delivery of 11.8 million shares of common stock, representing 80 % of the total shares expected to be repurchased under the ASR. Final settlement occurred on November 7, 2022, with an additional 6.1 million shares of common stock being delivered, resulting in a total of 17.9 million shares with an average purchase price of approximately $ 28 per share. Revenue Recognition Net Sales Net sales includes revenue from the sale of merchandise, net of expected returns and deferrals due to future performance obligations, and shipping revenues. Net sales are recognized when merchandise is received by the customer and we have fulfilled all performance obligations. We do not have any sales that are recorded as commissions. The following table summarizes net sales by line of business: (Dollars in Millions) 2022 2021 2020 Women's $ 4,654 $ 4,927 $ 3,796 Men's 3,679 3,867 2,753 Home 2,791 3,344 3,381 Accessories 2,279 2,100 1,638 Children's 2,176 2,435 2,082 Footwear 1,582 1,798 1,381 Net Sales $ 17,161 $ 18,471 $ 15,031 • We maintain various rewards programs where customers earn rewards based on their spending and other promotional activities. The rewards are typically in the form of dollar-off discounts which can be used on future purchases. These programs create performance obligations which require us to defer a portion of the original sale until the rewards are redeemed. • Sales are recorded net of returns. We record a reserve based on historical return rates and patterns which reverses sales that we expect to be returned in the following period. • Revenue from the sale of Kohl's gift cards is recognized when the gift card is redeemed. During each of the fiscal years 2022, 2021, and 2020, net sales of $ 158 million, $ 153 million, and $ 149 million, respectively, were recognized from gift cards redeemed during the current year and issued in prior years. • Net sales do not include sales tax as we are considered a pass-through conduit for collecting and remitting sales taxes. Other Revenue Other revenue includes revenue from credit card operations, third-party advertising on our website, unused gift cards and merchandise return cards (breakage), and other non-merchandise revenue. Revenue from credit card operations includes our share of the finance charges, late fees, and other revenue less write-offs of uncollectible accounts of the Kohl’s credit card pursuant to the Private Label Credit Card Program Agreement. Expenses related to our credit card operations are reported in Selling, General, and Administrative Expenses. Revenue from unredeemed gift cards and merchandise return cards (breakage) is recorded in proportion to and over the time period the cards are actually redeemed. Cost of Merchandise Sold and Selling, General, and Administrative Expenses The following table illustrates the primary costs classified in Cost of Merchandise Sold and Selling, General, and Administrative Expenses: Cost of Merchandise Sold Selling, General, and Administrative Expenses Total cost of products sold including product development costs, net of vendor payments other than reimbursement of specific, incremental, and identifiable costs Inventory shrink Markdowns Freight expenses associated with moving merchandise from our vendors to our distribution centers Shipping expenses for digital sales Terms cash discount Compensation and benefit costs including: Stores Corporate, including buying Distribution centers Occupancy and operating costs of our retail, distribution, and corporate facilities Expenses related to our credit card operations Freight expenses associated with moving merchandise from our distribution centers to our retail stores and between distribution and retail facilities other than expenses to fulfill digital sales Marketing expenses, offset by vendor payments for reimbursement of specific, incremental, and identifiable costs Other non-operating revenues and expenses The classification of these expenses varies across the retail industry. Vendor Allowances We receive consideration for a variety of vendor-sponsored programs, such as markdown allowances, and promotion and marketing support. The vendor consideration is recorded as earned either as a reduction of Cost of Merchandise Sold or Selling, General, and Administrative Expenses. Promotional and marketing allowances are intended to offset our marketing costs to promote vendors’ merchandise. Markdown allowances are recorded as a reduction of inventory costs. Fair Value Fair value measurements are required to be classified and disclosed in one of the following pricing categories: Level 1: Financial instruments with unadjusted, quoted prices listed on active market exchanges. Level 2: Financial instruments lacking unadjusted, quoted prices from active market exchanges, including over-the-counter traded financial instruments. The prices for the financial instruments are determined using prices for recently traded financial instruments with similar underlying terms as well as directly or indirectly observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3: Financial instruments that are not actively traded on a market exchange. This category includes situations where there is little, if any, market activity for the financial instrument. The prices are determined using significant unobservable inputs or valuation techniques. Current assets and liabilities are reported at cost, which approximates fair value. Cash and cash equivalents are classified as Level 1 as carrying value approximates fair value because maturities are less than three months. Marketing Marketing costs are expensed when the marketing is first seen. Marketing costs, net of related vendor allowances, are as follows: (Dollars in Millions) 2022 2021 2020 Gross marketing costs $ 940 $ 948 $ 824 Vendor allowances ( 57 ) ( 55 ) ( 36 ) Net marketing costs $ 883 $ 893 $ 788 Net marketing costs as a percent of total revenue 4.9 % 4.6 % 4.9 % Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recorded based on differences between the amounts of assets and liabilities recognized for financial reporting purposes and such amounts recognized for income tax purposes. Deferred tax assets and liabilities are calculated using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. We establish valuation allowances for deferred tax assets when we believe it is more likely than not that the asset will not be realizable for tax purposes. We recognize interest and penalty expense related to unrecognized tax benefits in our provision for income tax expense. Net (Loss) Income Per Share Basic net (loss) income per share is net (loss) income divided by the average number of common shares outstanding during the period. Diluted net (loss) income per share includes incremental shares assumed for share-based awards and stock warrants. Potentially dilutive shares include unvested restricted stock units and awards, performance share units, and warrants outstanding during the period, using the treasury stock method. Potentially dilutive shares are excluded from the computations of diluted earnings per share (“EPS”) if their effect would be anti-dilutive. The information required to compute basic and diluted net (loss) income per share is as follows: (Dollars and Shares in Millions, Except per Share Data) 2022 2021 2020 Numerator—net (loss) income $( 19 ) $ 938 $( 163 ) Denominator—weighted average shares Basic 120 146 154 Impact of dilutive share-based awards — 2 — Diluted 120 148 154 Net (loss) income per share: Basic $( 0.15 ) $ 6.41 $( 1.06 ) Diluted $( 0.15 ) $ 6.32 $( 1.06 ) The following potential shares of common stock were excluded from the diluted net (loss) income per share calculation because their effect would have been anti-dilutive: (Shares in Millions) 2022 2021 2020 Anti-dilutive shares 4 2 6 Share-Based Awards Stock-based compensation expense is generally recognized on a straight-line basis over the vesting period based on the fair value of awards which are expected to vest. The fair value of all share-based awards is estimated on the date of grant. Recent Accounting Pronouncements We do not expect that any recently issued accounting pronouncements will have a material impact on our Consolidated Financial Statements. |
Debt
Debt | 12 Months Ended |
Jan. 28, 2023 | |
Debt Disclosure [Abstract] | |
Debt | 2. D ebt Long-term debt, which excludes borrowings on the revolving credit facility, consists of the following unsecured debt: Outstanding Maturity (Dollars in Millions) Effective Rate at Issuance Coupon Rate January 28, 2023 January 29, 2022 2023 3.25 % 3.25 % $ 164 $ 164 2023 4.78 % 4.75 % 111 111 2025 9.50 % 9.75 % 113 113 2025 4.25 % 4.25 % 353 353 2029 7.36 % 7.25 % 42 42 2031 3.40 % 3.63 % 500 500 2033 6.05 % 6.00 % 112 112 2037 6.89 % 6.88 % 101 101 2045 5.57 % 5.55 % 427 427 Outstanding unsecured senior debt 1,923 1,923 Unamortized debt discounts and deferred financing costs ( 11 ) ( 13 ) Current portion of unsecured senior debt ( 275 ) — Long-term unsecured senior debt $ 1,637 $ 1,910 Effective interest rate at issuance 4.89 % 4.89 % Our estimated fair value of unsecured senior long-term debt is determined using Level 1 inputs, using financial instruments with unadjusted, quoted prices listed on active market exchanges. The estimated fair value of our unsecured senior debt was $ 1.6 billion at January 28, 2023 and $ 2.0 billion at January 29, 2022. In September 2022, Standard & Poor's downgraded our credit rating from BBB- to BB+. As a result of the downgrade, our 3.375 % notes and 9.50 % notes coupon rates have increased 25 bps due to the coupon step provision within these bonds. Additionally, in December 2022, Moody's downgraded our credit rating from Baa2 to Ba2. As a result of the downgrade, the 3.375 % notes and 9.50 % notes coupon rates will increase another 50 bps in May 2023 due to the coupon step provision within these bonds. In January 2023, we entered into a Credit Agreement with various lenders which provides for a $ 1.5 billion senior secured, asset based revolving credit facility that will mature in January 2028 and replaced our existing senior unsecured revolving credit facility. The revolver is secured by substantially all of our assets other than real estate, and contains customary events of default and financial, affirmative, and negative covenants, including but not limited to, a springing financial covenant related to our fixed charge coverage ratio and restrictions on indebtedness, liens, investments, asset dispositions, and restricted payments . Outstanding borrowings under the credit facility bear interest at a variable rate based on SOFR plus the applicable margin. As of January 28, 2023, we had $ 14 million of standby and trade letters of credit outstanding under the credit facility, which reduces the available borrowing capacity. Borrowings under the revolving credit facility, recorded as short-term debt, has $ 85 million outstanding as of January 28, 2023, and approximately $ 1.4 billion remains available under the revolver. No amounts were outstanding at January 29, 2022 under our previous credit agreement. Our various debt agreements contain covenants including limitations on additional indebtedness and certain financial tests. As of January 28, 2023, we were in compliance with all covenants of the various debt agreements. We also had outstanding standby and trade letters of credit outside of the credit facility totaling approximately $ 64 million at January 28, 2023. |
Leases
Leases | 12 Months Ended |
Jan. 28, 2023 | |
Leases [Abstract] | |
Leases | 3. Lea ses We lease certain property and equipment used in our operations. Some of our store leases include additional rental payments based on a percentage of sales over contractual levels or payments that are adjusted periodically for inflation. Our typical store lease has an initial term of 20 to 25 years and four to eight five-year renewal options. Lease assets represent our right to use an underlying asset for the lease term. Lease assets are recognized at commencement date based on the value of the lease liability and are adjusted for any lease payments made to the lessor at or before commencement date, minus any lease incentives received and any initial direct costs incurred by the lessee. Lease liabilities represent our contractual obligation to make lease payments. At the commencement date, the lease liabilities equal the present value of minimum lease payments over the lease term. As the implicit interest rate is not readily identifiable in our leases, we estimate our collateralized incremental borrowing rate to calculate the present value of lease payments. Leases with a term of 12 months or less are excluded from the balance; we recognize lease expense for these leases on a straight-line basis over the lease term. We combine lease and non-lease components for new and modified leases. The majority of our lease assets and liabilities are for stores that are leased locations. We opened 406 full size Sephora shop-in-shops within our Kohl's stores during 2022 and now have 606 open as of the end of the fiscal year. We plan on opening at least 250 more full size shops in 2023. Due to the investments we made in the shop-in-shops, we reassessed our lease term when construction began as these assets will have significant economic value to us when the lease term becomes exercisable. The impact of these assessments resulted in an increase in the accounting lease term, additional lease assets and liabilities, and, in some cases, changes to the classification. The following tables summarize our operating and finance leases and where they are presented in our Consolidated Financial Statements: Consolidated Balance Sheets (Dollars in Millions) Classification January 28, 2023 January 29, 2022 Assets Operating leases Operating leases $ 2,304 $ 2,248 Finance leases Property and equipment, net 2,033 1,442 Total operating and finance leases 4,337 3,690 Liabilities Current Operating leases Current portion of operating leases 111 145 Finance leases Current portion of finance leases and financing obligations 76 87 Noncurrent Operating leases Operating leases 2,578 2,479 Finance leases Finance leases and financing obligations 2,344 1,688 Total operating and finance leases $ 5,109 $ 4,399 Consolidated Statement of Operations (Dollars in Millions) Classification 2022 2021 2020 Operating leases Selling, general, and administrative $ 264 $ 298 $ 314 Finance Leases Amortization of leased assets Depreciation and amortization 126 98 79 Interest on leased assets Interest expense, net 140 111 102 Total operating and finance leases $ 530 $ 507 $ 495 Consolidated Statement of Cash Flows (Dollars in Millions) 2022 2021 2020 Cash paid for amounts included in measurement of leased liabilities Operating cash flows from operating leases $ 266 $ 311 $ 305 Operating cash flows from finance leases 133 105 102 Financing cash flows from finance leases 86 93 69 The following table summarizes future lease payments by fiscal year: January 28, 2023 (Dollars in millions) Operating Leases Finance Leases Total 2023 $ 257 $ 214 $ 471 2024 243 208 451 2025 235 204 439 2026 229 203 432 2027 227 204 431 After 2027 3,501 3,505 7,006 Total lease payments $ 4,692 $ 4,538 $ 9,230 Amount representing interest ( 2,003 ) ( 2,118 ) ( 4,121 ) Lease liabilities $ 2,689 $ 2,420 $ 5,109 Total lease payments include $ 1.9 billion related to options to extend operating lease terms that are reasonably certain of being exercised, $ 3.2 billion related to options to extend finance lease terms that are reasonably certain of being exercised, and excludes $ 36 million of legally binding lease payments for leases signed but not yet commenced. The following table summarizes weighted-average remaining lease term and discount rate: January 28, 2023 January 29, 2022 Weighted-average remaining term (years) Operating leases 20 20 Finance leases 20 20 Weighted-average discount rate Operating leases 6 % 6 % Finance leases 6 % 7 % Other lease information is as follows: (Dollars in Millions) 2022 2021 2020 Property and equipment acquired through exchange of: Finance lease liabilities 714 841 128 Operating lease liabilities 179 2 165 Financing Obligations Historical failed sale-leasebacks that did not qualify for sale-leaseback accounting upon adoption of ASC 842 continue to be accounted for as financing obligations. The following tables summarize our financing obligations and where they are presented in our Consolidated Financial Statements: Consolidated Balance Sheets (Dollars in millions) Classification January 28, 2023 January 29, 2022 Assets Financing obligations Property and equipment, net $ 49 $ 55 Liabilities Current Current portion of finance leases and financing obligations 18 31 Noncurrent Finance leases and financing obligations 442 445 Total financing obligations $ 460 $ 476 Consolidated Statement of Operations (Dollars in millions) Classification 2022 2021 2020 Amortization of financing obligation assets Depreciation and amortization $ 7 $ 10 $ 11 Interest on financing obligations Interest expense, net 58 41 36 Total financing obligations $ 65 $ 51 $ 47 Consolidated Statement of Cash Flows (Dollars in millions) 2022 2021 2020 Cash paid for amounts included in measurement of financing obligations Operating cash flows from financing obligations $ 56 $ 40 $ 36 Financing cash flows from financing obligations 20 32 36 Proceeds from financing obligations 11 15 9 The following table summarizes future financing obligation payments by fiscal year: January 28, 2023 (Dollars in millions) Financing Obligations 2023 $ 77 2024 77 2025 76 2026 74 2027 71 After 2027 904 Total lease payments $ 1,279 Non-cash gain on future sale of property 166 Amount representing interest ( 985 ) Financing obligation liability $ 460 Total payments exclude $ 6 million of legally binding payments for contracts signed, but not yet commenced. The following table summarizes the weighted-average remaining term and discount rate for financing obligations: January 28, 2023 January 29, 2022 Weighted-average remaining term (years) 13 10 Weighted-average discount rate 14 % 9 % The following table shows the cash rent out flows for the operating leases, finance leases, and financing obligations: Consolidated Statement of Cash Flows (Dollars in millions) 2022 2021 2020 Operating cash flows from operating leases $ 266 $ 311 $ 305 Operating cash flows from finance leases 133 105 102 Financing cash flows from finance leases 86 93 69 Operating cash flows from financing obligations 56 40 36 Financing cash flows from financing obligations 20 32 36 Total cash rent $ 561 $ 581 $ 548 |
Benefit Plans
Benefit Plans | 12 Months Ended |
Jan. 28, 2023 | |
Retirement Benefits [Abstract] | |
Benefit Plans | 4. Be nefit Plans We have a defined contribution savings plan covering all full-time and certain part-time associates. Participants in this plan may invest up to 99 % of their base compensation, subject to certain statutory limits. We match 100% of the first 5 % of each participant’s contribution, subject to certain statutory limits. We also offer a non-qualified deferred compensation plan to a group of executives which provides for pre-tax compensation deferrals up to 75 % of salary and 100% of bonus. Deferrals and credited investment returns are 100 % vested. The total costs for both of these benefit plans were $ 50 million for 2022, $ 51 million for 2021 and $ 50 million for 2020. |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 28, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. In come Taxes Deferred income taxes consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Deferred tax liabilities: Property and equipment $ 542 $ 646 Lease assets 1,140 974 Merchandise inventories 33 24 Total deferred tax liabilities 1,715 1,644 Deferred tax assets: Lease obligations 1,448 1,267 Accrued and other liabilities, including stock-based compensation 201 214 Federal benefit on state tax reserves 26 30 Valuation allowance ( 43 ) ( 34 ) Total deferred tax assets 1,632 1,477 Net deferred tax liability $ 83 $ 167 Deferred tax assets included in other long-term assets totaled $ 46 million as of January 28, 2023 and $ 39 million as of January 29, 2022. As of January 28, 2023, the Company had state net operating loss carryforwards, net of valuation allowances, of $ 41 million, and state credit carryforwards, net of valuation allowances, of $ 3 million, which will expire between 2023 and 2043 . As of January 29, 2022, state net operating loss carryforwards, net of valuation allowances, were $ 46 million, and state credit carryforwards, net of valuation allowances, were $ 8 million. The components of the (Benefit) provision for income taxes were as follows: (Dollars in Millions) 2022 2021 2020 Current federal $ 39 $ 311 $( 439 ) Current state 6 63 38 Deferred federal ( 70 ) ( 59 ) 69 Deferred state ( 14 ) ( 34 ) ( 51 ) (Benefit) provision for income taxes $( 39 ) $ 281 $( 383 ) The effective tax rate differs from the amount that would be provided by applying the statutory U.S. corporate tax rate due to the following items: (Dollars in Millions) 2022 2021 2020 Taxes computed at federal statutory rate $( 12 ) $ 256 $( 115 ) State income taxes, net of federal tax benefit ( 1 ) 32 ( 11 ) Federal NOL carryback − ( 4 ) ( 360 ) Uncertain tax positions ( 16 ) 7 106 Federal tax credits ( 8 ) ( 14 ) ( 2 ) Other ( 2 ) 4 ( 1 ) Total $( 39 ) $ 281 $( 383 ) Effective tax rate 68.1 % 23.1 % 70.2 % The effective tax rate for the year ended January 28, 2023 was higher than the effective tax rate for the year ended January 29, 2022 because of the impact of favorable results from uncertain tax positions as well as federal tax credits relative to consolidated book net income (loss). The 2020 rate reflects the benefit for the net operating loss carryback provision from the CARES Act enacted on March 27, 2020. We have analyzed filing positions in all of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. The federal returns subject to examination are the 2008 through 2022 tax years. With respect to state and local jurisdictions, with limited exceptions, the Company and its subsidiaries are no longer subject to income tax audits for years before 2013 . Certain states have proposed adjustments, which we are currently appealing. If we do not prevail on our appeals, we do not anticipate that the adjustments would result in a material change in our financial position. We assess our income tax positions and record tax liabilities for all years subject to examination based upon management’s evaluation of the facts and circumstances and information available at the reporting dates. For those income tax positions where it is more-likely-than-not, based on technical merits, that a tax benefit will be sustained upon the conclusion of an examination, we have recorded the largest amount of tax benefit having a cumulatively greater than 50% likelihood of being realized upon ultimate settlement with the applicable taxing authority, assuming that it has full knowledge of all relevant information. For those tax positions which do not meet the more-likely-than-not threshold regarding the ultimate realization of the related tax benefit, no tax benefit has been recorded in the financial statements. In addition, we provide for interest and penalties, as applicable, and record such amounts as a component of the overall income tax provision. A reconciliation of the beginning and ending gross amount of unrecognized tax benefits is as follows: (Dollars in Millions) 2022 2021 Balance at beginning of year $ 276 $ 298 Increases due to tax positions taken in prior years 1 12 Increases due to tax positions taken in current year 7 27 Decreases due to: Tax positions taken in prior years ( 57 ) ( 53 ) Settlements with taxing authorities ( 2 ) ( 3 ) Lapse of applicable statute of limitations ( 6 ) ( 5 ) Balance at end of year $ 219 $ 276 Included above in the tax positions taken in prior years for 2022 is a reclass between the unrecognized tax benefits and the deferred tax liability; it had no impact on the effective tax rate. Not included in the unrecognized tax benefits reconciliation above are gross unrecognized accrued interest and penalties of $ 41 million at January 28, 2023 and $ 43 million at January 29, 2022. Interest and penalty expenses were ($ 1 ) million in 2022, $ 3 million in 2021, and $ 18 million in 2020. Our net unrecognized tax benefits that, if recognized, would affect our effective tax rate were $ 202 million as of January 28, 2023 and $ 256 million as of January 29, 2022. It is reasonably possible that our unrecognized tax positions may change within the next 12 months, primarily as a result of ongoing audits. While it is possible that one or more of these examinations may be resolved in the next year, it is not anticipated that a significant impact to the unrecognized tax benefit balance will occur. We have both payables and receivables for income taxes recorded on our balance sheet. Receivables included in other current assets totaled $ 27 million as of January 28, 2023 and $ 15 million as of January 29, 2022. Receivables included in other long term assets totaled $ 195 million as of January 28, 2023 and $ 300 million as of January 29, 2022. The majority of the receivable balance relates to the cash benefit of the 2020 net operating loss that has not yet been received. Payables included in current liabilities totaled $ 12 million as of January 28, 2023 and $ 106 million as of January 29, 2022. |
Stock-Based Awards
Stock-Based Awards | 12 Months Ended |
Jan. 28, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Awards | 6. Sto ck-Based Awards We currently grant share-based compensation pursuant to the Kohl’s Corporation 2017 Long-Term Compensation Plan, which provides for the granting of various forms of equity-based awards, including nonvested stock, performance share units, and options to purchase shares of our common stock, to officers, key employees, and directors. As of January 28, 2023, there were 9.0 million shares authorized and 6.7 million shares available for grant under the 2017 Long-Term Compensation Plan. Options and nonvested stock that are surrendered or terminated without issuance of shares are available for future grants. We also have outstanding awards which were granted under previous compensation plans. Annual grants are typically made in the first quarter of the fiscal year. Grants to newly-hired and promoted employees and other discretionary grants are made periodically throughout the remainder of the year. Nonvested Restricted Stock Awards and Units We grant shares of nonvested restricted stock awards and units to eligible key employees and to our Board of Directors. Substantially all awards have restriction periods tied primarily to employment and/or service. Employee awards generally vest over five years . Director awards vest over the term to which the director was elected, generally one year . In lieu of cash dividends, holders of nonvested stock awards are granted restricted stock equivalents which vest consistently with the underlying nonvested stock awards. Holders of restricted stock units are granted shares upon vesting in lieu of cash dividends. The fair value of nonvested stock awards and units is the closing price of our common stock on the date of grant. We may acquire shares from employees in lieu of amounts required to satisfy minimum tax withholding requirements upon the vesting of the employee’s unvested stock award. Such shares are then designated as treasury shares. The following table summarizes nonvested stock and restricted stock unit activity, including restricted stock equivalents and restricted stock unit equivalents issued in lieu of cash dividends: 2022 2021 2020 (Shares in Thousands) Shares Weighted Shares Weighted Shares Weighted Balance at beginning of year 2,769 $ 36.17 3,451 $ 32.09 2,312 $ 56.24 Granted 1,098 47.67 696 55.31 2,640 20.46 Vested ( 1,060 ) 38.73 ( 1,165 ) 35.80 ( 1,053 ) 52.83 Forfeited ( 368 ) 41.71 ( 213 ) 34.68 ( 448 ) 39.21 Balance at end of year 2,439 $ 39.40 2,769 $ 36.17 3,451 $ 32.09 The aggregate fair value of awards at the time of vesting was $ 41 million in 2022, $ 42 million in 2021, and $ 56 million in 2020. Performance Share Units We grant performance-based share units ("performance share units") to certain executives. The performance measurement period for these performance share units is three fiscal years. The fair market value of the grants is determined using a Monte-Carlo valuation on the date of grant (Level 3 inputs). The actual number of shares which will be earned at the end of the three-year vesting periods will vary based on our cumulative financial performance over the vesting periods. The number of performance share units earned will be modified up or down based on Kohl's Relative Total Shareholder Return against a defined peer group during the vesting periods. The payouts, if earned, will be settled in Kohl's common stock after the end of each multi-year performance periods. The following table summarizes performance share unit activity by year: 2022 2021 2020 (Shares in Thousands) Shares Weighted Shares Weighted Shares Weighted Balance at beginning of year 856 $ 42.74 1,037 $ 49.95 1,274 $ 61.55 Granted 553 40.92 225 58.07 699 19.76 Vested — — ( 211 ) 72.21 ( 826 ) 42.72 Forfeited ( 596 ) 36.79 ( 195 ) 66.88 ( 110 ) 46.79 Balance at end of year 813 $ 45.87 856 $ 42.74 1,037 $ 49.95 Stock Options There are no stock options outstanding as of January 28, 2023 as all remaining option activity occurred during the year. The following table summarizes our stock option activity: 2022 2021 2020 (Shares in Thousands) Shares Weighted Shares Weighted Shares Weighted Balance at beginning of year 12 $ 48.66 36 $ 52.15 87 $ 51.78 Exercised ( 12 ) 48.66 ( 23 ) 54.00 — — Forfeited/expired — — ( 1 ) 51.27 ( 51 ) 51.53 Balance at end of year — — 12 $ 48.66 36 $ 52.15 The intrinsic value of options exercised represents the excess of our stock price at the time the option was exercised over the exercise price and was less than $ 1 million in 2022 and 2021, and $ 0 in 2020. Stock Warrants Effective April 18, 2019, in connection with our entry into a commercial agreement with Amazon.com Services, Inc. (“Amazon”), we issued warrants to an affiliate of Amazon, to purchase up to 1,747,441 shares of our common stock at an exercise price of $ 69.68 , subject to customary anti-dilution provisions. The fair value was estimated to be $ 17.52 per warrant using a binomial lattice method. The warrants vest in five equal annual installments, and the first installment vested on January 15, 2020 . Total vested and unvested shares as of January 28, 2023 were 1,397,953 and 349,488 , respectively. The last installment will vest on January 15, 2024 . The warrants will expire on April 18, 2026 . Unvested warrants will not vest if the commercial agreement is terminated, not renewed, or if no substitute written returns arrangement is entered into between the parties. Other Required Disclosures Stock-based compensation expense, is included in Selling, General, and Administrative Expenses in our Consolidated Statements of Income. Stock-based compensation expense, net of forfeitures, totaled $ 30 million for 2022, $ 48 million for 2021, and $ 40 million for 2020. At January 28, 2023, we had approximately $ 50 million of unrecognized share-based compensation expense, which is expected to be recognized over a weighted-average period of 1.5 years. |
Contingencies
Contingencies | 12 Months Ended |
Jan. 28, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | 7. Con tingencies On September 2, 2022, Sean Shanaphy, an alleged shareholder of the Company, filed a putative class action lawsuit in the U.S. District Court for the Eastern District of Wisconsin against the Company, its directors, and its Chief Financial Officer alleging violations of Sections 10(b) and 20(a) of the Securities and Exchange Act of 1934. Shanaphy v. Kohl’s Corporation, No. 2:22-cv- 01016-LA (E.D. Wis.). The plaintiff asserts claims on behalf of persons and entities that purchased or otherwise acquired the Company’s securities between October 20, 2020 and May 19, 2022, and seeks compensatory damages, interest, fees, and costs. The complaint alleges that members of the putative class suffered losses as a result of (1) false or misleading statements and withholding of information regarding the conception, execution, and outcomes of the Company’s strategic plan announced on October 20, 2020 and the Company’s financial results for the first quarter of fiscal 2022 and (2) the Company’s internal controls over financial reporting, disclosure controls, and corporate governance mechanisms. The case is in its early stages. Lead plaintiff applications were submitted on November 1, 2022, and a lead plaintiff has not yet been selected. The Company intends to file a motion to dismiss the complaint and to vigorously defend against these claims. Due to the early stages of this matter, the Company is unable to estimate a reasonably possible range of loss, if any, that may result from this matter. In addition to what is noted above, we are subject to certain legal proceedings and claims arising out of the ordinary conduct of our business. In the opinion of management, the outcome of these proceedings and claims will not have a material adverse effect on our Consolidated Financial Statements. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 28, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. Sub sequent Events On February 1, 2023, $ 164 million in aggregate principal amount of our 3.25 % notes matured and was repaid. On February 2, 2023, our Board of Directors appointed Thomas Kingsbury as Chief Executive Officer of the Company, effective as of February 2, 2023. Mr. Kingsbury has served as Interim Chief Executive Officer since December 2, 2022. Mr. Kingsbury has served as a director of the Company since 2021 and will continue to serve on the Board of Directors. On February 21, 2023 , our Board of Directors of Kohl's Corporation declared a quarterly cash dividend of $ 0.50 per share. The dividend will be paid on March 29, 2023 to all shareholders of record at the close of business on March 15, 2023 . |
Business and Summary of Accou_2
Business and Summary of Accounting Policies (Policies) | 12 Months Ended |
Jan. 28, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business | Business As of January 28, 2023, we operated 1,170 stores and a website ( www.Kohls.com ). Our Kohl's stores and website sell moderately-priced private and national brand apparel, footwear, accessories, beauty, and home products. Our Kohl's stores generally carry a consistent merchandise assortment with some differences attributable to local preferences, store size, and Sephora. Our website includes merchandise which is available in our stores, as well as merchandise which is available only online. Our authorized capital stock consists of 800 million shares of $ 0.01 par value common stock and 10 million shares of $ 0.01 par value preferred stock. |
Consolidation | Consolidation The Consolidated Financial Statements include the accounts of Kohl’s Corporation and its subsidiaries including Kohl’s, Inc., its primary operating company. All intercompany accounts and transactions have been eliminated. |
Accounting Period | Accounting Period Our fiscal year ends on the Saturday closest to January 31 st each year. Unless otherwise stated, references to years in these notes relate to fiscal years rather than to calendar years. The following fiscal periods are presented in these notes: Fiscal Year Ended Number of Weeks 2022 January 28, 2023 52 2021 January 29, 2022 52 2020 January 30, 2021 52 |
Use of Estimates | Use of Estimates The preparation of Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents In addition to money market investments, cash equivalents include commercial paper and certificates of deposit with original maturities of three months or less. We carry these investments at cost which approximates fair value. Also included in cash and cash equivalents are amounts due from credit card transactions with settlement terms of less than five days. Credit and debit card receivables included within cash were $ 76 million at January 28, 2023 and $ 64 million at January 29, 2022. |
Merchandise Inventories | Merchandise Inventories The majority of our merchandise inventories are valued at the lower of cost or market using RIM. Under RIM, the valuation of inventory at cost and the resulting gross margins are calculated by applying a cost-to-retail ratio to the retail value of inventory. RIM is an averaging method that has been widely used in the retail industry due to its practicality. The use of RIM will result in inventory being valued at the lower of cost or market since permanent markdowns are taken as a reduction of the retail value of inventories. A reserve is recorded if the future estimated selling price is less than cost. |
Other Current Assets | Other Current Assets Other current assets consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Other Receivables $ 183 $ 175 Prepaids 170 164 Income taxes receivable (a) 27 15 Other 14 15 Other current assets $ 394 $ 369 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Property and Equipment | Property and Equipment Property and equipment consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Land $ 1,100 $ 1,109 Buildings and improvements: Owned 8,225 8,035 Leased 2,446 1,754 Fixtures and equipment 1,807 1,609 Information technology 2,787 2,774 Construction in progress 49 84 Total property and equipment, at cost 16,414 15,365 Less accumulated depreciation and amortization ( 8,488 ) ( 8,061 ) Property and equipment, net $ 7,926 $ 7,304 Construction in progress includes property and equipment which is not ready for its intended use. Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. Owned buildings and improvements include owned buildings on owned and leased land as well as leasehold improvements on leased properties. Leased property and improvements to leased property are amortized on a straight-line basis over the term of the lease or useful life of the asset, whichever is less. Leases are further described in Note 3 of the Consolidated Financial Statements. The annual provisions for depreciation and amortization generally use the following ranges of useful lives: Buildings and improvements 5 - 40 years Fixtures and equipment 3 - 15 years Information technology 3 - 5 years As of January 28, 2023, we had assets held for sale of $ 19 million. |
Long-Lived Assets | Long-Lived Assets All property and equipment and other long-lived assets are reviewed for potential impairment at least annually or when events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. If such indicators are present, it is determined whether the sum of the estimated undiscounted future cash flows attributable to such assets is less than the carrying value of the assets. A potential impairment has occurred if projected future undiscounted cash flows are less than the carrying value of the assets. An impairment of $ 22 million was recorded in 2022 related to corporate facilities in Selling, General, and Administrative Expenses. No impairments were recorded in 2021. We recorded impairments of $ 68 million in 2020 in Impairments, store closing, and other costs of which $ 51 million was due to the impact of the COVID-19 pandemic and $ 17 million was related to impairments of corporate facilities and leases. |
Other Noncurrent Assets | Other Noncurrent Assets Other noncurrent assets consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Income taxes receivable (a) $ 195 $ 300 Deferred tax assets 46 39 Other 138 140 Other noncurrent assets $ 379 $ 479 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Accrued Liabilities | Accrued Liabilities Accrued liabilities consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Gift cards and merchandise return cards $ 356 $ 353 Sales, property, and use taxes 184 181 Payroll and related fringe benefits 141 150 Income taxes payable (a) 12 106 Other 527 550 Accrued liabilities $ 1,220 $ 1,340 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Self Insurance | Self-Insurance We use a combination of insurance and self-insurance for a number of risks. We retain the initial risk of $ 500,000 per occurrence in workers’ compensation claims and $ 250,000 per occurrence in general liability claims. We record reserves for workers’ compensation and general liability claims which include the total amounts that we expect to pay for a fully developed loss and related expenses, such as fees paid to attorneys, experts, and investigators. We are fully self-insured for employee-related health care benefits, a portion of which is paid by our associates. We use a third-party actuary to estimate the liabilities associated with workers’ compensation, general liability, and employee-related health care risks. These liabilities include amounts for both reported claims and incurred, but not reported losses. The total liabilities, net of collateral held by third parties, for these risks were $ 55 million as of January 28, 2023 and $ 47 million as of January 29, 2022. For property losses, we are subject to a $ 5 million self-insured retention ("SIR"). Once the SIR is incurred, each loss is subject to a $ 250,000 deductible, except for flooding in high hazard zones which is subject to a $ 1 million deductible, and catastrophic events, such as earthquakes and windstorms, which are subject to a 2 - 5 % deductible. |
Treasury Stock | Treasury Stock We account for repurchases of common stock and shares withheld in lieu of taxes when restricted stock vests using the cost method with common stock in treasury classified in the Consolidated Balance Sheets as a reduction of shareholders’ equity. On August 18, 2022, we entered into an ASR with Goldman Sachs to repurchase $ 500 million of the Company's common stock. This ASR was part of the $ 3.0 billion share repurchase program authorized by our Board of Directors in February 2022. On August 22, 2022, we received an initial delivery of 11.8 million shares of common stock, representing 80 % of the total shares expected to be repurchased under the ASR. Final settlement occurred on November 7, 2022, with an additional 6.1 million shares of common stock being delivered, resulting in a total of 17.9 million shares with an average purchase price of approximately $ 28 per share. |
Revenue Recognition | Revenue Recognition Net Sales Net sales includes revenue from the sale of merchandise, net of expected returns and deferrals due to future performance obligations, and shipping revenues. Net sales are recognized when merchandise is received by the customer and we have fulfilled all performance obligations. We do not have any sales that are recorded as commissions. The following table summarizes net sales by line of business: (Dollars in Millions) 2022 2021 2020 Women's $ 4,654 $ 4,927 $ 3,796 Men's 3,679 3,867 2,753 Home 2,791 3,344 3,381 Accessories 2,279 2,100 1,638 Children's 2,176 2,435 2,082 Footwear 1,582 1,798 1,381 Net Sales $ 17,161 $ 18,471 $ 15,031 • We maintain various rewards programs where customers earn rewards based on their spending and other promotional activities. The rewards are typically in the form of dollar-off discounts which can be used on future purchases. These programs create performance obligations which require us to defer a portion of the original sale until the rewards are redeemed. • Sales are recorded net of returns. We record a reserve based on historical return rates and patterns which reverses sales that we expect to be returned in the following period. • Revenue from the sale of Kohl's gift cards is recognized when the gift card is redeemed. During each of the fiscal years 2022, 2021, and 2020, net sales of $ 158 million, $ 153 million, and $ 149 million, respectively, were recognized from gift cards redeemed during the current year and issued in prior years. • Net sales do not include sales tax as we are considered a pass-through conduit for collecting and remitting sales taxes. Other Revenue Other revenue includes revenue from credit card operations, third-party advertising on our website, unused gift cards and merchandise return cards (breakage), and other non-merchandise revenue. Revenue from credit card operations includes our share of the finance charges, late fees, and other revenue less write-offs of uncollectible accounts of the Kohl’s credit card pursuant to the Private Label Credit Card Program Agreement. Expenses related to our credit card operations are reported in Selling, General, and Administrative Expenses. Revenue from unredeemed gift cards and merchandise return cards (breakage) is recorded in proportion to and over the time period the cards are actually redeemed. |
Vendor Allowances | Vendor Allowances We receive consideration for a variety of vendor-sponsored programs, such as markdown allowances, and promotion and marketing support. The vendor consideration is recorded as earned either as a reduction of Cost of Merchandise Sold or Selling, General, and Administrative Expenses. Promotional and marketing allowances are intended to offset our marketing costs to promote vendors’ merchandise. Markdown allowances are recorded as a reduction of inventory costs. |
Fair Value | Fair Value Fair value measurements are required to be classified and disclosed in one of the following pricing categories: Level 1: Financial instruments with unadjusted, quoted prices listed on active market exchanges. Level 2: Financial instruments lacking unadjusted, quoted prices from active market exchanges, including over-the-counter traded financial instruments. The prices for the financial instruments are determined using prices for recently traded financial instruments with similar underlying terms as well as directly or indirectly observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3: Financial instruments that are not actively traded on a market exchange. This category includes situations where there is little, if any, market activity for the financial instrument. The prices are determined using significant unobservable inputs or valuation techniques. Current assets and liabilities are reported at cost, which approximates fair value. Cash and cash equivalents are classified as Level 1 as carrying value approximates fair value because maturities are less than three months. |
Marketing | Marketing Marketing costs are expensed when the marketing is first seen. Marketing costs, net of related vendor allowances, are as follows: (Dollars in Millions) 2022 2021 2020 Gross marketing costs $ 940 $ 948 $ 824 Vendor allowances ( 57 ) ( 55 ) ( 36 ) Net marketing costs $ 883 $ 893 $ 788 Net marketing costs as a percent of total revenue 4.9 % 4.6 % 4.9 % |
Income taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recorded based on differences between the amounts of assets and liabilities recognized for financial reporting purposes and such amounts recognized for income tax purposes. Deferred tax assets and liabilities are calculated using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. We establish valuation allowances for deferred tax assets when we believe it is more likely than not that the asset will not be realizable for tax purposes. We recognize interest and penalty expense related to unrecognized tax benefits in our provision for income tax expense. |
Net (Loss) Income Per Share | Net (Loss) Income Per Share Basic net (loss) income per share is net (loss) income divided by the average number of common shares outstanding during the period. Diluted net (loss) income per share includes incremental shares assumed for share-based awards and stock warrants. Potentially dilutive shares include unvested restricted stock units and awards, performance share units, and warrants outstanding during the period, using the treasury stock method. Potentially dilutive shares are excluded from the computations of diluted earnings per share (“EPS”) if their effect would be anti-dilutive. The information required to compute basic and diluted net (loss) income per share is as follows: (Dollars and Shares in Millions, Except per Share Data) 2022 2021 2020 Numerator—net (loss) income $( 19 ) $ 938 $( 163 ) Denominator—weighted average shares Basic 120 146 154 Impact of dilutive share-based awards — 2 — Diluted 120 148 154 Net (loss) income per share: Basic $( 0.15 ) $ 6.41 $( 1.06 ) Diluted $( 0.15 ) $ 6.32 $( 1.06 ) The following potential shares of common stock were excluded from the diluted net (loss) income per share calculation because their effect would have been anti-dilutive: (Shares in Millions) 2022 2021 2020 Anti-dilutive shares 4 2 6 |
Share-Based Awards | Share-Based Awards Stock-based compensation expense is generally recognized on a straight-line basis over the vesting period based on the fair value of awards which are expected to vest. The fair value of all share-based awards is estimated on the date of grant. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements We do not expect that any recently issued accounting pronouncements will have a material impact on our Consolidated Financial Statements. |
Business and Summary of Accou_3
Business and Summary of Accounting Policies (Tables) | 12 Months Ended |
Jan. 28, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Fiscal Period | The following fiscal periods are presented in these notes: Fiscal Year Ended Number of Weeks 2022 January 28, 2023 52 2021 January 29, 2022 52 2020 January 30, 2021 52 |
Schedule of Other Current Assets | Other current assets consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Other Receivables $ 183 $ 175 Prepaids 170 164 Income taxes receivable (a) 27 15 Other 14 15 Other current assets $ 394 $ 369 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Schedule of Property and Equipment | Property and equipment consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Land $ 1,100 $ 1,109 Buildings and improvements: Owned 8,225 8,035 Leased 2,446 1,754 Fixtures and equipment 1,807 1,609 Information technology 2,787 2,774 Construction in progress 49 84 Total property and equipment, at cost 16,414 15,365 Less accumulated depreciation and amortization ( 8,488 ) ( 8,061 ) Property and equipment, net $ 7,926 $ 7,304 |
Ranges of Useful Lives | The annual provisions for depreciation and amortization generally use the following ranges of useful lives: Buildings and improvements 5 - 40 years Fixtures and equipment 3 - 15 years Information technology 3 - 5 years As of January 28, 2023, we had assets held for sale of $ 19 million. |
Schedule of Other Noncurrent Assets | Other noncurrent assets consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Income taxes receivable (a) $ 195 $ 300 Deferred tax assets 46 39 Other 138 140 Other noncurrent assets $ 379 $ 479 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Gift cards and merchandise return cards $ 356 $ 353 Sales, property, and use taxes 184 181 Payroll and related fringe benefits 141 150 Income taxes payable (a) 12 106 Other 527 550 Accrued liabilities $ 1,220 $ 1,340 (a) See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Schedule of Net Sales by Line of Business | The following table summarizes net sales by line of business: (Dollars in Millions) 2022 2021 2020 Women's $ 4,654 $ 4,927 $ 3,796 Men's 3,679 3,867 2,753 Home 2,791 3,344 3,381 Accessories 2,279 2,100 1,638 Children's 2,176 2,435 2,082 Footwear 1,582 1,798 1,381 Net Sales $ 17,161 $ 18,471 $ 15,031 |
Schedule of Marketing Costs, Net of Related Vendor Allowances | Marketing costs are expensed when the marketing is first seen. Marketing costs, net of related vendor allowances, are as follows: (Dollars in Millions) 2022 2021 2020 Gross marketing costs $ 940 $ 948 $ 824 Vendor allowances ( 57 ) ( 55 ) ( 36 ) Net marketing costs $ 883 $ 893 $ 788 Net marketing costs as a percent of total revenue 4.9 % 4.6 % 4.9 % |
Computation of Basic and Diluted Net (Loss) Income Per Share | The information required to compute basic and diluted net (loss) income per share is as follows: (Dollars and Shares in Millions, Except per Share Data) 2022 2021 2020 Numerator—net (loss) income $( 19 ) $ 938 $( 163 ) Denominator—weighted average shares Basic 120 146 154 Impact of dilutive share-based awards — 2 — Diluted 120 148 154 Net (loss) income per share: Basic $( 0.15 ) $ 6.41 $( 1.06 ) Diluted $( 0.15 ) $ 6.32 $( 1.06 ) |
Schedule of Potential Shares of Common Stock Excluded From the Diluted Net Income (Loss) Per Share | The following potential shares of common stock were excluded from the diluted net (loss) income per share calculation because their effect would have been anti-dilutive: (Shares in Millions) 2022 2021 2020 Anti-dilutive shares 4 2 6 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jan. 28, 2023 | |
Debt Disclosure [Abstract] | |
Components of Long-term Debt | Long-term debt, which excludes borrowings on the revolving credit facility, consists of the following unsecured debt: Outstanding Maturity (Dollars in Millions) Effective Rate at Issuance Coupon Rate January 28, 2023 January 29, 2022 2023 3.25 % 3.25 % $ 164 $ 164 2023 4.78 % 4.75 % 111 111 2025 9.50 % 9.75 % 113 113 2025 4.25 % 4.25 % 353 353 2029 7.36 % 7.25 % 42 42 2031 3.40 % 3.63 % 500 500 2033 6.05 % 6.00 % 112 112 2037 6.89 % 6.88 % 101 101 2045 5.57 % 5.55 % 427 427 Outstanding unsecured senior debt 1,923 1,923 Unamortized debt discounts and deferred financing costs ( 11 ) ( 13 ) Current portion of unsecured senior debt ( 275 ) — Long-term unsecured senior debt $ 1,637 $ 1,910 Effective interest rate at issuance 4.89 % 4.89 % |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 28, 2023 | |
Leases [Abstract] | |
Summary of Operating and Finance Leases | The following tables summarize our operating and finance leases and where they are presented in our Consolidated Financial Statements: Consolidated Balance Sheets (Dollars in Millions) Classification January 28, 2023 January 29, 2022 Assets Operating leases Operating leases $ 2,304 $ 2,248 Finance leases Property and equipment, net 2,033 1,442 Total operating and finance leases 4,337 3,690 Liabilities Current Operating leases Current portion of operating leases 111 145 Finance leases Current portion of finance leases and financing obligations 76 87 Noncurrent Operating leases Operating leases 2,578 2,479 Finance leases Finance leases and financing obligations 2,344 1,688 Total operating and finance leases $ 5,109 $ 4,399 Consolidated Statement of Operations (Dollars in Millions) Classification 2022 2021 2020 Operating leases Selling, general, and administrative $ 264 $ 298 $ 314 Finance Leases Amortization of leased assets Depreciation and amortization 126 98 79 Interest on leased assets Interest expense, net 140 111 102 Total operating and finance leases $ 530 $ 507 $ 495 Consolidated Statement of Cash Flows (Dollars in Millions) 2022 2021 2020 Cash paid for amounts included in measurement of leased liabilities Operating cash flows from operating leases $ 266 $ 311 $ 305 Operating cash flows from finance leases 133 105 102 Financing cash flows from finance leases 86 93 69 |
Summary of Future Lease Payments | The following table summarizes future lease payments by fiscal year: January 28, 2023 (Dollars in millions) Operating Leases Finance Leases Total 2023 $ 257 $ 214 $ 471 2024 243 208 451 2025 235 204 439 2026 229 203 432 2027 227 204 431 After 2027 3,501 3,505 7,006 Total lease payments $ 4,692 $ 4,538 $ 9,230 Amount representing interest ( 2,003 ) ( 2,118 ) ( 4,121 ) Lease liabilities $ 2,689 $ 2,420 $ 5,109 |
Summary of Weighted-Average Remaining Lease Term and Discount Rates | The following table summarizes weighted-average remaining lease term and discount rate: January 28, 2023 January 29, 2022 Weighted-average remaining term (years) Operating leases 20 20 Finance leases 20 20 Weighted-average discount rate Operating leases 6 % 6 % Finance leases 6 % 7 % |
Summary of Other Lease Information | Other lease information is as follows: (Dollars in Millions) 2022 2021 2020 Property and equipment acquired through exchange of: Finance lease liabilities 714 841 128 Operating lease liabilities 179 2 165 |
Summary of Financing Obligations | The following tables summarize our financing obligations and where they are presented in our Consolidated Financial Statements: Consolidated Balance Sheets (Dollars in millions) Classification January 28, 2023 January 29, 2022 Assets Financing obligations Property and equipment, net $ 49 $ 55 Liabilities Current Current portion of finance leases and financing obligations 18 31 Noncurrent Finance leases and financing obligations 442 445 Total financing obligations $ 460 $ 476 Consolidated Statement of Operations (Dollars in millions) Classification 2022 2021 2020 Amortization of financing obligation assets Depreciation and amortization $ 7 $ 10 $ 11 Interest on financing obligations Interest expense, net 58 41 36 Total financing obligations $ 65 $ 51 $ 47 Consolidated Statement of Cash Flows (Dollars in millions) 2022 2021 2020 Cash paid for amounts included in measurement of financing obligations Operating cash flows from financing obligations $ 56 $ 40 $ 36 Financing cash flows from financing obligations 20 32 36 Proceeds from financing obligations 11 15 9 |
Summary of Future Financing Obligation Payments | The following table summarizes future financing obligation payments by fiscal year: January 28, 2023 (Dollars in millions) Financing Obligations 2023 $ 77 2024 77 2025 76 2026 74 2027 71 After 2027 904 Total lease payments $ 1,279 Non-cash gain on future sale of property 166 Amount representing interest ( 985 ) Financing obligation liability $ 460 |
Summary of Weighted-Average Remaining Term and Discount Rate for Financing Obligations | The following table summarizes the weighted-average remaining term and discount rate for financing obligations: January 28, 2023 January 29, 2022 Weighted-average remaining term (years) 13 10 Weighted-average discount rate 14 % 9 % |
Summary of Cash Rent Out Flows for Operating Leases, Finance Leases, and Financing Obligations | The following table shows the cash rent out flows for the operating leases, finance leases, and financing obligations: Consolidated Statement of Cash Flows (Dollars in millions) 2022 2021 2020 Operating cash flows from operating leases $ 266 $ 311 $ 305 Operating cash flows from finance leases 133 105 102 Financing cash flows from finance leases 86 93 69 Operating cash flows from financing obligations 56 40 36 Financing cash flows from financing obligations 20 32 36 Total cash rent $ 561 $ 581 $ 548 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 28, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Deferred Income Taxes | Deferred income taxes consist of the following: (Dollars in Millions) January 28, 2023 January 29, 2022 Deferred tax liabilities: Property and equipment $ 542 $ 646 Lease assets 1,140 974 Merchandise inventories 33 24 Total deferred tax liabilities 1,715 1,644 Deferred tax assets: Lease obligations 1,448 1,267 Accrued and other liabilities, including stock-based compensation 201 214 Federal benefit on state tax reserves 26 30 Valuation allowance ( 43 ) ( 34 ) Total deferred tax assets 1,632 1,477 Net deferred tax liability $ 83 $ 167 |
Schedule of Components of (Benefit) Provision for Income Taxes | The components of the (Benefit) provision for income taxes were as follows: (Dollars in Millions) 2022 2021 2020 Current federal $ 39 $ 311 $( 439 ) Current state 6 63 38 Deferred federal ( 70 ) ( 59 ) 69 Deferred state ( 14 ) ( 34 ) ( 51 ) (Benefit) provision for income taxes $( 39 ) $ 281 $( 383 ) |
Schedule of Items Affecting Statutory Corporate Tax Rate | The effective tax rate differs from the amount that would be provided by applying the statutory U.S. corporate tax rate due to the following items: (Dollars in Millions) 2022 2021 2020 Taxes computed at federal statutory rate $( 12 ) $ 256 $( 115 ) State income taxes, net of federal tax benefit ( 1 ) 32 ( 11 ) Federal NOL carryback − ( 4 ) ( 360 ) Uncertain tax positions ( 16 ) 7 106 Federal tax credits ( 8 ) ( 14 ) ( 2 ) Other ( 2 ) 4 ( 1 ) Total $( 39 ) $ 281 $( 383 ) Effective tax rate 68.1 % 23.1 % 70.2 % |
Schedule of Reconciliation of Gross Amount of Unrecognized Tax Benefits | (Dollars in Millions) 2022 2021 Balance at beginning of year $ 276 $ 298 Increases due to tax positions taken in prior years 1 12 Increases due to tax positions taken in current year 7 27 Decreases due to: Tax positions taken in prior years ( 57 ) ( 53 ) Settlements with taxing authorities ( 2 ) ( 3 ) Lapse of applicable statute of limitations ( 6 ) ( 5 ) Balance at end of year $ 219 $ 276 |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 12 Months Ended |
Jan. 28, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Nonvested Stock and Restricted Stock Unit Activity | The following table summarizes nonvested stock and restricted stock unit activity, including restricted stock equivalents and restricted stock unit equivalents issued in lieu of cash dividends: 2022 2021 2020 (Shares in Thousands) Shares Weighted Shares Weighted Shares Weighted Balance at beginning of year 2,769 $ 36.17 3,451 $ 32.09 2,312 $ 56.24 Granted 1,098 47.67 696 55.31 2,640 20.46 Vested ( 1,060 ) 38.73 ( 1,165 ) 35.80 ( 1,053 ) 52.83 Forfeited ( 368 ) 41.71 ( 213 ) 34.68 ( 448 ) 39.21 Balance at end of year 2,439 $ 39.40 2,769 $ 36.17 3,451 $ 32.09 |
Summary of Performance Share Activity | The following table summarizes performance share unit activity by year: 2022 2021 2020 (Shares in Thousands) Shares Weighted Shares Weighted Shares Weighted Balance at beginning of year 856 $ 42.74 1,037 $ 49.95 1,274 $ 61.55 Granted 553 40.92 225 58.07 699 19.76 Vested — — ( 211 ) 72.21 ( 826 ) 42.72 Forfeited ( 596 ) 36.79 ( 195 ) 66.88 ( 110 ) 46.79 Balance at end of year 813 $ 45.87 856 $ 42.74 1,037 $ 49.95 |
Summary of stock option activity | The following table summarizes our stock option activity: 2022 2021 2020 (Shares in Thousands) Shares Weighted Shares Weighted Shares Weighted Balance at beginning of year 12 $ 48.66 36 $ 52.15 87 $ 51.78 Exercised ( 12 ) 48.66 ( 23 ) 54.00 — — Forfeited/expired — — ( 1 ) 51.27 ( 51 ) 51.53 Balance at end of year — — 12 $ 48.66 36 $ 52.15 |
Business and Summary of Accou_4
Business and Summary of Accounting Policies - Additional Information (Details) | 3 Months Ended | 12 Months Ended | ||||||
Nov. 07, 2022 shares | Aug. 22, 2022 shares | Aug. 18, 2022 USD ($) | Nov. 07, 2022 $ / shares shares | Jan. 28, 2023 USD ($) Store $ / shares shares | Jan. 29, 2022 USD ($) | Jan. 30, 2021 USD ($) | Feb. 28, 2022 USD ($) | |
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Number of stores | Store | 1,170 | |||||||
Authorized common stock | shares | 800,000,000 | |||||||
Common stock, par value | $ / shares | $ 0.01 | |||||||
Preferred stock, shares authorized | shares | 10,000,000 | |||||||
Preferred stock, par value | $ / shares | $ 0.01 | |||||||
Credit and debit card receivables | $ 76,000,000 | $ 64,000,000 | ||||||
Impairment of property and equipment and other long-lived assets | 22,000,000 | 0 | $ 68,000,000 | |||||
Estimated Total Self Insurance Related liabilities, net of collateral held by third parties | 55,000,000 | 47,000,000 | ||||||
Value of insurance risk retained | $ 5,000,000 | |||||||
Deductible as a percent of losses, minimum | 2% | |||||||
Deductible as a percent of losses, maximum | 5% | |||||||
Maintenance deductible | $ 1,000,000 | |||||||
Revenue from Sale | 18,098,000,000 | 19,433,000,000 | 15,955,000,000 | |||||
Assets held for sale | 19,000,000 | |||||||
ASR [Member] | Common Stock [Member] | Goldman Sachs and Co Limited Liability Company [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Accelerated share repurchase value | $ 500,000,000 | |||||||
Stock repurchase | $ 3,000,000,000 | |||||||
Average purchase price per share to be repurchase | $ / shares | $ 28 | |||||||
Repurchase of common stock | shares | 6,100,000 | 11,800,000 | 17,900,000 | |||||
Stock repurchase program, percentage of shares expected to be repurchased | 80% | |||||||
Net Sales [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Revenue from Sale | 17,161,000,000 | 18,471,000,000 | 15,031,000,000 | |||||
Gift Card [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Revenue from Sale | 158,000,000 | $ 153,000,000 | 149,000,000 | |||||
6321 Accident and Health Insurance [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Value of initial insurance risk retained | 500,000 | |||||||
General Liability [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Value of initial insurance risk retained | 250,000 | |||||||
524126 Direct Property and Casualty Insurance Carriers [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Deductible value of initial insurance risk retained | $ 250,000 | |||||||
COVID-19 Pandemic [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Impairment of property and equipment and other long-lived assets | 51,000,000 | |||||||
Corporate Facilities and Leases [Member] | ||||||||
Business And Summary Of Accounting Policies [Line Items] | ||||||||
Impairment of property and equipment and other long-lived assets | $ 17,000,000 |
Business and Summary of Accou_5
Business and Summary of Accounting Policies - Schedule of Fiscal Period (Details) | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Weeks in reporting period | 364 days | 364 days | 364 days |
Business and Summary of Accou_6
Business and Summary of Accounting Policies - Schedule of Other Current Assets (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Other Receivables | $ 183 | $ 175 | |
Prepaids | 170 | 164 | |
Income taxes receivable | [1] | 27 | 15 |
Other | 14 | 15 | |
Other current assets | $ 394 | $ 369 | |
[1] See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Business and Summary of Accou_7
Business and Summary of Accounting Policies - Schedule of Property and Equipment (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Property, Plant and Equipment [Line Items] | ||
Land | $ 1,100 | $ 1,109 |
Fixtures and equipment | 1,807 | 1,609 |
Information technology | 2,787 | 2,774 |
Construction in progress | 49 | 84 |
Total property and equipment, at cost | 16,414 | 15,365 |
Less accumulated depreciation and amortization | (8,488) | (8,061) |
Property and equipment, net | 7,926 | 7,304 |
Owned [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Buildings and Improvements, Gross | 8,225 | 8,035 |
Leased [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Buildings and Improvements, Gross | $ 2,446 | $ 1,754 |
Business and Summary of Accou_8
Business and Summary of Accounting Policies - Ranges of Useful Lives (Details) | 12 Months Ended |
Jan. 28, 2023 | |
Minimum [Member] | Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Minimum [Member] | Fixtures and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Minimum [Member] | Information Technology [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Maximum [Member] | Building Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 40 years |
Maximum [Member] | Fixtures and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Maximum [Member] | Information Technology [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Business and Summary of Accou_9
Business and Summary of Accounting Policies - Schedule of Other Noncurrent Assets (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Income taxes receivable | [1] | $ 195 | $ 300 |
Deferred tax assets | 46 | 39 | |
Other | 138 | 140 | |
Other noncurrent assets | $ 379 | $ 479 | |
[1] See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Business and Summary of Acco_10
Business and Summary of Accounting Policies - Schedule of Accrued Liabilities (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Gift cards and merchandise return cards | $ 356 | $ 353 | |
Sales, property, and use taxes | 184 | 181 | |
Payroll and related fringe benefits | 141 | 150 | |
Income taxes payable | [1] | 12 | 106 |
Other | 527 | 550 | |
Accrued liabilities | $ 1,220 | $ 1,340 | |
[1] See Note 5 of the Consolidated Financial Statements for further discussion on income taxes. |
Business and Summary of Acco_11
Business and Summary of Accounting Policies - Schedule of Net Sales by Line of Business (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 18,098 | $ 19,433 | $ 15,955 |
Net Sales [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 17,161 | 18,471 | 15,031 |
Net Sales [Member] | Women's [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 4,654 | 4,927 | 3,796 |
Net Sales [Member] | Men's [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 3,679 | 3,867 | 2,753 |
Net Sales [Member] | Home [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 2,791 | 3,344 | 3,381 |
Net Sales [Member] | Accessories [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 2,279 | 2,100 | 1,638 |
Net Sales [Member] | Children's [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | 2,176 | 2,435 | 2,082 |
Net Sales [Member] | Footwear [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenue | $ 1,582 | $ 1,798 | $ 1,381 |
Business and Summary of Acco_12
Business and Summary of Accounting Policies - Schedule of Marketing Costs, Net of Related Vendor Allowances (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Advertising Costs Exclusive Of Vendor Allowances | $ 940 | $ 948 | $ 824 |
Allowances Received From Vendors For Advertising Expenses Incurred | (57) | (55) | (36) |
Advertising Expense | $ 883 | $ 893 | $ 788 |
Net Advertising To Net Revenue | 4.90% | 4.60% | 4.90% |
Business and Summary of Acco_13
Business and Summary of Accounting Policies - Computation of Basic and Diluted Net (Loss) Income Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Numerator-net (loss) income | $ (19) | $ 938 | $ (163) |
Denominator - weighted average shares, Basic | 120 | 146 | 154 |
Impact of dilutive share-based awards | 2 | ||
Weighted average shares, Diluted | 120 | 148 | 154 |
Basic | $ (0.15) | $ 6.41 | $ (1.06) |
Diluted | $ (0.15) | $ 6.32 | $ (1.06) |
Business and Summary of Acco_14
Business and Summary of Accounting Policies - Schedule of Potential Shares of Common Stock Excluded From the Diluted Net Income (Loss) Per Share (Details) - shares shares in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Anti-dilutive shares | 4 | 2 | 6 |
Debt - Components of Long-term
Debt - Components of Long-term Debt (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 4.89% | 4.89% |
Outstanding | $ 1,923 | $ 1,923 |
Unamortized debt discounts and deferred financing costs | (11) | (13) |
Current portion of unsecured senior debt | (275) | |
Long-term unsecured senior debt | $ 1,637 | 1,910 |
Senior Notes [Member] | Senior Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 3.25% | |
Coupon rate | 3.25% | |
Outstanding | $ 164 | 164 |
Senior Notes [Member] | Senior Notes 4.78% Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 4.78% | |
Coupon rate | 4.75% | |
Outstanding | $ 111 | 111 |
Senior Notes [Member] | Senior Notes Due 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 9.50% | |
Coupon rate | 9.75% | |
Outstanding | $ 113 | 113 |
Senior Notes [Member] | Senior Notes 4.25% Due 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 4.25% | |
Coupon rate | 4.25% | |
Outstanding | $ 353 | 353 |
Senior Notes [Member] | Senior Notes Due 2029 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 7.36% | |
Coupon rate | 7.25% | |
Outstanding | $ 42 | 42 |
Senior Notes [Member] | Senior Notes Due 2031 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 3.40% | |
Coupon rate | 3.63% | |
Outstanding | $ 500 | 500 |
Senior Notes [Member] | Senior Notes Due 2033 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 6.05% | |
Coupon rate | 6% | |
Outstanding | $ 112 | 112 |
Senior Notes [Member] | Senior Notes Due 2037 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 6.89% | |
Coupon rate | 6.88% | |
Outstanding | $ 101 | 101 |
Senior Notes [Member] | Senior Notes Due 2045 [Member] | ||
Debt Instrument [Line Items] | ||
Effective interest rate at issuance | 5.57% | |
Coupon rate | 5.55% | |
Outstanding | $ 427 | $ 427 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Feb. 01, 2023 | Jan. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jan. 29, 2022 | Jan. 28, 2023 | |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ 201,000,000 | |||||
Tender premium paid to tendering note holders | 192,000,000 | |||||
Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 3.25% | |||||
Retirement of bond maturities | $ 164,000,000 | |||||
Trade Letters of Credit and Stand-By Letters of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility additional outstanding amount | $ 64,000,000 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Short-term debt, outstanding | 0 | 85,000,000 | ||||
Line of credit facility remains available under revolver | 1,400,000,000 | |||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, covenant description | The revolver is secured by substantially all of our assets other than real estate, and contains customary events of default and financial, affirmative, and negative covenants, including but not limited to, a springing financial covenant related to our fixed charge coverage ratio and restrictions on indebtedness, liens, investments, asset dispositions, and restricted payments | |||||
Revolving Credit Facility [Member] | Trade Letters of Credit and Stand-By Letters of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowing amount | 14,000,000 | |||||
Senior Secured Asset Based Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit agreement, maximum borrowing capacity | $ 1,500,000,000 | |||||
Unsecured Senior Debt [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Fair Value | $ 2,000,000,000 | $ 1,600,000,000 | ||||
Senior Notes [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | 2028-01 | |||||
3.375 % Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 3.375% | 3.375% | ||||
Debt instrument increased basis point | 0.50% | 0.25% | ||||
9.50 % Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate on notes | 9.50% | 9.50% | ||||
Debt instrument increased basis point | 0.50% | 0.25% |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 12 Months Ended | |
Jan. 28, 2023 USD ($) Shop | Jan. 29, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Number of full size Sephora shops opened during the period | Shop | 406 | |
Number of full size Sephora shops opened | Shop | 606 | |
Number of full size Sephora shops to be opened in 2023 | Shop | 250 | |
Operating lease option to extend reasonably certain of being exercised | $ 1,900 | |
Finance lease option to extend reasonably certain of being exercised | 3,200 | |
Lease legally binding payments for contract signed but not yet commenced | 36 | |
Gain on extinguishment of debt | $ (201) | |
Finance lease legally binding payments for contract signed but not yet commenced | $ 6 | |
Store [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Lease extension term | 5 years | |
Minimum [Member] | Store [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Lease initial term | 20 years | |
Lease renewal term | 4 years | |
Maximum [Member] | Store [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Lease initial term | 25 years | |
Lease renewal term | 8 years |
Leases - Summary of Operating a
Leases - Summary of Operating and Finance Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Assets | |||
Operating leases | $ 2,304 | $ 2,248 | |
Finance leases | $ 2,033 | $ 1,442 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property and equipment, net | Property and equipment, net | |
Total operating and finance leases | $ 4,337 | $ 3,690 | |
Current liabilities: | |||
Operating leases | 111 | 145 | |
Finance leases | $ 76 | $ 87 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Finance leases and financing obligations | Finance leases and financing obligations | |
Noncurrent | |||
Operating leases | $ 2,578 | $ 2,479 | |
Finance leases | $ 2,344 | $ 1,688 | |
Finance Lease Liability Noncurrent Statement Of Financial Position [Extensible List] | Finance leases and financing obligations | Finance leases and financing obligations | |
Total operating and finance leases | $ 5,109 | $ 4,399 | |
Income Statement | |||
Operating leases | 264 | 298 | $ 314 |
Finance Leases | |||
Amortization of leased assets | 126 | 98 | 79 |
Interest on leased assets | 140 | 111 | 102 |
Total operating and finance leases | 530 | 507 | 495 |
Cash paid for amounts included in measurement of leased liabilities | |||
Operating cash flows from operating leases | 266 | 311 | 305 |
Operating cash flows from finance leases | 133 | 105 | 102 |
Financing cash flows from finance leases | $ 86 | $ 93 | $ 69 |
Leases - Summary of Future Leas
Leases - Summary of Future Lease Payments (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Operating Leases | ||
Operating Leases, 2023 | $ 257 | |
Operating Leases, 2024 | 243 | |
Operating Leases, 2025 | 235 | |
Operating Leases, 2026 | 229 | |
Operating Leases, 2027 | 227 | |
Operating Leases, After 2027 | 3,501 | |
Total lease payments, Operating Leases | 4,692 | |
Amount representing interest, Operating Leases | (2,003) | |
Lease liabilities, Operating Leases | 2,689 | |
Finance Leases | ||
Finance Leases, 2023 | 214 | |
Finance Leases, 2024 | 208 | |
Finance Leases, 2025 | 204 | |
Finance Leases, 2026 | 203 | |
Finance Leases, 2027 | 204 | |
Finance Leases, After 2027 | 3,505 | |
Total lease payments, Finance Leases | 4,538 | |
Amount representing interest, Finance Leases | (2,118) | |
Lease liabilities, Finance Leases | 2,420 | |
Total | ||
2023 | 471 | |
2024 | 451 | |
2025 | 439 | |
2026 | 432 | |
2027 | 431 | |
After 2027 | 7,006 | |
Total lease payments | 9,230 | |
Amount representing interest | (4,121) | |
Lease liabilities | $ 5,109 | $ 4,399 |
Leases - Summary of Weighted-Av
Leases - Summary of Weighted-Average Remaining Lease Term and Discount Rates (Details) | Jan. 28, 2023 | Jan. 29, 2022 |
Leases [Abstract] | ||
Operating leases, Weighted-average remaining term (years) | 20 years | 20 years |
Finance leases, Weighted-average remaining term (years) | 20 years | 20 years |
Operating leases, Weighted-average discount rate | 6% | 6% |
Finance leases, Weighted-average discount rate | 6% | 7% |
Leases - Summary of Other Lease
Leases - Summary of Other Lease Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Property and equipment acquired through exchange of: | |||
Finance lease liabilities | $ 714 | $ 841 | $ 128 |
Operating lease liabilities | $ 179 | $ 2 | $ 165 |
Leases - Summary of Financing O
Leases - Summary of Financing Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Assets | |||
Financing obligations | $ 49 | $ 55 | |
Liabilities | |||
Current | 18 | 31 | |
Noncurrent | 442 | 445 | |
Total financing obligations | 460 | 476 | |
Income Statement | |||
Amortization of financing obligation assets | 7 | 10 | $ 11 |
Interest on financing obligations | 58 | 41 | 36 |
Total financing obligations | 65 | 51 | 47 |
Cash paid for amounts included in the measurement of financing obligations | |||
Operating cash flows from financing obligations | 56 | 40 | 36 |
Financing cash flows from financing obligations | 20 | 32 | 36 |
Proceeds from financing obligations | $ 11 | $ 15 | $ 9 |
Leases - Summary of Future Fina
Leases - Summary of Future Financing Obligation Payments (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Leases [Abstract] | ||
2023 | $ 77 | |
2024 | 77 | |
2025 | 76 | |
2026 | 74 | |
2027 | 71 | |
After 2027 | 904 | |
Total lease payments | 1,279 | |
Non-cash gain on future sale of property | 166 | |
Amount representing interest | (985) | |
Total financing obligations | $ 460 | $ 476 |
Leases - Summary of Weighted-_2
Leases - Summary of Weighted-Average Remaining Term and Discount Rate for Financing Obligations (Details) | 12 Months Ended | |
Jan. 28, 2023 | Jan. 29, 2022 | |
Leases [Abstract] | ||
Weighted-average remaining term (years) | 13 years | 10 years |
Weighted-average discount rate | 14% | 9% |
Leases - Summary of Cash Rent O
Leases - Summary of Cash Rent Out Flows for Operating Leases, Finance Leases, and Financing Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Leases [Abstract] | |||
Operating cash flows from operating leases | $ 266 | $ 311 | $ 305 |
Operating cash flows from finance leases | 133 | 105 | 102 |
Financing cash flows from finance leases | 86 | 93 | 69 |
Operating cash flows from financing obligations | 56 | 40 | 36 |
Financing cash flows from financing obligations | 20 | 32 | 36 |
Total cash rent | $ 561 | $ 581 | $ 548 |
Benefit Plans - Additional Info
Benefit Plans - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Retirement Benefits [Abstract] | |||
Percentage of maximum investment by participant | 99% | ||
Increase in percentage of participants 100% contribution fully matched per participants | 5% | ||
Non-qualified deferred compensation plan pre-tax compensation deferrals | 75% | ||
Deferrals and credited investment returns vesting percentage | 100% | ||
Employee stock ownership plan, defined contribution plan, non-qualified deferred compensation plan | $ 50 | $ 51 | $ 50 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Deferred Income Taxes (Details) - USD ($) $ in Millions | Jan. 28, 2023 | Jan. 29, 2022 |
Deferred tax liabilities: | ||
Property and equipment | $ 542 | $ 646 |
Lease assets | 1,140 | 974 |
Merchandise inventories | 33 | 24 |
Total deferred tax liabilities | 1,715 | 1,644 |
Deferred tax assets: | ||
Lease obligations | 1,448 | 1,267 |
Accrued and other liabilities, including stock-based compensation | 201 | 214 |
Federal benefit on state tax reserves | 26 | 30 |
Valuation allowance | (43) | (34) |
Total deferred tax assets | 1,632 | 1,477 |
Net deferred tax liability | $ 83 | $ 167 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Income Tax Examination [Line Items] | |||
Deferred tax asset | $ 1,632 | $ 1,477 | |
Income tax benefit due to change in federal income tax rate | (12) | 256 | $ (115) |
Income Tax Examination, Penalties and Interest Accrued | 41 | 43 | |
Income Tax Examination, Penalties and Interest Expense | (1) | 3 | $ 18 |
Unrecognized tax benefits that would impact effective tax rate | 202 | 256 | |
Income taxes payable, current | 12 | 106 | |
State and Local [Member] | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards, net of valuation allowance | 41 | 46 | |
State credit carryforwards, net of valuation allowance subject to expiration | $ 3 | 8 | |
Open Tax Year | 2013 | ||
State and Local [Member] | Minimum [Member] | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards expiration year | 2023 | ||
State and Local [Member] | Maximum [Member] | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards expiration year | 2043 | ||
Federal [Member] | Earliest Tax Year [Member] | |||
Income Tax Examination [Line Items] | |||
Open Tax Year | 2008 | ||
Federal [Member] | Latest Tax Year [Member] | |||
Income Tax Examination [Line Items] | |||
Open Tax Year | 2022 | ||
Other Long-term Assets [Member] | |||
Income Tax Examination [Line Items] | |||
Deferred tax asset | $ 46 | 39 | |
Income Taxes Receivable | 195 | 300 | |
Other Current Assets [Member] | |||
Income Tax Examination [Line Items] | |||
Income Taxes Receivable | $ 27 | $ 15 |
Income Taxes - Schedule of Co_2
Income Taxes - Schedule of Components of Provision for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Current federal | $ 39 | $ 311 | $ (439) |
Current state | 6 | 63 | 38 |
Deferred federal | (70) | (59) | 69 |
Deferred state | (14) | (34) | (51) |
(Benefit) provision for income taxes | $ (39) | $ 281 | $ (383) |
Income Taxes - Schedule of Item
Income Taxes - Schedule of Items Affecting Statutory Corporate Tax Rate (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Income Tax Disclosure [Abstract] | |||
Taxes computed at federal statutory rate | $ (12) | $ 256 | $ (115) |
State income taxes, net of federal tax benefit | (1) | 32 | (11) |
Federal NOL carryback | (4) | (360) | |
Uncertain tax positions | (16) | 7 | 106 |
Federal tax credits | (8) | (14) | (2) |
Other | (2) | 4 | (1) |
(Benefit) provision for income taxes | $ (39) | $ 281 | $ (383) |
Effective tax rate | 68.10% | 23.10% | 70.20% |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Gross Amount of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jan. 28, 2023 | Jan. 29, 2022 | |
Income Tax Disclosure [Abstract] | ||
Balance at beginning of year | $ 276 | $ 298 |
Increases due to tax positions taken in prior years | 1 | 12 |
Increases due to tax positions taken in current year | 7 | 27 |
Decreases due to tax positions taken in prior years | (57) | (53) |
Decreases due to settlements with taxing authorities | (2) | (3) |
Decreases due to lapse of applicable statute of limitations | (6) | (5) |
Balance at end of year | $ 219 | $ 276 |
Stock-Based Awards - Additional
Stock-Based Awards - Additional Information (Details) | 12 Months Ended | ||||
Apr. 18, 2019 Installment $ / shares shares | Jan. 28, 2023 USD ($) shares | Jan. 29, 2022 USD ($) shares | Jan. 30, 2021 USD ($) shares | Feb. 01, 2020 shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Authorized | 9,000,000 | ||||
Available for grant | 6,700,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ | $ 0 | ||||
Number of stock options outstanding | 0 | 12,000 | 36,000 | 87,000 | |
Aggregate fair value of awards at the time of vesting | $ | $ 41,000,000 | $ 42,000,000 | $ 56,000,000 | ||
Total share-based compensation expense net of forfeitures | $ | 30,000,000 | 48,000,000 | $ 40,000,000 | ||
Total unrecognized share-based compensation expense for al share-based payment plans | $ | $ 50,000,000 | ||||
Weighted average period, years | 1 year 6 months | ||||
Maximum [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $ | $ 1,000,000 | $ 1,000,000 | |||
Amazon [Member] | Commercial Agreement [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares to be purchased warrants | 1,747,441 | ||||
Exercise price of warrants | $ / shares | $ 69.68 | ||||
Estimated of fair value per warrant | $ / shares | $ 17.52 | ||||
Warrants, number of vesting annual installments | Installment | 5 | ||||
Warrants vest, beginning date | Jan. 15, 2020 | ||||
Warrants vest, ending date | Jan. 15, 2024 | ||||
Number of shares to be purchased warrants,vested | 1,397,953 | ||||
Number of shares to be purchased warrants, Unvested | 349,488 | ||||
Warrants vest, expiration date | Apr. 18, 2026 | ||||
Nonvested Restricted Stock Awards and Units [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
General term of a elected director, years | 5 years | ||||
Vesting term, years | 1 year |
Stock-Based Awards - Summary of
Stock-Based Awards - Summary of Nonvested Stock and Restricted Stock Unit Activity (Details) - Restricted Stock [Member] - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Intrinsic Value [Roll Forward] | |||
Balance at beginning of year, shares | 2,769 | 3,451 | 2,312 |
Granted, shares | 1,098 | 696 | 2,640 |
Vested, shares | (1,060) | (1,165) | (1,053) |
Forfeited, shares | (368) | (213) | (448) |
Balance at end of year, shares | 2,439 | 2,769 | 3,451 |
Balance at beginning of year, Weighted Average Grant Date Fair Value | $ 36.17 | $ 32.09 | $ 56.24 |
Granted, Weighted Average Grant Date Fair Value | 47.67 | 55.31 | 20.46 |
Vested, Weighted Average Grant Date Fair Value | 38.73 | 35.80 | 52.83 |
Forfeited, Weighted Average Grant Date Fair Value | 41.71 | 34.68 | 39.21 |
Balance at end of year, Weighted Average Grant Date Fair Value | $ 39.40 | $ 36.17 | $ 32.09 |
Stock-Based Awards - Summary _2
Stock-Based Awards - Summary of Performance Share Units (Details) - Performance Share Unit Activity [Member] - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Balance at beginning of year, shares | 856 | 1,037 | 1,274 |
Granted, shares | 553 | 225 | 699 |
Vested, shares | (211) | (826) | |
Forfeited, shares | (596) | (195) | (110) |
Balance at end of year, shares | 813 | 856 | 1,037 |
Balance at beginning of year, Weighted Average Grant Date Fair Value | $ 42.74 | $ 49.95 | $ 61.55 |
Granted, Weighted Average Grant Date Fair Value | 40.92 | 58.07 | 19.76 |
Vested, Weighted Average Grant Date Fair Value | 72.21 | 42.72 | |
Forfeited, Weighted Average Grant Date Fair Value | 36.79 | 66.88 | 46.79 |
Balance at end of year, Weighted Average Grant Date Fair Value | $ 45.87 | $ 42.74 | $ 49.95 |
Stock-Based Awards - Summary _3
Stock-Based Awards - Summary of Stock Option Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 28, 2023 | Jan. 29, 2022 | Jan. 30, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding [Roll Forward] | |||
Balance at beginning of year, shares | 12 | 36 | 87 |
Exercised, shares | (12) | (23) | |
Forfeited/expired, shares | (1) | (51) | |
Balance at end of year, shares | 0 | 12 | 36 |
Balance at beginning of year, Weighted Average Exercise Price (in dollars per share) | $ 48.66 | $ 52.15 | $ 51.78 |
Exercised, Weighted Average Exercise Price (in dollars per share) | $ 48.66 | 54 | |
Forfeited/expired, Weighted Average Exercise Price (in dollars per share) | 51.27 | 51.53 | |
Balance at end of year, Weighted Average Exercise Price (in dollars per share) | $ 48.66 | $ 52.15 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | Feb. 21, 2023 | Feb. 01, 2023 |
Subsequent Event [Line Items] | ||
Retirement of bond maturities | $ 164 | |
Interest rate on notes | 3.25% | |
Cash dividend, declared date | Feb. 21, 2023 | |
Cash dividend per share | $ 0.50 | |
Cash dividend, record date | Mar. 15, 2023 | |
Cash dividend to be paid date | Mar. 29, 2023 |