Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 28, 2017 | Feb. 28, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jan. 28, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | BKS | |
Entity Registrant Name | BARNES & NOBLE INC | |
Entity Central Index Key | 890,491 | |
Current Fiscal Year End Date | --04-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 72,468,178 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Sales | $ 1,300,908 | $ 1,413,947 | $ 3,073,338 | $ 3,287,160 |
Cost of sales and occupancy | 864,107 | 922,292 | 2,103,623 | 2,225,621 |
Gross profit | 436,801 | 491,655 | 969,715 | 1,061,539 |
Selling and administrative expenses | 278,962 | 322,652 | 801,499 | 885,063 |
Depreciation and amortization | 29,052 | 35,147 | 90,083 | 103,864 |
Operating income | 128,787 | 133,856 | 78,133 | 72,612 |
Interest expense, net and amortization of deferred financing fees | 2,076 | 1,976 | 5,666 | 7,233 |
Income before taxes | 126,711 | 131,880 | 72,467 | 65,379 |
Income taxes | 56,435 | 51,618 | 37,016 | 20,071 |
Net income from continuing operations | 70,276 | 80,262 | 35,451 | 45,308 |
Net loss from discontinued operations | (39,146) | |||
Net income | $ 70,276 | $ 80,262 | $ 35,451 | $ 6,162 |
Basic income (loss) per common share: | ||||
Income from continuing operations | $ 0.97 | $ 1.04 | $ 0.48 | $ 0.48 |
Loss from discontinued operations | (0.54) | |||
Basic income (loss) per common share | 0.97 | 1.04 | 0.48 | (0.06) |
Diluted income (loss) per common share: | ||||
Income from continuing operations | 0.96 | 1.04 | 0.48 | 0.48 |
Loss from discontinued operations | (0.54) | |||
Diluted income (loss) per common share | $ 0.96 | $ 1.04 | $ 0.48 | $ (0.06) |
Weighted average common shares outstanding: | ||||
Basic | 71,581 | 74,856 | 72,232 | 71,987 |
Diluted | 71,714 | 74,924 | 72,387 | 72,124 |
Dividends declared per common share | $ 0.15 | $ 0.15 | $ 0.45 | $ 0.45 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Net income | $ 70,276 | $ 80,262 | $ 35,451 | $ 6,162 |
Other comprehensive income, net of tax: | ||||
Decrease in postretirement plan liability (net of tax expense of $30) | 47 | |||
Total comprehensive income | $ 70,276 | $ 80,262 | $ 35,498 | $ 6,162 |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Decrease in postretirement plan liability, tax expense | $ 30 | $ 30 | $ 30 | $ 30 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 28, 2017 | Apr. 30, 2016 | Jan. 30, 2016 | ||
Current assets: | |||||
Cash and cash equivalents | $ 11,628 | $ 13,838 | $ 63,557 | ||
Receivables, net | 70,434 | 124,917 | 69,364 | ||
Merchandise inventories, net | 1,010,343 | 933,723 | 1,043,930 | ||
Prepaid expenses and other current assets | 62,164 | 105,912 | 66,674 | ||
Total current assets | 1,154,569 | 1,178,390 | 1,243,525 | ||
Property and equipment: | |||||
Land and land improvements | 2,541 | 2,541 | 2,541 | ||
Buildings and leasehold improvements | 1,060,416 | 1,058,452 | 1,047,357 | ||
Fixtures and equipment | 1,597,435 | 1,560,005 | 1,571,457 | ||
Property and equipment, gross | 2,660,392 | 2,620,998 | 2,621,355 | ||
Less accumulated depreciation and amortization | 2,378,925 | 2,322,418 | 2,314,176 | ||
Net property and equipment | 281,467 | 298,580 | 307,179 | ||
Goodwill | 211,276 | 211,276 | 215,197 | ||
Intangible assets, net | 310,369 | 310,904 | 311,066 | ||
Other non-current assets | 11,275 | 13,632 | 11,637 | ||
Total assets | 1,968,956 | [1] | 2,012,782 | 2,088,604 | [1] |
Current liabilities: | |||||
Accounts payable | 500,751 | 480,574 | 576,958 | ||
Accrued liabilities | 319,145 | 360,194 | 334,314 | ||
Gift card liabilities | 384,830 | 353,103 | 384,915 | ||
Total current liabilities | 1,204,726 | 1,193,871 | 1,296,187 | ||
Long-term debt | 18,200 | 47,200 | |||
Deferred taxes | 54,290 | 54,017 | 16,289 | ||
Other long-term liabilities | 105,212 | 114,184 | 138,668 | ||
Shareholders' equity: | |||||
Common stock; $0.001 par value; 300,000 shares authorized; 111,648, 110,740 and 111,228 shares issued, respectively | 112 | 112 | 111 | ||
Additional paid-in capital | 1,743,562 | 1,738,034 | 1,734,898 | ||
Accumulated other comprehensive income (loss) | 198 | 151 | (16,533) | ||
Retained earnings | (22,045) | (24,349) | 17,629 | ||
Treasury stock, at cost, 40,093, 36,797 and 37,941 shares, respectively | (1,135,299) | (1,110,438) | (1,098,645) | ||
Total shareholders' equity | 586,528 | 603,510 | 637,460 | ||
Commitments and contingencies | |||||
Total liabilities and shareholders' equity | $ 1,968,956 | $ 2,012,782 | $ 2,088,604 | ||
[1] | Excludes intercompany balances. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 28, 2017 | Apr. 30, 2016 | Jan. 30, 2016 |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 | 300,000,000 |
Common stock, shares issued | 111,648,000 | 111,228,000 | 110,740,000 |
Treasury stock, shares | 40,093,000 | 37,941,000 | 36,797,000 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Shareholders' Equity - 9 months ended Jan. 28, 2017 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Gains | Retained Earnings | Treasury Stock at Cost |
Balance at Apr. 30, 2016 | $ 603,510 | $ 112 | $ 1,738,034 | $ 151 | $ (24,349) | $ (1,110,438) |
Net income | 35,451 | 35,451 | ||||
Postretirement plan liability, net of tax | 47 | 47 | ||||
Exercise of 31 common stock options | 312 | 312 | ||||
Stock options and restricted stock tax expense | (318) | (318) | ||||
Stock-based compensation expense | 5,534 | 5,534 | ||||
Cash dividends declared | (33,005) | (33,005) | ||||
Accrued dividends for long-term incentive awards | (142) | (142) | ||||
Purchase of treasury stock related to stock-based compensation, 132 shares | (1,580) | (1,580) | ||||
Treasury stock repurchase plan, 2,020 shares | (23,281) | (23,281) | ||||
Balance at Jan. 28, 2017 | $ 586,528 | $ 112 | $ 1,743,562 | $ 198 | $ (22,045) | $ (1,135,299) |
Consolidated Statement of Chan8
Consolidated Statement of Changes in Shareholders' Equity (Parenthetical) | 9 Months Ended |
Jan. 28, 2017shares | |
Common stock options exercised, shares | 31,000 |
Purchase of treasury stock related to stock-based compensation, shares | 132,000 |
Treasury stock repurchased, shares | 2,019,798 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 28, 2017 | Jan. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 35,451 | $ 6,162 |
Net loss from discontinued operations | (39,146) | |
Net income from continuing operations | 35,451 | 45,308 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation and amortization (including amortization of deferred financing fees) | 91,545 | 106,657 |
Stock-based compensation expense | 5,534 | 10,943 |
Impairment charges | 93 | 3,922 |
Loss on disposal of property and equipment | 1,179 | 1,220 |
Net decrease in other long-term liabilities | (8,895) | (23,541) |
Net decrease (increase) in other non-current assets | 1,327 | (902) |
Changes in operating assets and liabilities, net | 32,189 | 101,543 |
Net cash flows provided by operating activities | 158,423 | 245,150 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (73,665) | (69,785) |
Net cash flows used in investing activities | (73,665) | (69,785) |
Cash flows from financing activities: | ||
Proceeds from credit facility | 897,878 | 659,400 |
Payments on credit facility | (926,878) | (659,400) |
Cash dividends paid | (32,955) | (34,811) |
Treasury stock repurchase plan | (23,281) | (16,489) |
Purchase of treasury stock related to stock-based compensation | (1,580) | (2,440) |
Payment of new credit facility related fees | (474) | (5,701) |
Proceeds from exercise of common stock options | 312 | 1,302 |
Excess tax benefit from stock-based compensation | 88 | 1,768 |
Cash dividends paid for long-term incentive awards | (78) | |
Cash settlement of equity award | (8,022) | |
Cash dividends paid to preferred shareholders | (3,941) | |
Inducement fee paid upon conversion of Series J preferred stock | (3,657) | |
Net cash flows used in financing activities | (86,968) | (71,991) |
Cash flows from discontinued operations: | ||
Operating cash flows | (86,384) | |
Investing cash flows | (11,764) | |
Financing cash flows (including cash at date of Spin-Off) | (16,029) | |
Net cash flows used in discontinued operations | (114,177) | |
Net decrease in cash and cash equivalents | (2,210) | (10,803) |
Cash and cash equivalents at beginning of period | 13,838 | 74,360 |
Cash and cash equivalents at end of period | 11,628 | 63,557 |
Changes in operating assets and liabilities, net: | ||
Receivables, net | 54,483 | (9,099) |
Merchandise inventories, net | (76,620) | (48,192) |
Prepaid expenses and other current assets | 43,718 | 27,291 |
Accounts payable, accrued liabilities and gift card liabilities | 10,608 | 131,543 |
Changes in operating assets and liabilities, net | 32,189 | 101,543 |
Interest | 4,125 | 11,105 |
Income taxes (net of refunds) | (18,027) | 7,724 |
Non-cash financing activity: | ||
Accrued dividends for long-term incentive awards | 514 | 326 |
Cash dividends accrued | $ 50 | |
Dividends to preferred stockholders paid in shares | 1,783 | |
Issuance of common stock upon conversion of Series J preferred stock | $ 200,262 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jan. 28, 2017 | |
Basis of Presentation | The unaudited consolidated financial statements include the accounts of Barnes & Noble, Inc. and its subsidiaries (collectively, Barnes & Noble or the Company). In the opinion of the Company’s management, the accompanying unaudited consolidated financial statements of the Company contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly its consolidated financial position as of January 28, 2017 and the results of its operations for the 13 and 39 weeks and its cash flows for the 39 weeks then ended. These consolidated financial statements are condensed and therefore do not include all of the information and footnotes required by generally accepted accounting principles. The consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K Due to the seasonal nature of the business, the results of operations for the 39 weeks ended January 28, 2017 are not indicative of the results expected for the 52 weeks ending April 29, 2017 (fiscal 2017). |
Separation of Barnes & Noble Ed
Separation of Barnes & Noble Education, Inc. | 9 Months Ended |
Jan. 28, 2017 | |
Separation of Barnes & Noble Education, Inc. | 1. Separation of Barnes & Noble Education, Inc. On February 26, 2015, Barnes & Noble announced plans for the legal and structural separation of Barnes & Noble Education, Inc. (Barnes & Noble Education or B&N Education) (formerly known as NOOK Media Inc.) from Barnes & Noble into an independent public company (the Spin-Off). On July 14, 2015, the Barnes & Noble board of directors (the Board) approved the final distribution ratio and declared a pro rata dividend of the outstanding shares of B&N Education common stock, which resulted in the complete legal and structural separation of the two companies. The distribution was subject to the satisfaction or waiver of certain conditions as set forth in B&N Education’s Registration Statement on Form S-1, On August 2, 2015, Barnes & Noble completed the Spin-Off Spin-Off, Spin-Off, In connection with the separation of B&N Education, the Company and B&N Education entered into a Separation and Distribution Agreement on July 14, 2015 and several other ancillary agreements on August 2, 2015. These agreements govern the relationship between the Company and B&N Education after the separation and allocate between the Company and B&N Education various assets, liabilities, rights and obligations following the separation, including employee benefits, intellectual property, information technology, insurance and tax-related assets This Spin-Off non-taxable |
History of Barnes & Noble Educa
History of Barnes & Noble Education, Inc. | 9 Months Ended |
Jan. 28, 2017 | |
History of Barnes & Noble Education, Inc. | 2. History of Barnes & Noble Education, Inc. On September 30, 2009, Barnes & Noble acquired Barnes & Noble College Booksellers, LLC (B&N College) from Leonard and Louise Riggio. From that date until October 4, 2012, B&N College was wholly owned by Barnes & Noble Booksellers, Inc. B&N Education was initially incorporated under the name NOOK Media Inc. in July 2012 to hold Barnes & Noble’s B&N College and NOOK digital businesses. On October 4, 2012, Microsoft Corporation (Microsoft) acquired a 17.6% non-controlling On January 22, 2013, Pearson Education, Inc. (Pearson) acquired a 5% non-controlling On December 4, 2014, B&N Education re-acquired re-acquired Spin-Off, On May 1, 2015, B&N Education distributed to Barnes & Noble all of the membership interests in B&N Education’s NOOK digital business. As a result, B&N Education ceased to own any interest in the NOOK digital business, which remains a wholly owned subsidiary of Barnes & Noble. |
Discontinued Operations of Barn
Discontinued Operations of Barnes & Noble Education, Inc. | 9 Months Ended |
Jan. 28, 2017 | |
Discontinued Operations of Barnes & Noble Education, Inc. | 3. Discontinued Operations of Barnes & Noble Education, Inc. The Company has recognized the separation of B&N Education in accordance with Accounting Standards Codification (ASC) 205-20, Discontinued Operations Discontinued operations in the 39 weeks ended January 30, 2016 primarily consisted of pre-spin Spin-Off), The following unaudited financial information presents the discontinued operations for the 39 weeks ended January 30, 2016: 39 weeks ended January 30, Sales $ 238,983 Cost of sales and occupancy 186,697 Gross profit 52,286 Selling and administrative expenses 94,933 Depreciation and amortization 13,100 Operating loss from discontinued operations (55,747 ) Interest expense, net and amortization of deferred financing fees 3 Loss before taxes from discontinued operations (55,750 ) Income taxes (16,604 ) Net loss from discontinued operations $ (39,146 ) |
EBook Settlement
EBook Settlement | 9 Months Ended |
Jan. 28, 2017 | |
EBook Settlement | 4. EBook Settlement The Company provided credits to eligible customers resulting from the settlement reached with Apple Inc. (Apple) in an antitrust lawsuit filed by various State Attorneys General and private class plaintiffs regarding the price of digital books. The Company’s customers were entitled to $95,707 in total credits as a result of the settlement, which is funded by Apple. If a customer’s credit is not used to make a purchase within one year, the entire credit will expire. The Company estimated total activations of $59,251 through June 2017, which are recorded as a liability to customers to the extent they have not yet been activated and as a receivable from the Apple settlement fund to the extent they have not yet been reimbursed. As of January 28, 2017, the Company’s customers had activated $56,024 in credits, of which $48,220 were redeemed. Total receivables from the Apple settlement fund were $5,064 as of January 28, 2017. |
Merchandise Inventories
Merchandise Inventories | 9 Months Ended |
Jan. 28, 2017 | |
Merchandise Inventories | 5. Merchandise Inventories Merchandise inventories are stated at the lower of cost or market. Cost is determined primarily by the retail inventory method under the first-in, first-out Market is determined based on the estimated net realizable value, which is generally the selling price. Reserves for non-returnable non-returnable The Company also estimates and accrues shortage for the period between the last physical count of inventory and the balance sheet date. Shortage rates are estimated and accrued based on historical rates and can be affected by changes in merchandise mix and changes in actual shortage trends. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Jan. 28, 2017 | |
Revenue Recognition | 6. Revenue Recognition Revenue from sales of the Company’s products is recognized at the time of sale or shipment, other than those with multiple elements and Free On Board (FOB) destination point shipping terms. The Company accrues for estimated sales returns in the period in which the related revenue is recognized based on historical experience. ECommerce revenue from sales of products ordered through the Company’s websites is recognized upon estimated delivery and receipt of the shipment by its customers. Freight costs are included within the Company’s cost of sales and occupancy. Sales taxes collected from retail customers are excluded from reported revenues. All of the Company’s sales are recognized as revenue on a “net” basis, including sales in connection with any periodic promotions offered to customers. The Company does not treat any promotional offers as expenses. In accordance with ASC 605-25, Revenue Recognition, Multiple-Element Arrangements, 2009-13 2009-14, ® The Company includes post-service customer support (PCS) in the form of software updates and potential increased functionality on a when-and-if-available ® ® 2-year ® The average percentage of a NOOK ® 2-year ® The Company also pays certain vendors who distributed NOOK ® ® 605-45-45, Reporting Revenue Gross as a Principal versus Net as an Agent The Company rents physical textbooks. Revenue from the rental of physical textbooks is deferred and recognized over the rental period commencing at point of sale. The Company offers a buyout option to allow the purchase of a rented book at the end of the semester. The Company records the buyout purchase when the customer exercises and pays the buyout option price. In these instances, the Company would accelerate any remaining deferred rental revenue at the point of sale. NOOK acquires the rights to distribute digital content from publishers and distributes the content on www.barnesandnoble.com, NOOK ® The Barnes & Noble Member Program offers members greater discounts and other benefits for products and services, as well as exclusive offers and promotions via e-mail non-refundable 12-month In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers 2014-09). 2014-09, 2015-14, 2016-08, 2016-10, 2016-12 2016-20, |
Research and Development Costs
Research and Development Costs for Software Products | 9 Months Ended |
Jan. 28, 2017 | |
Research and Development Costs for Software Products | 7. Research and Development Costs for Software Products The Company follows the guidance in ASC 985-20, Cost of Software to Be Sold, Leased or Marketed |
Internal-Use Software and Websi
Internal-Use Software and Website Development Costs | 9 Months Ended |
Jan. 28, 2017 | |
Internal-Use Software and Website Development Costs | 8. Internal-Use Direct costs incurred to develop software for internal use and website development costs are capitalized and amortized over an estimated useful life of three to seven years. The Company capitalized costs, primarily related to labor, consulting, hardware and software, of $14,696 and $24,158 during the 39 weeks ended January 28, 2017 and January 30, 2016, respectively. Amortization of previously capitalized amounts was $5,403 and $7,584 during the 13 weeks ended January 28, 2017 and January 30, 2016, respectively, and $18,152 and $22,826 during the 39 weeks ended January 28, 2017 and January 30, 2016, respectively. Costs related to the design or maintenance of internal-use |
Net Earnings (Loss) per Share
Net Earnings (Loss) per Share | 9 Months Ended |
Jan. 28, 2017 | |
Net Earnings (Loss) per Share | 9. Net Earnings (Loss) per Share In accordance with ASC 260-10-45, Share-Based Payment Arrangements and Participating Securities and the Two-Class non-forfeitable Basic earnings per common share are calculated by dividing the net income, adjusted for preferred dividends and income allocated to participating securities, by the weighted average number of common shares outstanding during the period. Diluted net income per common share reflects the dilution that would occur if any potentially dilutive instruments were exercised or converted into common shares. The dilutive effect of participating securities is calculated using the more dilutive of the treasury stock method or two-class During periods of net loss, no effect is given to the participating securities because they do not share in the losses of the Company. The Company’s outstanding non-participating two-class The following is a reconciliation of the Company’s basic and diluted income (loss) per share calculation: 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Numerator for basic income (loss) per share: Net income from continuing operations $ 70,276 80,262 $ 35,451 45,308 Inducement fee paid upon conversion of Series J preferred stock — — — (3,657 ) Preferred stock dividends paid in shares — — — (1,783 ) Accretion of dividends on preferred stock — — — (4,204 ) Less allocation of dividends to participating securities (168 ) (307 ) (559 ) (999 ) Less allocation of undistributed earnings to participating securities (948 ) (1,871 ) (42 ) — Net income from continuing operations available to common shareholders $ 69,160 78,084 $ 34,850 34,665 Net loss from discontinued operations available to common shareholders — — — (39,146 ) Net income (loss) available to common shareholders $ 69,160 78,084 $ 34,850 (4,481 ) Numerator for diluted income (loss) per share: Net income from continuing operations available to common shareholders $ 69,160 78,084 $ 34,850 34,665 Accretion of dividends on preferred stock (a) — — — — Allocation of undistributed earnings to participating securities 948 1,871 42 — Less diluted allocation of undistributed earnings to participating securities (946 ) (1,869 ) (42 ) — Net income from continuing operations available to common shareholders $ 69,162 78,086 $ 34,850 34,665 Net loss from discontinued operations available to common shareholders — — — (39,146 ) Net income (loss) available to common shareholders $ 69,162 78,086 $ 34,850 (4,481 ) Denominator for basic income (loss) per share: Basic weighted average common shares 71,581 74,856 72,232 71,987 Denominator for diluted income (loss) per share: Basic weighted average common shares 71,581 74,856 72,232 71,987 Average dilutive options 68 68 77 136 Average dilutive non-participating 65 — 78 1 Diluted weighted average common shares 71,714 74,924 72,387 72,124 Basic income (loss) per common share: Income from continuing operations $ 0.97 1.04 $ 0.48 0.48 Loss from discontinued operations — — — (0.54 ) Basic income (loss) per common share $ 0.97 1.04 $ 0.48 (0.06 ) Diluted income (loss) per common share: Income from continuing operations $ 0.96 1.04 $ 0.48 0.48 Loss from discontinued operations — — — (0.54 ) Diluted income (loss) per common share $ 0.96 1.04 $ 0.48 (0.06 ) (a) Although the Company was in a net income position during the 39 weeks ended January 30, 2016, the dilutive effect of the Company’s convertible preferred shares were excluded from the calculation of income per share using the two-class |
Segment Reporting
Segment Reporting | 9 Months Ended |
Jan. 28, 2017 | |
Segment Reporting | 10. Segment Reporting The Company’s two operating segments are B&N Retail and NOOK. B&N Retail This segment includes 634 bookstores as of January 28, 2017, primarily under the Barnes & Noble Booksellers trade name. These Barnes & Noble stores generally offer a comprehensive trade book title base, a café, and departments dedicated to Juvenile, Toys & Games, DVDs, Music & Vinyl, Gift, Magazine, Bargain products and a dedicated NOOK ® NOOK This segment includes the Company’s digital business, including the development and support of the Company’s NOOK ® ® Summarized financial information concerning the Company’s reportable segments is presented below: Sales by Segment 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 1,276,039 1,378,887 $ 2,988,471 3,178,590 NOOK 38,434 51,737 114,524 149,568 Elimination (a) (13,565 ) (16,677 ) (29,657 ) (40,998 ) Total $ 1,300,908 1,413,947 $ 3,073,338 3,287,160 Sales by Product Line 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Media (b) 66 % 67 % 69 % 70 % Digital (c) 3 % 4 % 3 % 5 % Other (d) 31 % 29 % 28 % 25 % Total 100 % 100 % 100 % 100 % Depreciation and Amortization 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 25,236 26,853 $ 74,756 78,079 NOOK 3,816 8,294 15,327 25,785 Total $ 29,052 35,147 $ 90,083 103,864 Operating Income (Loss) 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 134,991 153,304 $ 106,541 148,166 NOOK (6,204 ) (19,448 ) (28,408 ) (75,554 ) Total $ 128,787 133,856 $ 78,133 72,612 Capital Expenditures 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 19,615 15,507 $ 68,822 60,051 NOOK 2,313 3,558 4,843 9,734 Total $ 21,928 19,065 $ 73,665 69,785 Total Assets (e) As of As of B&N Retail $ 1,924,220 2,013,282 NOOK 44,736 75,322 Total $ 1,968,956 2,088,604 (a) Represents sales from NOOK to B&N Retail on a sell-through basis. (b) Includes tangible books, music, movies, rentals and newsstand. (c) Includes NOOK ® (d) Includes Toys & Games, café products, gifts and miscellaneous other. (e) Excludes intercompany balances. A reconciliation of operating income from reportable segments to income from continuing operations before taxes in the consolidated financial statements is as follows: 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Reportable segments operating income $ 128,787 133,856 $ 78,133 72,612 Interest expense, net and amortization of deferred financing costs 2,076 1,976 5,666 7,233 Consolidated income before taxes $ 126,711 131,880 $ 72,467 65,379 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 9 Months Ended |
Jan. 28, 2017 | |
Intangible Assets and Goodwill | 11. Intangible Assets and Goodwill As of January 28, 2017 Amortizable Intangible Assets Useful Gross Carrying Accumulated Total Technology 5-10 $ 10,710 (9,895 ) $ 815 Distribution contracts 10 8,325 (8,127 ) 198 Other 3-10 6,418 (6,356 ) 62 $ 25,453 (24,378 ) $ 1,075 Unamortizable Intangible Assets Trade name $ 293,400 Publishing contracts 15,894 $ 309,294 Total amortizable and unamortizable intangible assets as of January 28, 2017 $ 310,369 As of January 30, 2016 Amortizable Intangible Assets Useful Gross Carrying Accumulated Total Technology 5-10 $ 10,710 (9,487 ) $ 1,223 Distribution contracts 10 8,325 (7,831 ) 494 Other 3-10 6,350 (6,295 ) 55 $ 25,385 (23,613 ) $ 1,772 Unamortizable Intangible Assets Trade name $ 293,400 Publishing contracts 15,894 $ 309,294 Total amortizable and unamortizable intangible assets as of January 30, 2016 $ 311,066 All amortizable intangible assets are being amortized over their useful life on a straight-line basis. Aggregate Amortization Expense For the 39 weeks ended January 28, 2017 $ 577 For the 39 weeks ended January 30, 2016 $ 825 Estimated Amortization Expense (12 months ending on or about April 30) 2017 $ 770 2018 $ 558 2019 $ 324 The carrying amount of goodwill was $211,276 and $215,197 as of January 28, 2017 and January 30, 2016, respectively. |
Gift Cards
Gift Cards | 9 Months Ended |
Jan. 28, 2017 | |
Gift Cards | 12. Gift Cards The Company sells gift cards, which can be used in its stores, on www.barnesandnoble.com, on NOOK ® 12-month th The Company recognized gift card breakage of $20,805 and $13,522 during the 13 weeks ended January 28, 2017 and January 30, 2016, respectively, and $30,561 and $24,110 during the 39 weeks ended January 28, 2017 and January 30, 2016, respectively. The Company had gift card liabilities of $384,830 and $384,915 as of January 28, 2017 and January 30, 2016, respectively. Gift card breakage increased over last year as redemptions continue to run lower than historical patterns. |
Other Long-Term Liabilities
Other Long-Term Liabilities | 9 Months Ended |
Jan. 28, 2017 | |
Other Long-Term Liabilities | 13. Other Long-Term Liabilities Other long-term liabilities consist primarily of deferred rent, tax liabilities and reserves, long-term insurance liabilities and asset retirement obligations. The Company provides for minimum rent expense over the lease terms (including the build-out January 28, January 30, April 30, Deferred rent $ 62,394 74,835 70,006 Tax liabilities and reserves 9,157 32,601 13,758 Insurance liabilities 14,998 15,689 15,219 Asset retirement obligations 13,381 12,171 11,268 Other 5,282 3,372 3,933 Total other long-term liabilities $ 105,212 138,668 114,184 |
Income Taxes
Income Taxes | 9 Months Ended |
Jan. 28, 2017 | |
Income Taxes | 14. Income Taxes The Company recorded an income tax provision of $56,435 on a pre-tax pre-tax non-deductible The Company recorded an income tax provision of $37,016 on a pre-tax pre-tax non-deductible The Company believes that it is reasonably possible that the total amount of unrecognized tax benefits at January 28, 2017 could decrease by approximately $5,808 within the next twelve months, as a result of settlement of certain tax audits or lapses of statutes of limitations, which could impact the effective tax rate. |
Fair Values of Financial Instru
Fair Values of Financial Instruments | 9 Months Ended |
Jan. 28, 2017 | |
Fair Values of Financial Instruments | 15. Fair Values of Financial Instruments In accordance with ASC 820, Fair Value Measurements and Disclosures Level 1 – Observable inputs that reflect quoted prices in active markets Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable Level 3 – Unobservable inputs in which little or no market data exists, therefore requiring the Company to develop its own assumptions The Company’s financial instruments include cash, receivables, gift cards, accrued liabilities, accounts payable and its credit facility. The fair values of cash, receivables, gift cards, accrued liabilities and accounts payable approximate carrying values because of the short-term nature of these instruments. The Company believes that its credit facility approximates fair value since interest rates are adjusted to reflect current rates. |
Credit Facility
Credit Facility | 9 Months Ended |
Jan. 28, 2017 | |
Credit Facility | 16. Credit Facility Prior to August 3, 2015, the Company was party to an amended and restated credit facility with Bank of America, N.A., as administrative agent, collateral agent and swing line lender, and other lenders, dated as of April 29, 2011 (as amended and modified through August 3, 2015, the Prior Credit Facility), consisting of up to $1,000,000 in aggregate commitments under a five-year asset-backed revolving credit facility, which was scheduled to expire on April 29, 2016. On August 3, 2015, the Company and certain of its subsidiaries entered into a credit agreement (New Credit Agreement) with Bank of America, N.A., as administrative agent, collateral agent and swing line lender, and the other lenders from time to time party thereto, under which the lenders committed to provide a five-year asset-backed revolving credit facility in an aggregate committed principal amount of up to $700,000 (Revolving Credit Facility). On September 30, 2016, the Company amended the New Credit Agreement to provide for a new “first-in, last-out” Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Wells Fargo Bank, N.A. and SunTrust Robinson Humphrey, Inc. are the joint lead arrangers for the New Credit Facility. The New Credit Facility replaced the Prior Credit Facility. Proceeds from the New Credit Facility are used for general corporate purposes, including seasonal working capital needs. The Company and certain of its subsidiaries are permitted to borrow under the New Credit Facility. The New Credit Facility is secured by substantially all of the inventory, accounts receivable and related assets of the borrowers under the New Credit Facility (collectively, the Loan Parties), but excluding the equity interests in the Company and its subsidiaries, intellectual property, equipment and certain other property. Borrowings under the New Credit Facility are limited to a specified percentage of eligible collateral. The Company has the option to request an increase in commitments under the New Credit Facility of up to $250,000, subject to certain restrictions. Interest under the Revolving Credit Facility accrues, at the election of the Company, at a LIBOR or alternate base rate, plus, in each case, an applicable interest rate margin, which is determined by reference to the level of excess availability under the Revolving Credit Facility. Through the end of the fiscal quarter during which the closing of the Revolving Credit Facility occurred, loans under the Revolving Credit Facility bore interest at LIBOR plus 1.750% per annum, in the case of LIBOR borrowings, or at the alternate base rate plus 0.750% per annum, in the alternative, and thereafter the interest rate began to fluctuate between LIBOR plus 2.000% per annum and LIBOR plus 1.500% per annum (or between the alternate base rate plus 1.000% per annum and the alternate base rate plus 0.500% per annum), based upon the average daily availability under the Revolving Credit Facility for the immediately preceding fiscal quarter. Interest under the FILO Credit Facility accrues, at the election of the Company, at a LIBOR or alternate base rate, plus, in each case, an applicable interest rate margin, which is also determined by reference to the level of excess availability under the Revolving Credit Facility. Loans under the FILO Credit Facility bear interest at 1.000% per annum more than loans under the Revolving Credit Facility. The New Credit Agreement contains customary negative covenants, which limit the Company’s ability to incur additional indebtedness, create liens, make investments, make restricted payments or specified payments and merge or acquire assets, among other things. In addition, if excess availability under the New Credit Facility were to fall below certain specified levels, certain additional covenants (including fixed charge coverage ratio requirements) would be triggered, and the lenders would assume dominion and control over the Loan Parties’ cash. The New Credit Agreement contains customary events of default, including payment defaults, material breaches of representations and warranties, covenant defaults, default on other material indebtedness, customary ERISA events of default, bankruptcy and insolvency, material judgments, invalidity of liens on collateral, change of control or cessation of business. The New Credit Agreement also contains customary affirmative covenants and representations and warranties. The Company wrote off $460 of deferred financing fees related to the Prior Credit Facility during the second quarter of fiscal 2016 and the remaining unamortized deferred financing fees of $3,542 were deferred and are being amortized over the five-year term of the New Credit Facility. The Company also incurred $5,701 of fees to secure the New Credit Facility, which are being amortized over the five-year term accordingly. During the second quarter of fiscal 2017, the Company incurred $474 of fees to secure the FILO Credit Facility, which are being amortized over the same term as the New Credit Facility. The Company had $18,200 and $0 of outstanding debt under the New Credit Facility as of January 28, 2017 and January 30, 2016, respectively. The Company had $38,895 and $47,895 of outstanding letters of credit under its New Credit Facility as of January 28, 2017 and January 30, 2016, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Jan. 28, 2017 | |
Stock-Based Compensation | 17. Stock-Based Compensation For the 13 and 39 weeks ended January 28, 2017 and January 30, 2016, the Company recognized stock-based compensation expense in selling and administrative expenses as follows: 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Restricted Stock Expense $ 210 210 $ 700 600 Restricted Stock Units Expense 2,004 2,573 4,114 9,487 Performance-Based Stock Unit Expense 158 189 720 439 Stock Option Expense — 27 — 417 Stock-Based Compensation Expense $ 2,372 2,999 $ 5,534 10,943 |
CEO Departure
CEO Departure | 9 Months Ended |
Jan. 28, 2017 | |
CEO Departure | 18. CEO Departure On October 26, 2016, the Company entered into a release agreement (the Release Agreement) with its former Chief Executive Officer, Ronald D. Boire. Under the Release Agreement, Mr. Boire and the Company agreed to release claims against each other in connection with Mr. Boire’s termination of employment in exchange for a cash payment contemplated by his employment agreement. In connection with the execution of the Release Agreement, Mr. Boire also agreed to forfeit all equity awards that were granted to him by the Company. The cash payment in connection with the Release Agreement totaled $4,826. The Company has previously recognized $1,933 in expense relating to the equity awards granted to Mr. Boire during his employment. Taking into account the reversal of those expenses, the Company recorded a net charge related to the cash payment to Mr. Boire in connection with the Release Agreement of $2,892 within selling and administrative expenses during the second quarter of fiscal 2017. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefit Plans | 9 Months Ended |
Jan. 28, 2017 | |
Pension and Other Postretirement Benefit Plans | 19. Pension and Other Postretirement Benefit Plans As of December 31, 1999, substantially all employees of the Company were covered under a non-contributory On June 18, 2014, the Company’s Board of Directors approved a resolution to terminate the Pension Plan. The Pension Plan termination was effective November 1, 2014 and the accrued benefit for active participants was vested as of such date. As a result of the Pension Plan termination, pension liability and other comprehensive loss increased by $15,747, before tax, during the 13 weeks ended August 2, 2014. The pension liability was settled in either a lump-sum lump-sum tax-qualified The net impact of the Pension Plan termination, special lump-sum In fiscal 2016, there was a final Pension Plan termination lump-sum lump-sum lump-sum Pension expense was $(174) and $1,247 for the 13 weeks ended January 28, 2017 and January 30, 2016, respectively, and $276 and $3,930 for the 39 weeks ended January 28, 2017 and January 30, 2016, respectively. There were no pension liabilities recorded at January 28, 2017. Pension liabilities were $13,047 at January 30, 2016 and recorded within accrued liabilities. The Company maintains a defined contribution plan (the Savings Plan) for the benefit of substantially all employees. Total Company contributions charged to employee benefit expenses for the Savings Plan were $2,621 and $3,058 for the 13 weeks ended January 28, 2017 and January 30, 2016, respectively, and $8,782 and $9,231 for the 39 weeks ended January 28, 2017 and January 30, 2016, respectively. |
Samsung Commercial Agreement
Samsung Commercial Agreement | 9 Months Ended |
Jan. 28, 2017 | |
Samsung Commercial Agreement | 20. Samsung Commercial Agreement On June 4, 2014, NOOK Digital, LLC (NOOK Digital) (formerly NOOK Media Sub and barnesandnoble.com llc), a wholly owned subsidiary of B&N Education as of such date and a subsidiary of Barnes & Noble, entered into a commercial agreement (Agreement) with Samsung Electronics America, Inc. (Samsung) relating to tablets. Pursuant to the Agreement, NOOK Digital, after good faith consultations with Samsung and subject to Samsung’s agreement, selected Samsung tablet devices under development to be customized and co-branded co-branded ® Under the Agreement, NOOK Digital committed to purchase a minimum of 1,000,000 NOOK ® co-branded co-branded 12-month co-branded NOOK Digital and Samsung have agreed to coordinate customer service for the co-branded ® co-branded ® The Agreement had a two-year On May 17, 2016, NOOK Digital and Samsung amended the Agreement, pursuant to which NOOK Digital agreed to a minimum purchase commitment during the first 12 months after launch of any co-branded ® |
Series J Preferred Stock
Series J Preferred Stock | 9 Months Ended |
Jan. 28, 2017 | |
Series J Preferred Stock | 21. Series J Preferred Stock On August 18, 2011, the Company entered into an investment agreement between the Company and Liberty GIC, Inc. (Liberty), pursuant to which the Company issued and sold to Liberty, and Liberty purchased, 204,000 shares of the Company’s Series J Preferred Stock, par value $0.001 per share (Preferred Stock), for an aggregate purchase price of $204,000 in a private placement exempt from the registration requirements of the 1933 Act. The shares of Preferred Stock were convertible, at the option of the holders, into shares of Common Stock representing 16.6% of the Common Stock outstanding as of August 29, 2011 (after giving pro forma effect to the issuance of the Preferred Stock) based on the initial conversion rate. The initial conversion rate reflected an initial conversion price of $17.00 and was subject to adjustment in certain circumstances. The initial dividend rate for the Preferred Stock was equal to 7.75% per annum of the initial liquidation preference of the Preferred Stock paid quarterly and subject to adjustment in certain circumstances. On April 8, 2014, Liberty sold the majority of its shares to qualified institutional buyers in reliance on Rule 144A under the Securities Act and had retained an approximate 10% stake of its initial investment. As a result, Liberty no longer had the right to elect two preferred stock directors to the Company’s Board. Additionally, the consent rights and pre-emptive On June 5, 2015, the Company entered into conversion agreements with five beneficial owners (Series J Holders) of its Preferred Stock, pursuant to which each of the Series J Holders had agreed to convert (Conversion) shares of Preferred Stock it beneficially owned into shares of the Company’s common stock, par value $0.001 per share (Company Common Stock), and additionally received a cash payment from the Company in connection with the Conversion. On July 9, 2015, the Company completed the Conversion. Pursuant to the terms of the Conversion Agreements, the Series J Holders converted an aggregate of 103,995 shares of Preferred Stock into 6,117,342 shares of Company Common Stock, and made an aggregate cash payment to the Series J Holders of $3,657 plus cash in lieu of fractional shares in connection with the Conversion. The number of shares of Company Common Stock issued was determined based on a conversion ratio of 58.8235 shares of Company Common Stock per share of Preferred Stock converted, which was the conversion rate in the Certificate of the Designations with respect to the Preferred Stock, dated as of August 18, 2011. On July 10, 2015, the Company gave notice of its exercise of the right to force conversion of all outstanding shares of its Senior Convertible Redeemable Series J Preferred Stock into Company Common Stock pursuant to Section 9 of the Certificate of Designations, Preferences and Relative Participating, Optional and Other Special Rights and Qualifications, Limitations and Restrictions of Series J Preferred Stock, dated as of August 18, 2011 (the Forced Conversion). The effective date of the Forced Conversion was July 24, 2015. On the date of the Forced Conversion, each share of Series J Preferred Stock was automatically converted into 59.8727 shares of Company Common Stock, which included shares of Company Common Stock reflecting accrued and unpaid dividends on Series J Preferred Stock. Each holder of Series J Preferred Stock received whole shares of Company Common Stock and a cash amount in lieu of fractional shares of Company Common Stock. As a result of the transactions described above, all shares of Series J Preferred Stock were retired by the Company and are no longer outstanding. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended |
Jan. 28, 2017 | |
Shareholders' Equity | 22. Shareholders’ Equity On October 20, 2015, the Company’s Board of Directors authorized a new stock repurchase program of up to $50,000 of its common shares. Stock repurchases under this program may be made through open market and privately negotiated transactions from time to time and in such amounts as management deems appropriate. The repurchase program has no expiration date and may be suspended or discontinued at any time. The Company’s repurchase plan is intended to comply with the requirements of Rule 10b5-1 10b-18 |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Jan. 28, 2017 | |
Legal Proceedings | 23. Legal Proceedings The Company is involved in a variety of claims, suits, investigations and proceedings that arise from time to time in the ordinary course of its business, including actions with respect to contracts, intellectual property, taxation, employment, benefits, securities, personal injuries and other matters. The results of these proceedings in the ordinary course of business are not expected to have a material adverse effect on the Company’s consolidated financial position or results of operations. The Company records a liability when it believes that it is both probable that a liability will be incurred, and the amount of loss can be reasonably estimated. The Company evaluates, at least quarterly, developments in its legal matters that could affect the amount of liability that has been previously accrued and makes adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount of a loss or potential loss. The Company may be unable to reasonably estimate the reasonably possible loss or range of loss for a particular legal contingency for various reasons, including, among others: (i) if the damages sought are indeterminate; (ii) if proceedings are in the early stages; (iii) if there is uncertainty as to the outcome of pending proceedings (including motions and appeals); (iv) if there is uncertainty as to the likelihood of settlement and the outcome of any negotiations with respect thereto; (v) if there are significant factual issues to be determined or resolved; (vi) if the proceedings involve a large number of parties; (vii) if relevant law is unsettled or novel or untested legal theories are presented; or (viii) if the proceedings are taking place in jurisdictions where the laws are complex or unclear. In such instances, there is considerable uncertainty regarding the ultimate resolution of such matters, including a possible eventual loss, if any. Legal matters are inherently unpredictable and subject to significant uncertainties, some of which are beyond the Company’s control. As such, there can be no assurance that the final outcome of these matters will not materially and adversely affect the Company’s business, financial condition, results of operations, or cash flows. Except as otherwise described below with respect to the Adrea LLC(Adrea) matter, the Company has determined that a loss is reasonably possible with respect to the matters described below. Based on its current knowledge, the Company has determined that the amount of loss or range of loss that is reasonably possible (or, in the case of Adrea, probable), including any reasonably possible (or, in the case of Adrea, probable) losses in excess of amounts already accrued, is not estimable. The following is a discussion of the material legal matters involving the Company. PIN Pad Litigation As previously disclosed, the Company discovered that PIN pads in certain of its stores had been tampered with to allow criminal access to card data and PIN numbers on credit and debit cards swiped through the terminals. Following public disclosure of this matter on October 24, 2012, the Company was served with four putative class action complaints (three in federal district court in the Northern District of Illinois and one in the Northern District of California), each of which alleged on behalf of national and other classes of customers who swiped credit and debit cards in Barnes & Noble Retail stores common law claims such as negligence, breach of contract and invasion of privacy, as well as statutory claims such as violations of the Fair Credit Reporting Act, state data breach notification statutes, and state unfair and deceptive practices statutes. The actions sought various forms of relief including damages, injunctive or equitable relief, multiple or punitive damages, attorneys’ fees, costs, and interest. All four cases were transferred and/or assigned to a single judge in the United States District Court for the Northern District of Illinois, and a single consolidated amended complaint was filed. The Company filed a motion to dismiss the consolidated amended complaint in its entirety, and in September 2013, the Court granted the motion to dismiss without prejudice. The Plaintiffs then filed an amended complaint, and the Company filed a second motion to dismiss. On October 3, 2016, the Court granted the second motion to dismiss, and dismissed the case without prejudice; in doing so, the Court permitted plaintiffs to file a second amended complaint by October 31, 2016. On October 31, 2016, the plaintiffs filed a second amended complaint. The Company filed a motion to dismiss the second amended complaint, and that motion has been fully briefed and is awaiting decision. A status hearing is scheduled for March 14, 2017. Cassandra Carag individually and on behalf of others similarly situated v. Barnes & Noble, Inc., Barnes & Noble Booksellers, Inc. and DOES 1 through 100 inclusive On November 27, 2013, former Associate Store Manager Cassandra Carag (Carag) brought suit in Sacramento County Superior Court, asserting claims on behalf of herself and all other hourly (non-exempt) off-the-clock Adrea LLC v. Barnes & Noble, Inc., barnesandnoble.com llc and NOOK Media LLC With respect to the Adrea matter described herein, the Company has determined, based on its current knowledge, that a loss is probable. On June 14, 2013, Adrea filed a complaint against Barnes & Noble, Inc., NOOK Digital, LLC (formerly barnesandnoble.com llc) and B&N Education, LLC (formerly NOOK Media LLC) (collectively, B&N) in the United States District Court for the Southern District of New York alleging that various B&N NOOK products and related online services infringe U.S. Patent Nos. 7,298,851 (‘851 patent), 7,299,501 (‘501 patent) and 7,620,703 (‘703 patent). B&N filed its Answer on August 9, 2013, denying infringement and asserting several affirmative defenses. At the same time, B&N filed counterclaims seeking declaratory judgments of non-infringement patents-in-suit. Beginning October 7, 2014, through and including October 22, 2014, the case was tried to a jury in the Southern District of New York. The jury returned its verdict on October 27, 2014. The jury found no infringement with respect to the ‘851 patent, and infringement with respect to the ‘501 and ‘703 patents. It awarded damages in the amount of $1,330. The jury further found no willful infringement with respect to any patent. On July 24, 2015, the Court granted B&N’s post-trial application to invalidate one of the two patents (the ‘501 patent) the jury found to have been infringed. On September 28, 2015, the Court heard post-trial motions on the jury’s infringement and validity determinations, and on February 24, 2016, it issued a decision upholding the jury’s determination of infringement and validity with respect to the ‘703 patent. Since the original damages award was a total award for infringement of both patents, the Court held a new trial to determine damages for infringement of the ‘703 patent, which trial concluded on July 15, 2016. On December 28, 2016, the Court issued its decision on the issue of damages, finding that (a) Adrea should be entitled to a damages award of $267, based on a reasonable royalty rate of 5.1 cents per unit, and (ii) Adrea was not entitled to any enhancement of damages, as B&N’s infringement was not willful. Following letter briefing, in which Adrea asked the Court to award prejudgment interest of approximately $90, the Court, following B&N’s reasoning, added $3 in prejudgment interest to its damages award, and on January 12, 2017 entered judgment in favor of Adrea the total amount of $270. Adrea subsequently moved the Court for supplemental damages relating to any allegedly infringing products B&N may have sold that were not taken into account in the first verdict. In addition, Adrea asked the Clerk of the Court to tax costs against B&N in the amount of $110. B&N is opposing both requests, and the briefing on those applications is ongoing. In the meantime, the time to appeal the Court’s judgment is tolled, pending the determination of Adrea’s motion for supplemental damages. Café Manager Class Actions Two former Café Managers have filed separate actions alleging similar claims of entitlement to unpaid compensation for overtime. In each action, the plaintiff seeks to represent a class of allegedly similarly situated employees who performed the same position (Café Manager). Specifically, Christine Hartpence filed a complaint against Barnes & Noble, Inc. (Barnes & Noble) in Philadelphia County Court of Common Pleas on May 26, 2015 (Case No.: 160503426), alleging that she is entitled to unpaid compensation for overtime under Pennsylvania law and seeking to represent a class of allegedly similarly situated employees who performed the same position (Café Manager). On July 14, 2016, Ms. Hartpence amended her complaint to assert a purported collective action for alleged unpaid overtime compensation under the federal Fair Labor Standards Act (FLSA), by which she sought to act as a class representative for similarly situated Café Managers throughout the United States. On July 27, 2016, Barnes & Noble removed the case to the U.S. District Court of the Eastern District of Pennsylvania (Case No.: 16-4034). Ms. Hartpence re-filed re-filed On September 20, 2016, Kelly Brown filed a complaint against Barnes & Noble in the U.S. District Court for the Southern District of New York (Case No.: 16-7333) |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Jan. 28, 2017 | |
Recent Accounting Pronouncements | 24. Recent Accounting Pronouncements In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740) – Intra-Entity Transfers of Assets Other Than Inventory 2016-16). 2016-16 In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments 2016-15). In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718) – Improvements to Employee Share-Based Payment Accounting 2016-09). 2016-09 2016-09 In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) 2016-02), 2016-02 right-of-use 2016-02 In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory 2015-11), 2015-11, 2015-11 2015-11 first-in, first-out 2015-11. In June 2015, the FASB issued ASU 2015-10, Technical Corrections and Improvements 2014-240, Technical Corrections and Improvements In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs 2015-03). 2015-03 2015-03. 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit 2015-15). 2015-15 line-of-credit 2015-03. line-of-credit line-of-credit 2015-03, 2015-03 2015-03 line-of-credit In May 2014, the FASB issued ASU 2014-09. 2014-09, 2015-14, 2016-08, 2016-10, 2016-12 2016-20, |
Discontinued Operations of Ba35
Discontinued Operations of Barnes & Noble Education, Inc. (Tables) | 9 Months Ended |
Jan. 28, 2017 | |
Schedule of Operations and Classes of Assets and Liabilities of Discontinued Operations | The following unaudited financial information presents the discontinued operations for the 39 weeks ended January 30, 2016: 39 weeks ended January 30, Sales $ 238,983 Cost of sales and occupancy 186,697 Gross profit 52,286 Selling and administrative expenses 94,933 Depreciation and amortization 13,100 Operating loss from discontinued operations (55,747 ) Interest expense, net and amortization of deferred financing fees 3 Loss before taxes from discontinued operations (55,750 ) Income taxes (16,604 ) Net loss from discontinued operations $ (39,146 ) |
Net Earnings (Loss) per Share (
Net Earnings (Loss) per Share (Tables) | 9 Months Ended |
Jan. 28, 2017 | |
Reconciliation of Basic and Diluted Income (Loss) Per Share | The following is a reconciliation of the Company’s basic and diluted income (loss) per share calculation: 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Numerator for basic income (loss) per share: Net income from continuing operations $ 70,276 80,262 $ 35,451 45,308 Inducement fee paid upon conversion of Series J preferred stock — — — (3,657 ) Preferred stock dividends paid in shares — — — (1,783 ) Accretion of dividends on preferred stock — — — (4,204 ) Less allocation of dividends to participating securities (168 ) (307 ) (559 ) (999 ) Less allocation of undistributed earnings to participating securities (948 ) (1,871 ) (42 ) — Net income from continuing operations available to common shareholders $ 69,160 78,084 $ 34,850 34,665 Net loss from discontinued operations available to common shareholders — — — (39,146 ) Net income (loss) available to common shareholders $ 69,160 78,084 $ 34,850 (4,481 ) Numerator for diluted income (loss) per share: Net income from continuing operations available to common shareholders $ 69,160 78,084 $ 34,850 34,665 Accretion of dividends on preferred stock (a) — — — — Allocation of undistributed earnings to participating securities 948 1,871 42 — Less diluted allocation of undistributed earnings to participating securities (946 ) (1,869 ) (42 ) — Net income from continuing operations available to common shareholders $ 69,162 78,086 $ 34,850 34,665 Net loss from discontinued operations available to common shareholders — — — (39,146 ) Net income (loss) available to common shareholders $ 69,162 78,086 $ 34,850 (4,481 ) Denominator for basic income (loss) per share: Basic weighted average common shares 71,581 74,856 72,232 71,987 Denominator for diluted income (loss) per share: Basic weighted average common shares 71,581 74,856 72,232 71,987 Average dilutive options 68 68 77 136 Average dilutive non-participating 65 — 78 1 Diluted weighted average common shares 71,714 74,924 72,387 72,124 Basic income (loss) per common share: Income from continuing operations $ 0.97 1.04 $ 0.48 0.48 Loss from discontinued operations — — — (0.54 ) Basic income (loss) per common share $ 0.97 1.04 $ 0.48 (0.06 ) Diluted income (loss) per common share: Income from continuing operations $ 0.96 1.04 $ 0.48 0.48 Loss from discontinued operations — — — (0.54 ) Diluted income (loss) per common share $ 0.96 1.04 $ 0.48 (0.06 ) (a) Although the Company was in a net income position during the 39 weeks ended January 30, 2016, the dilutive effect of the Company’s convertible preferred shares were excluded from the calculation of income per share using the two-class |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Jan. 28, 2017 | |
Summarized Financial Information of Reportable Segments | Summarized financial information concerning the Company’s reportable segments is presented below: Sales by Segment 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 1,276,039 1,378,887 $ 2,988,471 3,178,590 NOOK 38,434 51,737 114,524 149,568 Elimination (a) (13,565 ) (16,677 ) (29,657 ) (40,998 ) Total $ 1,300,908 1,413,947 $ 3,073,338 3,287,160 Sales by Product Line 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Media (b) 66 % 67 % 69 % 70 % Digital (c) 3 % 4 % 3 % 5 % Other (d) 31 % 29 % 28 % 25 % Total 100 % 100 % 100 % 100 % Depreciation and Amortization 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 25,236 26,853 $ 74,756 78,079 NOOK 3,816 8,294 15,327 25,785 Total $ 29,052 35,147 $ 90,083 103,864 Operating Income (Loss) 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 134,991 153,304 $ 106,541 148,166 NOOK (6,204 ) (19,448 ) (28,408 ) (75,554 ) Total $ 128,787 133,856 $ 78,133 72,612 Capital Expenditures 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, B&N Retail $ 19,615 15,507 $ 68,822 60,051 NOOK 2,313 3,558 4,843 9,734 Total $ 21,928 19,065 $ 73,665 69,785 Total Assets (e) As of As of B&N Retail $ 1,924,220 2,013,282 NOOK 44,736 75,322 Total $ 1,968,956 2,088,604 (a) Represents sales from NOOK to B&N Retail on a sell-through basis. (b) Includes tangible books, music, movies, rentals and newsstand. (c) Includes NOOK ® (d) Includes Toys & Games, café products, gifts and miscellaneous other. (e) Excludes intercompany balances. |
Reconciliation of Operating Income from Reportable Segments | A reconciliation of operating income from reportable segments to income from continuing operations before taxes in the consolidated financial statements is as follows: 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Reportable segments operating income $ 128,787 133,856 $ 78,133 72,612 Interest expense, net and amortization of deferred financing costs 2,076 1,976 5,666 7,233 Consolidated income before taxes $ 126,711 131,880 $ 72,467 65,379 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 9 Months Ended |
Jan. 28, 2017 | |
Amortizable Intangible Assets and Unamortizable Intangible Assets | As of January 28, 2017 Amortizable Intangible Assets Useful Gross Carrying Accumulated Total Technology 5-10 $ 10,710 (9,895 ) $ 815 Distribution contracts 10 8,325 (8,127 ) 198 Other 3-10 6,418 (6,356 ) 62 $ 25,453 (24,378 ) $ 1,075 Unamortizable Intangible Assets Trade name $ 293,400 Publishing contracts 15,894 $ 309,294 Total amortizable and unamortizable intangible assets as of January 28, 2017 $ 310,369 As of January 30, 2016 Amortizable Intangible Assets Useful Gross Carrying Accumulated Total Technology 5-10 $ 10,710 (9,487 ) $ 1,223 Distribution contracts 10 8,325 (7,831 ) 494 Other 3-10 6,350 (6,295 ) 55 $ 25,385 (23,613 ) $ 1,772 Unamortizable Intangible Assets Trade name $ 293,400 Publishing contracts 15,894 $ 309,294 Total amortizable and unamortizable intangible assets as of January 30, 2016 $ 311,066 |
Aggregate Amortization Expense | Aggregate Amortization Expense For the 39 weeks ended January 28, 2017 $ 577 For the 39 weeks ended January 30, 2016 $ 825 |
Estimated Amortization Expense | Estimated Amortization Expense (12 months ending on or about April 30) 2017 $ 770 2018 $ 558 2019 $ 324 |
Other Long-Term Liabilities (Ta
Other Long-Term Liabilities (Tables) | 9 Months Ended |
Jan. 28, 2017 | |
Other Long-Term Liabilities | The Company had the following other long-term liabilities at January 28, 2017, January 30, 2016 and April 30, 2016: January 28, January 30, April 30, Deferred rent $ 62,394 74,835 70,006 Tax liabilities and reserves 9,157 32,601 13,758 Insurance liabilities 14,998 15,689 15,219 Asset retirement obligations 13,381 12,171 11,268 Other 5,282 3,372 3,933 Total other long-term liabilities $ 105,212 138,668 114,184 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Jan. 28, 2017 | |
Stock-Based Compensation Expense in Selling and Administrative Expenses | For the 13 and 39 weeks ended January 28, 2017 and January 30, 2016, the Company recognized stock-based compensation expense in selling and administrative expenses as follows: 13 weeks ended 39 weeks ended January 28, January 30, January 28, January 30, Restricted Stock Expense $ 210 210 $ 700 600 Restricted Stock Units Expense 2,004 2,573 4,114 9,487 Performance-Based Stock Unit Expense 158 189 720 439 Stock Option Expense — 27 — 417 Stock-Based Compensation Expense $ 2,372 2,999 $ 5,534 10,943 |
Separation of Barnes & Noble 41
Separation of Barnes & Noble Education, Inc - Additional Information (Detail) - shares | Aug. 02, 2015 | Jan. 28, 2017 |
Spin Off Transaction [Line Items] | ||
Registration amendment dates | Registration Statement on Form S-1, which was filed with the Securities and Exchange Commission (SEC) on February 26, 2015 and was amended on April 29, 2015, June 4, 2015, June 29, 2015, July 13, 2015, July 14, 2015 and July 15, 2015. | |
B&N Education, LLC | ||
Spin Off Transaction [Line Items] | ||
Spin-off share distribution for each share of Barnes & Noble common stock held | 0.632 | |
Percentage of membership interest following completion of Spin-Off | 100.00% | |
Date of business Spin-Off | Aug. 2, 2015 | |
Spin-Off transaction, record date | Jul. 27, 2015 |
History of Barnes & Noble Edu42
History of Barnes & Noble Education, Inc. - Additional Information (Detail) | Dec. 22, 2014 | Jan. 22, 2013 | Oct. 04, 2012 |
B&N Education, LLC | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Percentage of membership interest | 100.00% | ||
Pearson Plc | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Percentage of non controlling interest | 5.00% | ||
Microsoft Corporation | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Percentage of non controlling interest | 17.60% | ||
Percentage of membership interest | 82.40% |
Schedule of Operations for Disc
Schedule of Operations for Discontinued Operations (Detail) $ in Thousands | 9 Months Ended |
Jan. 30, 2016USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Net income (loss) from discontinued operations attributable to Barnes & Noble, Inc. | $ (39,146) |
Barnes & Noble Education, Inc | Discontinued Operations, Disposed of by Means Other than Sale, Spinoff | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Sales | 238,983 |
Cost of sales and occupancy | 186,697 |
Gross profit | 52,286 |
Selling and administrative expenses | 94,933 |
Depreciation and amortization | 13,100 |
Operating loss from discontinued operations | (55,747) |
Interest expense, net and amortization of deferred financing fees | 3 |
Loss before taxes from discontinued operations | (55,750) |
Income taxes | (16,604) |
Net income (loss) from discontinued operations attributable to Barnes & Noble, Inc. | $ (39,146) |
EBook Settlement - Additional I
EBook Settlement - Additional Information (Detail) - Apple Inc - Antitrust Lawsuit on Price of Digital Books - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 28, 2017 | Apr. 30, 2016 | |
Loss Contingencies [Line Items] | ||
Credit settlement amount | $ 95,707 | |
Redemptions receivable from Apple | 5,064 | $ 59,251 |
Customer redemptions liability | $ 59,251 | |
Activated credit amount | 56,024 | |
Credit redeemed | $ 48,220 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) | 9 Months Ended | ||
Jan. 28, 2017 | Apr. 30, 2016 | Jan. 30, 2016 | |
Deferred Revenue Arrangement [Line Items] | |||
Estimated life of NOOK, years | 2 years | ||
Nook | |||
Deferred Revenue Arrangement [Line Items] | |||
Recognized over | 2 years | ||
Deferred revenue | $ 279,000 | $ 160,000 | $ 283,000 |
Nook | Minimum | |||
Deferred Revenue Arrangement [Line Items] | |||
Average percent, NOOK's sales price | 0.00% | ||
Nook | Maximum | |||
Deferred Revenue Arrangement [Line Items] | |||
Average percent, NOOK's sales price | 5.00% | ||
Annual Fee | |||
Deferred Revenue Arrangement [Line Items] | |||
Non-refundable, after first 30 days, annual fee | $ 25 |
Internal-use Software and Web46
Internal-use Software and Website Development Costs - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Software and Software Development Costs | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful Life | 3 years | |||
Capitalized software costs | $ 14,696 | $ 24,158 | ||
Capitalized Computer Software, Accumulated Amortization | $ 5,403 | $ 7,584 | $ 18,152 | $ 22,826 |
Website Development Costs | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Useful Life | 7 years |
Net Earnings (Loss) per Share -
Net Earnings (Loss) per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Stock Options | Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Securities excluded from the calculation of earnings per share | 132,686 | 68,153 | 155,113 | 137,466 |
Reconciliation of Basic and Dil
Reconciliation of Basic and Diluted Income (Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | ||
Numerator for basic income (loss) per share: | |||||
Net income from continuing operations | $ 70,276 | $ 80,262 | $ 35,451 | $ 45,308 | |
Inducement fee paid upon conversion of Series J preferred stock | (3,657) | ||||
Preferred stock dividends paid in shares | (1,783) | ||||
Accretion of dividends on preferred stock | (4,204) | ||||
Less allocation of dividends to participating securities | (168) | (307) | (559) | (999) | |
Less allocation of undistributed earnings to participating securities | (948) | (1,871) | (42) | ||
Net income from continuing operations available to common shareholders | 69,160 | 78,084 | 34,850 | 34,665 | |
Net loss from discontinued operations available to common shareholders | (39,146) | ||||
Net income (loss) available to common shareholders | 69,160 | 78,084 | 34,850 | (4,481) | |
Numerator for diluted income (loss) per share: | |||||
Net income from continuing operations available to common shareholders | 69,160 | 78,084 | 34,850 | 34,665 | |
Accretion of dividends on preferred stock | [1] | ||||
Allocation of undistributed earnings to participating securities | 948 | 1,871 | 42 | ||
Less diluted allocation of undistributed earnings to participating securities | (946) | (1,869) | (42) | ||
Net income from continuing operations available to common shareholders | 69,162 | 78,086 | 34,850 | 34,665 | |
Net loss from discontinued operations available to common shareholders | (39,146) | ||||
Net income (loss) available to common shareholders | $ 69,162 | $ 78,086 | $ 34,850 | $ (4,481) | |
Denominator for basic income (loss) per share: | |||||
Basic weighted average common shares | 71,581 | 74,856 | 72,232 | 71,987 | |
Denominator for diluted income (loss) per share: | |||||
Basic weighted average common shares | 71,581 | 74,856 | 72,232 | 71,987 | |
Average dilutive options | 68 | 68 | 77 | 136 | |
Average dilutive non-participating securities | 65 | 78 | 1 | ||
Diluted weighted average common shares | 71,714 | 74,924 | 72,387 | 72,124 | |
Basic income (loss) per common share: | |||||
Income from continuing operations | $ 0.97 | $ 1.04 | $ 0.48 | $ 0.48 | |
Loss from discontinued operations | (0.54) | ||||
Basic income (loss) per common share | 0.97 | 1.04 | 0.48 | (0.06) | |
Diluted income (loss) per common share: | |||||
Income from continuing operations | 0.96 | 1.04 | 0.48 | 0.48 | |
Loss from discontinued operations | (0.54) | ||||
Diluted income (loss) per common share | $ 0.96 | $ 1.04 | $ 0.48 | $ (0.06) | |
[1] | Although the Company was in a net income position during the 39 weeks ended January 30, 2016, the dilutive effect of the Company's convertible preferred shares were excluded from the calculation of income per share using the two-class method because the effect would be antidilutive. |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 9 Months Ended |
Jan. 28, 2017StoreSegment | |
Segment Reporting Information [Line Items] | |
Number of operating segments | Segment | 2 |
B&N Retail | |
Segment Reporting Information [Line Items] | |
Number of stores | Store | 634 |
Summarized Financial Informatio
Summarized Financial Information Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | Apr. 30, 2016 | ||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales | $ 1,300,908 | $ 1,413,947 | $ 3,073,338 | $ 3,287,160 | ||||||
Depreciation and amortization | $ 29,052 | $ 35,147 | $ 90,083 | $ 103,864 | ||||||
Sales by Product Line | 100.00% | 100.00% | 100.00% | 100.00% | ||||||
Operating Income (Loss) | $ 128,787 | $ 133,856 | $ 78,133 | $ 72,612 | ||||||
Capital Expenditures | 21,928 | 19,065 | 73,665 | 69,785 | ||||||
Total Assets | $ 1,968,956 | [1] | $ 2,088,604 | [1] | $ 1,968,956 | [1] | $ 2,088,604 | [1] | $ 2,012,782 | |
Media | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales by Product Line | [2] | 66.00% | 67.00% | 69.00% | 70.00% | |||||
Digital | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales by Product Line | [3] | 3.00% | 4.00% | 3.00% | 5.00% | |||||
Other | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales by Product Line | [4] | 31.00% | 29.00% | 28.00% | 25.00% | |||||
B&N Retail | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Total Assets | [1] | $ 1,924,220 | $ 2,013,282 | $ 1,924,220 | $ 2,013,282 | |||||
Nook | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Total Assets | [1] | 44,736 | 75,322 | 44,736 | 75,322 | |||||
Operating Segments | B&N Retail | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales | 1,276,039 | 1,378,887 | 2,988,471 | 3,178,590 | ||||||
Depreciation and amortization | 25,236 | 26,853 | 74,756 | 78,079 | ||||||
Operating Income (Loss) | 134,991 | 153,304 | 106,541 | 148,166 | ||||||
Capital Expenditures | 19,615 | 15,507 | 68,822 | 60,051 | ||||||
Operating Segments | Nook | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales | 38,434 | 51,737 | 114,524 | 149,568 | ||||||
Depreciation and amortization | 3,816 | 8,294 | 15,327 | 25,785 | ||||||
Operating Income (Loss) | (6,204) | (19,448) | (28,408) | (75,554) | ||||||
Capital Expenditures | 2,313 | 3,558 | 4,843 | 9,734 | ||||||
Elimination | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Sales | [5] | $ (13,565) | $ (16,677) | $ (29,657) | $ (40,998) | |||||
[1] | Excludes intercompany balances. | |||||||||
[2] | Includes tangible books, music, movies, rentals and newsstand. | |||||||||
[3] | Includes NOOK®, related accessories, eContent and warranties. | |||||||||
[4] | Includes Toys & Games, café products, gifts and miscellaneous other. | |||||||||
[5] | Represents sales from NOOK to B&N Retail on a sell-through basis. |
Reconciliation of Operating Inc
Reconciliation of Operating Income from Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Reportable segments operating income | $ 128,787 | $ 133,856 | $ 78,133 | $ 72,612 |
Interest expense, net and amortization of deferred financing costs | 2,076 | 1,976 | 5,666 | 7,233 |
Consolidated income before taxes | $ 126,711 | $ 131,880 | $ 72,467 | $ 65,379 |
Amortizable Intangible Assets a
Amortizable Intangible Assets and Unamortizable Intangible Assets (Detail) - USD ($) $ in Thousands | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Apr. 30, 2016 | |
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | $ 25,453 | $ 25,385 | |
Accumulated Amortization | (24,378) | (23,613) | |
Total | 1,075 | 1,772 | |
Unamortizable intangible assets | 309,294 | 309,294 | |
Total amortizable and unamortizable, intangible assets | 310,369 | 311,066 | $ 310,904 |
Trade name | |||
Intangible Assets by Major Class [Line Items] | |||
Unamortizable intangible assets | 293,400 | 293,400 | |
Publishing contracts | |||
Intangible Assets by Major Class [Line Items] | |||
Unamortizable intangible assets | 15,894 | 15,894 | |
Technology | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 10,710 | 10,710 | |
Accumulated Amortization | (9,895) | (9,487) | |
Total | $ 815 | $ 1,223 | |
Technology | Minimum | |||
Intangible Assets by Major Class [Line Items] | |||
Useful Life | 5 years | 5 years | |
Technology | Maximum | |||
Intangible Assets by Major Class [Line Items] | |||
Useful Life | 10 years | 10 years | |
Distribution contracts | |||
Intangible Assets by Major Class [Line Items] | |||
Useful Life | 10 years | 10 years | |
Gross Carrying Amount | $ 8,325 | $ 8,325 | |
Accumulated Amortization | (8,127) | (7,831) | |
Total | 198 | 494 | |
Other | |||
Intangible Assets by Major Class [Line Items] | |||
Gross Carrying Amount | 6,418 | 6,350 | |
Accumulated Amortization | (6,356) | (6,295) | |
Total | $ 62 | $ 55 | |
Other | Minimum | |||
Intangible Assets by Major Class [Line Items] | |||
Useful Life | 3 years | 3 years | |
Other | Maximum | |||
Intangible Assets by Major Class [Line Items] | |||
Useful Life | 10 years | 10 years |
Aggregate Amortization Expense
Aggregate Amortization Expense (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 28, 2017 | Jan. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Line Items] | ||
Aggregate Amortization Expense | $ 577 | $ 825 |
Estimated Amortization Expense
Estimated Amortization Expense (Detail) $ in Thousands | Jan. 28, 2017USD ($) |
Estimated Amortization Expense [Line Items] | |
2,017 | $ 770 |
2,018 | 558 |
2,019 | $ 324 |
Intangible Assets and Goodwil55
Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Apr. 30, 2016 | Jan. 30, 2016 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Goodwill | $ 211,276 | $ 211,276 | $ 215,197 |
Gift Cards - Additional Informa
Gift Cards - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | Apr. 30, 2016 | |
Gift Cards [Line Items] | |||||
Gift card breakage | $ 20,805 | $ 13,522 | $ 30,561 | $ 24,110 | |
Gift card liabilities | $ 384,830 | $ 384,915 | $ 384,830 | $ 384,915 | $ 353,103 |
Other Long-Term Liabilities (De
Other Long-Term Liabilities (Detail) - USD ($) $ in Thousands | Jan. 28, 2017 | Apr. 30, 2016 | Jan. 30, 2016 |
Other Long-Term Liabilities | |||
Deferred rent | $ 62,394 | $ 70,006 | $ 74,835 |
Tax liabilities and reserves | 9,157 | 13,758 | 32,601 |
Insurance liabilities | 14,998 | 15,219 | 15,689 |
Asset retirement obligations | 13,381 | 11,268 | 12,171 |
Other | 5,282 | 3,933 | 3,372 |
Total other long-term liabilities | $ 105,212 | $ 114,184 | $ 138,668 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Income Taxes [Line Items] | ||||
Income (loss) before taxes | $ 126,711 | $ 131,880 | $ 72,467 | $ 65,379 |
Income taxes benefit | $ 56,435 | $ 51,618 | $ 37,016 | $ 20,071 |
Effective income tax rate | 44.50% | 39.10% | 51.10% | 30.70% |
Amount of unrecognized tax benefits reasonably possible | $ 5,808 | $ 5,808 |
Credit Facility - Additional In
Credit Facility - Additional Information (Detail) - USD ($) | Aug. 03, 2015 | Apr. 29, 2011 | Oct. 29, 2016 | Oct. 31, 2015 | Aug. 01, 2015 | Jan. 28, 2017 | Sep. 30, 2016 | Jan. 30, 2016 |
Line of Credit Facility [Line Items] | ||||||||
Line of credit facility, amount outstanding | $ 18,200,000 | $ 0 | ||||||
Letters of credit, outstanding amount | $ 38,895,000 | $ 47,895,000 | ||||||
Amended Credit Agreement | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Credit facility, borrowing capacity | $ 1,000,000,000 | |||||||
Credit facility maturity term, in years | 5 years | |||||||
Credit facility, expiration date | Apr. 29, 2016 | |||||||
Write off of deferred financing fees | $ 460,000 | |||||||
Unamortized deferred financing fees | 3,542,000 | |||||||
New Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Unamortized deferred financing fees | $ 5,701,000 | |||||||
Amortization period for deferred financing fees | 5 years | |||||||
New Credit Facility | Maximum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Option to increase in commitments under credit agreement | $ 250,000,000 | |||||||
Revolving Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Credit facility, borrowing capacity | $ 700,000,000 | |||||||
Credit facility maturity term, in years | 5 years | |||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, percentage points added to reference rate | 1.75% | |||||||
Revolving Credit Facility | Base Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, percentage points added to reference rate | 0.75% | |||||||
Revolving Credit Facility | Maximum | London Interbank Offered Rate (LIBOR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, percentage points added to reference rate | 2.00% | |||||||
Revolving Credit Facility | Maximum | Base Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, percentage points added to reference rate | 1.00% | |||||||
Revolving Credit Facility | Minimum | London Interbank Offered Rate (LIBOR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, percentage points added to reference rate | 1.50% | |||||||
Revolving Credit Facility | Minimum | Base Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, percentage points added to reference rate | 0.50% | |||||||
FILO Credit Facility, Revolving Credit Facility, the New Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Credit facility, borrowing capacity | $ 50,000,000 | |||||||
Debt instrument, interest rate description | Interest under the Revolving Credit Facility accrues, at the election of the Company, at a LIBOR or alternate base rate, plus, in each case, an applicable interest rate margin, which is determined by reference to the level of excess availability under the Revolving Credit Facility. | |||||||
Debt instrument, interest rate | 1.00% | |||||||
Unamortized deferred financing fees | $ 474,000 | |||||||
Amortization period for deferred financing fees | 5 years |
Stock-Based Compensation Expens
Stock-Based Compensation Expense in Selling and Administrative Expenses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 28, 2017 | Jan. 30, 2016 | Jan. 28, 2017 | Jan. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 2,372 | $ 2,999 | $ 5,534 | $ 10,943 |
Selling and Administrative Expenses | Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 210 | 210 | 700 | 600 |
Selling and Administrative Expenses | Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 2,004 | 2,573 | 4,114 | 9,487 |
Selling and Administrative Expenses | Performance Stock Unit | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 158 | 189 | $ 720 | 439 |
Selling and Administrative Expenses | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 27 | $ 417 |
CEO Departure - Additional Info
CEO Departure - Additional Information (Detail) - Release Agreement - Chief Executive Officer $ in Thousands | 3 Months Ended |
Oct. 29, 2016USD ($) | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Cash payment under release agreement | $ 4,826 |
Expense relating to the equity awards | 1,933 |
Selling and Administrative Expenses | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Net charge related to the cash payment under release agreement | $ 2,892 |
Pension and Other Postretirem62
Pension and Other Postretirement Benefit Plans - Additional Information (Detail) | Mar. 28, 2016USD ($) | Mar. 31, 2016USD ($)Employee | Jan. 28, 2017USD ($) | Jan. 30, 2016USD ($) | Jan. 31, 2015USD ($)Employee | Aug. 02, 2014USD ($) | Jan. 28, 2017USD ($) | Jan. 30, 2016USD ($) | Apr. 30, 2016Employee | May 02, 2015USD ($) |
Pension and Other Postretirement Benefit Plans [Line Items] | ||||||||||
Increase in pension liability | $ 15,747,000 | $ 3,062,000 | ||||||||
(Increase) decrease in other comprehensive income, before tax | $ (15,747,000) | $ 6,503,000 | ||||||||
Number of terminated vested participants elected to receive lump sum payments | Employee | 735 | |||||||||
Lump sum payments made to plan participants | $ 15,190,000 | |||||||||
Pension plan settlement charge | $ 18,100,000 | |||||||||
Number of remaining active and terminated vested participants elected to receive lump sum payments | Employee | 2,300 | |||||||||
Number of remaining active and terminated vested participants received lump sum payments | Employee | 1,800 | |||||||||
Benefits for the remaining plan population transferred to Massachusetts Mutual Life Insurance Company | $ 34,500,000 | |||||||||
Pension expense | $ (174,000) | $ 1,247,000 | $ 276,000 | $ 3,930,000 | ||||||
Pension liabilities, current | 0 | 13,047,000 | 0 | 13,047,000 | ||||||
Company contributions, employee benefit expenses | $ 2,621,000 | $ 3,058,000 | $ 8,782,000 | $ 9,231,000 | ||||||
Selling and Administrative Expenses | ||||||||||
Pension and Other Postretirement Benefit Plans [Line Items] | ||||||||||
Pension plan settlement charge | $ 7,317,000 |
Samsung Commercial Agreement -
Samsung Commercial Agreement - Additional Information (Detail) - Samsung Commercial Agreement $ in Thousands | Jun. 04, 2014Product | May 17, 2016USD ($) |
Long-term Purchase Commitment [Line Items] | ||
Minimum purchase commitment | Product | 1,000,000 | |
Purchase commitment period | 12 months | |
Purchase commitment period extension | 3 months | |
Agreement term | 2 years | |
Minimum purchase commitment, retail value | $ | $ 10,000 |
Series J Preferred Stock - Addi
Series J Preferred Stock - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jul. 24, 2015 | Jul. 09, 2015USD ($)shares | Aug. 18, 2011USD ($)$ / sharesshares | Jan. 28, 2017$ / shares | Apr. 30, 2016$ / shares | Jan. 30, 2016$ / shares | Jun. 05, 2015$ / shares | Apr. 08, 2014 | Aug. 29, 2011 |
Preferred Stock [Line Items] | |||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Series J Preferred Stock | |||||||||
Preferred Stock [Line Items] | |||||||||
Common stock, par value | $ 0.001 | ||||||||
Common stock issued pursuant to conversion | shares | 6,117,342 | ||||||||
Number of preferred stock converted into common shares | shares | 103,995 | ||||||||
Inducement fee upon conversion of preferred stock | $ | $ 3,657 | ||||||||
Stock conversion, conversion ratio | 59.8727 | 58.8235 | |||||||
Private Placement | |||||||||
Preferred Stock [Line Items] | |||||||||
Ownership percentage of initial investment | 10.00% | ||||||||
Private Placement | Series J Preferred Stock | |||||||||
Preferred Stock [Line Items] | |||||||||
Preferred Stock, shares issued | shares | 204,000 | ||||||||
Preferred Stock, par value | $ 0.001 | ||||||||
Preferred stock issued, aggregate purchase price | $ | $ 204,000 | ||||||||
Preferred Stock, convertible percentage of common stock outstanding | 16.60% | ||||||||
Preferred Stock, initial conversion price | $ 17 | ||||||||
Preferred Stock, initial dividend rate | 7.75% |
Shareholders' Equity - Addition
Shareholders' Equity - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jan. 28, 2017 | Jan. 28, 2017 | Apr. 30, 2016 | Jan. 30, 2016 | Oct. 20, 2015 | |
Class of Stock [Line Items] | |||||
Stock repurchased, shares | 311,020 | 2,019,798 | |||
Stock repurchased, value | $ 3,493,000 | $ 23,281,000 | |||
Stock repurchase program, remaining authorized repurchase amount | $ 1,000 | $ 1,000 | |||
Treasury stock, shares | 40,093,000 | 40,093,000 | 37,941,000 | 36,797,000 | |
Treasury stock, at cost | $ 1,135,299,000 | $ 1,135,299,000 | $ 1,110,438,000 | $ 1,098,645,000 | |
Maximum | |||||
Class of Stock [Line Items] | |||||
Number of shares authorized to be repurchase | $ 50,000,000 | ||||
Stock Repurchase Program | |||||
Class of Stock [Line Items] | |||||
Treasury stock, shares | 40,092,951 | 40,092,951 | |||
Treasury stock, at cost | $ 1,085,300,000 | $ 1,085,300,000 |
Legal Proceedings - Additional
Legal Proceedings - Additional Information (Detail) $ in Thousands | Jan. 12, 2017USD ($) | Dec. 28, 2016USD ($) | Nov. 27, 2013LegalMatter | Jun. 14, 2013LegalMatter | Jan. 28, 2017USD ($) |
Legal Claim | |||||
Loss Contingencies [Line Items] | |||||
Number of putative shareholder derivative complaints filed | LegalMatter | 1 | ||||
Damages awarded | $ 270 | $ 267 | $ 1,330 | ||
Prejudgment interest sought | 90 | ||||
Addition by court in prejudgment interest sought | $ 3 | ||||
Legal Claim | Pending Litigation | |||||
Loss Contingencies [Line Items] | |||||
Tax cost sought by plaintiff | $ 110 | ||||
Carag | |||||
Loss Contingencies [Line Items] | |||||
Number of putative shareholder derivative complaints filed | LegalMatter | 1 |