Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 26, 2016 | Apr. 23, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | TRACTOR SUPPLY CO /DE/ | |
Entity Central Index Key | 916,365 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 133,426,962 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 26, 2016 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 26, 2016 | Dec. 26, 2015 | Mar. 28, 2015 |
Statement of Financial Position [Abstract] | |||
Deferred rent | $ 86,960 | $ 84,793 | $ 80,946 |
Current assets: | |||
Cash and cash equivalents | 74,501 | 63,813 | 57,133 |
Inventories | 1,470,691 | 1,284,375 | 1,370,965 |
Prepaid expenses and other current assets | 80,858 | 87,510 | 64,967 |
Income Taxes Receivable | 0 | 3,763 | 0 |
Total current assets | 1,626,050 | 1,439,461 | 1,493,065 |
Property and equipment: | |||
Land | 87,005 | 86,991 | 80,705 |
Buildings and improvements | 838,336 | 814,802 | 713,132 |
Furniture, fixtures and equipment | 534,335 | 523,383 | 466,663 |
Computer software and hardware | 187,477 | 180,020 | 161,884 |
Construction in progress | 37,137 | 38,720 | 52,523 |
Property and equipment, gross | 1,684,290 | 1,643,916 | 1,474,907 |
Accumulated depreciation and amortization | (828,789) | (796,340) | (725,155) |
Property and equipment, net | 855,501 | 847,576 | 749,752 |
Goodwill | 10,258 | 10,258 | 10,258 |
Deferred income taxes | 55,798 | 55,194 | 49,385 |
Other assets | 16,921 | 18,337 | 19,550 |
Total assets | 2,564,528 | 2,370,826 | 2,322,010 |
Current liabilities: | |||
Accounts payable | 582,745 | 427,249 | 585,551 |
Accrued employee compensation | 10,994 | 42,684 | 9,483 |
Other accrued expenses | 178,747 | 195,024 | 180,829 |
Unsecured Debt, Current | 10,000 | 0 | 0 |
Current portion of capital lease obligations | 1,081 | 878 | 441 |
Income taxes payable | 29,830 | 5,449 | 28,684 |
Total current liabilities | 813,397 | 671,284 | 804,988 |
Revolving credit loan | 150,000 | 60,000 | |
Long-term Debt, Excluding Current Maturities | 238,641 | ||
Capital lease obligations, less current maturities | 21,761 | 16,992 | 8,761 |
Other long-term liabilities | 51,066 | 54,463 | 52,437 |
Total liabilities | 1,211,825 | 977,532 | 1,007,132 |
Stockholders’ equity: | |||
Preferred stock, $1.00 par value; 40 shares authorized; no shares issued | 0 | 0 | 0 |
Common stock, $0.008 par value; 400,000 shares authorized at March 26, 2016, December 26, 2015 and March 28, 2015; 169,236, 168,974 and 168,347 shares issued; 133,302, 134,224 and 136,416 shares outstanding at March 26, 2016, December 26, 2015 and March 28, 2015, respectively | 1,354 | 1,352 | 1,347 |
Additional paid-in capital | 613,686 | 596,131 | 544,042 |
Treasury stock – at cost, 35,934, 34,750 and 31,931 shares at March 26, 2016, December 26, 2015 and March 28, 2015, respectively | (1,528,892) | (1,429,790) | (1,185,030) |
Retained earnings | 2,266,555 | 2,225,601 | 1,954,519 |
Total stockholders’ equity | 1,352,703 | 1,393,294 | 1,314,878 |
Total liabilities and stockholders’ equity | $ 2,564,528 | $ 2,370,826 | $ 2,322,010 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 26, 2016 | Dec. 26, 2015 | Mar. 28, 2015 |
Stockholders’ equity: | |||
Common stock, par value (dollars per share) | $ 0.008 | $ 0.008 | $ 0.008 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 168,830,000 | 167,716,000 | 167,082,000 |
Common stock, shares outstanding (in shares) | 134,645,000 | 136,382,000 | 136,615,000 |
Preferred stock, shares issued (in shares) | $ 1 | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 40,000 | 40,000 | 40,000 |
Preferred stock, shares issued (in shares) | 0 | 0 | 0 |
Treasury stock, shares (in shares) | 34,185,000 | 31,334,000 | 30,467,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 26, 2016 | Mar. 28, 2015 | |
Income Statement [Abstract] | ||
Net sales | $ 1,467,797 | $ 1,331,352 |
Cost of merchandise sold | 973,353 | 886,747 |
Gross profit | 494,444 | 444,605 |
Selling, general and administrative expenses | 352,672 | 321,476 |
Depreciation and amortization | 33,577 | 30,282 |
Operating income | 108,195 | 92,847 |
Interest expense, net | 1,125 | 866 |
Income before income taxes | 107,070 | 91,981 |
Income tax expense | 39,402 | 33,941 |
Net income | $ 67,668 | $ 58,040 |
Net income per share – basic | $ 0.51 | $ 0.43 |
Net income per share – diluted | $ 0.50 | $ 0.42 |
Weighted average shares outstanding: | ||
Basic (in shares) | 133,630 | 136,347 |
Diluted (in shares) | 134,709 | 137,735 |
Dividend Amount Per Share | $ 0.20 | $ 0.16 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 26, 2016 | Mar. 28, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 67,668 | $ 58,040 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 33,577 | 30,282 |
Loss (gain) on disposition of property and equipment | 80 | (47) |
Share-based compensation expense | 5,269 | 4,999 |
Excess tax benefit of stock options exercised | (3,090) | (8,181) |
Deferred income taxes | (604) | 359 |
Change in assets and liabilities: | ||
Inventories | (186,316) | (255,515) |
Prepaid expenses and other current assets | 6,652 | 1,477 |
Accounts payable | 155,496 | 214,728 |
Accrued employee compensation | (31,690) | (27,573) |
Other accrued expenses | (15,879) | (8,074) |
Income taxes | 31,234 | 24,429 |
Other | 157 | 1,389 |
Net cash provided by operating activities | 62,554 | 36,313 |
Cash flows from investing activities: | ||
Capital expenditures | (36,732) | (48,767) |
Proceeds from sale of property and equipment | 20 | 265 |
Net cash used in investing activities | (36,712) | (48,502) |
Cash flows from financing activities: | ||
Borrowings under senior credit facility | 110,000 | |
Proceeds from (Repayments of) Debt | 475,000 | |
Repayments under senior credit facility | (50,000) | |
Cash Outflow for Debt Issuance Costs | (1,380) | |
Repayments of Unsecured Debt | 375,000 | |
Debt Related Commitment Fees and Debt Issuance Costs | 0 | |
Excess tax benefit of stock options exercised | 3,090 | 8,181 |
Principal payments under capital lease obligations | (246) | (90) |
Repurchase of shares to satisfy tax obligations | (843) | (1,078) |
Repurchase of common stock | (99,102) | (47,945) |
Net proceeds from issuance of common stock | 10,041 | 20,948 |
Cash dividends paid to stockholders | (26,714) | (21,828) |
Net cash (used in) provided by financing activities | (15,154) | 18,188 |
Net change in cash and cash equivalents | 10,688 | 5,999 |
Cash and cash equivalents at beginning of period | 63,813 | 51,134 |
Cash and cash equivalents at end of period | 74,501 | 57,133 |
Cash paid during the period for: | ||
Interest | 791 | 464 |
Income taxes | 8,642 | 8,979 |
Supplemental disclosures of non-cash activities: | ||
Property and equipment acquired through capital lease | 5,218 | 4,122 |
Non-cash accruals for construction in progress | $ 15,652 | $ 21,181 |
General
General | 3 Months Ended |
Mar. 26, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | Nature of Business Tractor Supply Company (the “Company”) is the largest operator of rural lifestyle retail stores in the United States. The Company is focused on supplying the needs of recreational farmers and ranchers and those who enjoy the rural lifestyle, as well as tradesmen and small businesses. Stores are located in towns outlying major metropolitan markets and in rural communities. At March 26, 2016 , the Company operated a total of 1,521 retail stores in 49 states and also offered an expanded assortment of products online at TractorSupply.com . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 26, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date. The Company uses a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The Company’s financial instruments consist of cash and cash equivalents, short-term receivables, trade payables and debt instruments. Due to their short-term nature, the carrying values of cash and cash equivalents, short-term receivables and trade payables approximate current fair value at each balance sheet date. The Company had $250 million in borrowings under the Senior Credit Facility (as defined in Note 5) at March 26, 2016 , $150 million in borrowings at December 26, 2015 , and $60 million in borrowings at March 28, 2015 . Based on current market interest rates (Level 2 inputs), the carrying value of our borrowings under the Senior Credit Facility approximates fair value. |
Share Based Compensation
Share Based Compensation | 3 Months Ended |
Mar. 26, 2016 | |
Share-based Compensation [Abstract] | |
Share Based Compensation | Share-Based Compensation: Share-based compensation includes stock option and restricted stock unit awards and certain transactions under our Employee Stock Purchase Plan (the “ESPP”). Share-based compensation expense is recognized based on grant date fair value of all options and restricted stock unit awards plus a discount on shares purchased by employees as a part of the ESPP. There were no significant modifications to the Company’s share-based compensation plans during the fiscal three months ended March 26, 2016 . For the first quarters of fiscal 2016 and 2015 , share-based compensation expense was $5.3 million and $5.0 million , respectively. Stock Options The following summarizes information concerning stock option grants during the first three months of fiscal 2016 and 2015 : Fiscal three months ended March 26, March 28, Stock options granted 1,085,225 995,508 Weighted average exercise price $ 86.08 $ 83.11 Weighted average fair value per option $ 19.60 $ 19.42 As of March 26, 2016 , total unrecognized compensation expense related to non-vested stock options was approximately $36.5 million with a remaining weighted average expense recognition period of 1.6 years. Restricted Stock Units The following summarizes information concerning restricted stock unit grants during the first three months of fiscal 2016 and 2015 : Fiscal three months ended March 26, March 28, Restricted stock units granted 49,161 39,121 Weighted average fair value per share $ 82.85 $ 83.11 As of March 26, 2016 , total unrecognized compensation expense related to non-vested restricted stock units was approximately $8.1 million with a remaining weighted average expense recognition period of 2.4 years. |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 26, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share: The Company presents both basic and diluted net income per share on the face of the unaudited condensed consolidated statements of income. Basic net income per share is calculated by dividing net income by the weighted average number of shares outstanding during the period. Diluted net income per share is calculated by dividing net income by the weighted average diluted shares outstanding. Dilutive shares are computed using the treasury stock method for stock options and restricted stock units. Net income per share is calculated as follows (in thousands, except per share amounts): Fiscal three months ended March 26, 2016 Fiscal three months ended March 28, 2015 Income Shares Per Share Amount Income Shares Per Share Amount Basic net income per share: $ 67,668 133,630 $ 0.51 $ 58,040 136,347 $ 0.43 Dilutive stock options and restricted stock units outstanding — 1,079 (0.01 ) — 1,388 (0.01 ) Diluted net income per share: $ 67,668 134,709 $ 0.50 $ 58,040 137,735 $ 0.42 Anti-dilutive stock options excluded from the above calculations totaled approximately 1.3 million and 0.6 million shares for the three months ended March 26, 2016 and March 28, 2015 , respectively. |
Senior Credit Facility
Senior Credit Facility | 3 Months Ended |
Mar. 26, 2016 | |
Debt Disclosure [Abstract] | |
Senior Credit Facility | Senior Credit Facility: During the period of October 24, 2011 through February 19, 2016, the Company was party to a senior credit facility (the “2011 Senior Credit Facility”), which provided for borrowings up to $400 million (with a sublimit of $30 million for swingline loans) as of December 26, 2015 and March 28, 2015 . On February 19, 2016, the Company replaced the 2011 Senior Credit Facility by entering into a new senior credit facility (the “2016 Senior Credit Facility”) consisting of a $200 million term loan and a $500 million revolving credit facility (with a sublimit of $50 million for swingline loans). This agreement is unsecured and matures on February 19, 2021 . 2011 Senior Credit Facility Under the 2011 Senior Credit Facility, the Company had outstanding borrowings of $ 150 million and $ 60 million as of December 26, 2015 and March 28, 2015 , respectively. In addition, there were $ 48.7 million and $50.5 million of outstanding letters of credit under the 2011 Senior Credit Facility as of December 26, 2015 and March 28, 2015 , respectively. 2016 Senior Credit Facility The 2016 Senior Credit Facility contains a $200 million term loan which requires quarterly payments totaling $ 10 million per year in years one and two and $ 20 million per year in years three through five, with the remaining balance due in full on the maturity date of February 19, 2021 . The 2016 Senior Credit Facility also contains a $ 500 million revolving credit facility (with a sublimit of $ 50 million for swingline loans). As of March 26, 2016 , the Company had outstanding total borrowings of $250 million under the 2016 Senior Credit Facility consisting of $ 200 million in borrowings under the term loan and $ 50 million in borrowings under the revolving credit facility. Unamortized debt issuance costs recorded as an offset to the outstanding borrowings were approximately $ 1.4 million at March 26, 2016 . Additionally, there were $47.6 million of outstanding letters of credit under the 2016 Senior Credit Facility as of March 26, 2016 . Borrowings under both the term loan and the revolver bear interest at either the bank’s base rate ( 3.500% at March 26, 2016 ) or the London Inter-Bank Offer Rate (“LIBOR”) ( 0.435% at March 26, 2016 ) plus an additional amount ranging from 0.500% to 1.125% per annum ( 0.625% at March 26, 2016 ), adjusted quarterly based on our leverage ratio. The Company is also required to pay, quarterly in arrears, a commitment fee for unused capacity ranging from 0.075% to 0.200% per annum ( 0.100% at March 26, 2016 ), adjusted quarterly based on the Company’s leverage ratio. Proceeds from the 2016 Senior Credit Facility may be used for working capital, capital expenditures, dividends, share repurchases, and other matters. There are no compensating balance requirements associated with the 2016 Senior Credit Facility. The 2016 Senior Credit Facility requires quarterly compliance with respect to two material covenants: a fixed charge coverage ratio and a leverage ratio. Both ratios are calculated on a trailing twelve-month basis at the end of each fiscal quarter. The fixed charge coverage ratio compares earnings before interest, taxes, depreciation, amortization, share-based compensation and rent expense (“consolidated EBITDAR”) to the sum of interest paid and rental expense (excluding any straight-line rent adjustments). The fixed charge coverage ratio shall be greater than or equal to 2.00 as of the last day of each fiscal quarter. The leverage ratio compares rental expense (excluding any straight-line rent adjustments) multiplied by a factor of six plus total debt to consolidated EBITDAR. The leverage ratio shall be less than or equal to 4.00 as of the last day of each fiscal quarter. The 2016 Senior Credit Facility also contains certain other restrictions regarding additional indebtedness, capital expenditures, business operations, guarantees, investments, mergers, consolidations and sales of assets, transactions with subsidiaries or affiliates, and liens. As of March 26, 2016 , the Company was in compliance with all debt covenants. Interest Rate Swap Subsequent to March 26, 2016 , the Company entered into an interest rate swap agreement which became effective on March 31, 2016 with a maturity date of February 19, 2021 . The objective of the interest rate swap is to mitigate interest rate risk associated with future changes in interest rates. To accomplish this objective, the interest rate swap is intended to hedge the variable cash flows associated with the variable rate term loan borrowings under the 2016 Senior Credit Facility. The notional amount of the interest rate swap will begin at $ 197.5 million (the principal amount of the term loan borrowings as of March 31, 2016) and will amortize at the same time and in the same amount as the term loan borrowings. The interest rate swap will entitle the Company to receive a variable rate of interest based on LIBOR in exchange for the payment of a fixed rate of interest throughout the life of the agreement without exchange of the underlying notional amount. The Company has designated this interest rate swap as a cash flow hedge and will account for the underlying activity in accordance with hedge accounting beginning in the second fiscal quarter of 2016. |
Treasury Stock
Treasury Stock | 3 Months Ended |
Mar. 26, 2016 | |
Treasury Stock Transactions, Excluding Value of Shares Reissued [Abstract] | |
Treasury Stock | Treasury Stock: The Company’s Board of Directors has authorized common stock repurchases under a share repurchase program of up to $2 billion , exclusive of any fees, commissions, or other expenses related to such repurchases, through December 2017 . The repurchases may be made from time to time on the open market or in privately negotiated transactions. The timing and amount of any shares repurchased under the program will depend on a variety of factors, including price, corporate and regulatory requirements, capital availability, and other market conditions. Repurchased shares are accounted for at cost and will be held in treasury for future issuance. The program may be limited or terminated at any time without prior notice. The Company repurchased approximately 1.2 million and 0.6 million shares of common stock under the share repurchase program for a total cost of $99.1 million and $47.9 million during the first quarters of fiscal 2016 and fiscal 2015 , respectively. As of March 26, 2016 , the Company had remaining authorization under the share repurchase program of $471.6 million , exclusive of any fees, commissions, or other expenses. |
Capital Stock and Dividends
Capital Stock and Dividends | 3 Months Ended |
Mar. 26, 2016 | |
Equity [Abstract] | |
Capital Stock and Dividends | Capital Stock and Dividends: Capital Stock The authorized capital stock of the Company consists of common stock and preferred stock. The Company is authorized to issue 400 million shares of common stock. The Company is also authorized to issue 40,000 shares of preferred stock, with such designations, rights and preferences as may be determined from time to time by the Board of Directors. Dividends During the first three months of fiscal 2016 and 2015 , the Board of Directors declared the following cash dividends: Date Declared Dividend Amount Per Share Record Date Date Paid February 3, 2016 $ 0.20 February 22, 2016 March 8, 2016 February 4, 2015 $ 0.16 February 23, 2015 March 10, 2015 It is the present intention of the Board of Directors to continue to pay a quarterly cash dividend; however, the declaration and payment of future dividends will be determined by the Board of Directors in its sole discretion and will depend upon the earnings, financial condition, and capital needs of the Company, along with other factors which the Board of Directors deems relevant. On May 2, 2016 , the Company’s Board of Directors declared a quarterly cash dividend of $0.24 per share of the Company’s common stock. The dividend will be paid on June 1, 2016 to stockholders of record as of the close of business on May 16, 2016 . |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 26, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | In the first quarter of fiscal 2016 the Company adopted accounting guidance which affected the presentation of deferred tax liabilities and assets as discussed in Note 11. This guidance was applied retrospectively for all periods presented and therefore the presentation of previously reported deferred tax assets has been changed to conform to the presentation used in the current period. The adoption of this guidance resulted in the reclassification of deferred tax assets of $ 46.0 million and $ 33.9 million from current assets to noncurrent assets in the Unaudited Condensed Consolidated Balance Sheets as of December 26, 2015 and March 28, 2015, respectively. Income Taxes: The Company’s effective income tax rate decreased to 36.8% in the first quarter of fiscal 2016 compared to 36.9% for the first quarter of fiscal 2015 due principally to state tax incentives. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 26, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies: Construction and Real Estate Commitments At March 26, 2016 , the Company had no material commitments related to construction projects extending greater than twelve months. Letters of Credit At March 26, 2016 , there were $47.6 million of outstanding letters of credit under the 2016 Senior Credit Facility. Litigation The Company is involved in various litigation matters arising in the ordinary course of business. The Company believes that any estimated loss related to such matters has been adequately provided for in accrued liabilities to the extent probable and reasonably estimable. Accordingly, the Company currently expects these matters will be resolved without material adverse effect on its consolidated financial position, results of operations or cash flows. |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 26, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting: The Company has one reportable segment which is the retail sale of products that support the rural lifestyle. The Company manages the business on the basis of one operating segment. The following chart indicates the percentage of sales represented by each major product category during the fiscal three months ended March 26, 2016 and March 28, 2015 : Fiscal three months ended March 26, 2016 March 28, 2015 Product Category: Livestock and Pet 50 % 49 % Hardware, Tools and Truck 21 22 Seasonal, Gift and Toy Products 17 17 Clothing and Footwear 9 9 Agriculture 3 3 Total 100 % 100 % |
New Accounting Pronouncements N
New Accounting Pronouncements New Accounting Pronouncements | 3 Months Ended |
Mar. 26, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements and converges areas under this topic with those of the International Financial Reporting Standards. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. In August 2015, the FASB issued ASU 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” which implemented a one-year deferral of ASU 2014-09. As a result of the deferral, the amendments in ASU 2014-09 are effective for reporting periods beginning after December 15, 2017. In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net)” (“ASU 2016-08”) which further clarifies the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” (“ASU 2016-10”) which further clarifies the aspects of (a) identifying performance obligations and (b) the licensing implementation guidance. The effective date and transition requirements for both ASU 2016-08 and ASU 2016-10 are the same as the effective date and transition requirements of ASU 2014-09. Entities can transition to these standards either retrospectively or as a cumulative-effect adjustment as of the date of adoption. The Company is currently assessing the impact the adoption of these standards will have on our Consolidated Financial Statements and related disclosures, including which transition method it will adopt. In April 2015, the FASB issued ASU 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”). This update requires that debt issuance costs related to a recognized debt liability be presented in the consolidated balance sheet as a direct reduction from the carrying amount of that debt liability. ASU 2015-03 requires retrospective application and is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company adopted this guidance in the first quarter of fiscal 2016. The adoption of this guidance affected the presentation of debt issuance costs in our Consolidated Balance Sheet but did not have any other material impacts on our Consolidated Financial Statements and related disclosures. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory" (“ASU 2015-11”). This update requires an entity that determines the cost of inventory by methods other than last-in, first-out and the retail inventory method to measure inventory at the lower of cost and net realizable value. ASU 2015-11 requires prospective application and is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption permitted. The Company does not expect that the adoption of this guidance will have a material impact on our Consolidated Financial Statements and related disclosures. In November 2015, the FASB issued ASU 2015-17, “Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”). This update requires that deferred tax liabilities and assets be classified as noncurrent in the consolidated balance sheet. ASU 2015-17 may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The updated guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption permitted. The Company adopted this guidance in the first quarter of fiscal 2016. The Company elected to apply this guidance retrospectively for all periods presented. The adoption of this guidance affected the presentation of the deferred tax liabilities and assets within the Company’s Consolidated Balance Sheet; however, the updated guidance did not affect the accounting for deferred tax liabilities and assets. Other than the change in presentation, the adoption of this guidance did not have any material impacts on our Consolidated Financial Statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” (“ASU 2016-02”). This update requires a dual approach for lessee accounting under which a lessee will account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use asset and a corresponding lease liability on its balance sheet, with differing methodology for income statement recognition. This guidance is effective for public business entities for fiscal years, and interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. A modified retrospective approach is required for all leases existing or entered into after the beginning of the earliest comparative period in the consolidated financial statements. The Company is currently assessing the impact that adoption of this guidance will have on its Consolidated Financial Statements and related disclosures. In March 2016, the FASB issued ASU 2016-04, “Liabilities - Extinguishments of Liabilities (Subtopic 405-20): Recognition of Breakage for Certain Prepaid Stored-Value Products” (“ASU 2016-04”). This update requires that liabilities related to the sale of prepaid stored-value products (gift cards) be adjusted periodically to reflect breakage. This guidance is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years, with early adoption permitted. The guidance can be applied using either a modified retrospective transition method or retrospectively to each period presented. The Company does not expect that the adoption of this guidance will have a material impact on our Consolidated Financial Statements and related disclosures. In March 2016, the FASB issued ASU 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”). The update addresses several aspects of the accounting for share-based compensation transactions including: (a) income tax consequences when awards vest or are settled, (b) classification of awards as either equity or liabilities, (c) a policy election to account for forfeitures as they occur rather than on an estimated basis and (d) classification of excess tax impacts on the statement of cash flows. The updated guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, with early adoption permitted. The Company is currently assessing the impact that adoption of this guidance will have on its Consolidated Financial Statements and related disclosures. |
General (Policies)
General (Policies) | 3 Months Ended |
Mar. 26, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidation, Policy | Basis of Presentation The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. These statements should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 26, 2015 . The results of operations for our interim periods are not necessarily indicative of results for the full fiscal year. |
Income Tax Disclosure [Text Block] | In the first quarter of fiscal 2016 the Company adopted accounting guidance which affected the presentation of deferred tax liabilities and assets as discussed in Note 11. This guidance was applied retrospectively for all periods presented and therefore the presentation of previously reported deferred tax assets has been changed to conform to the presentation used in the current period. The adoption of this guidance resulted in the reclassification of deferred tax assets of $ 46.0 million and $ 33.9 million from current assets to noncurrent assets in the Unaudited Condensed Consolidated Balance Sheets as of December 26, 2015 and March 28, 2015, respectively. Income Taxes: The Company’s effective income tax rate decreased to 36.8% in the first quarter of fiscal 2016 compared to 36.9% for the first quarter of fiscal 2015 due principally to state tax incentives. |
Share Based Compensation (Table
Share Based Compensation (Tables) | 3 Months Ended |
Mar. 26, 2016 | |
Share-based Compensation [Abstract] | |
Share-based Compensation | The following summarizes information concerning stock option grants during the first three months of fiscal 2016 and 2015 : Fiscal three months ended March 26, March 28, Stock options granted 1,085,225 995,508 Weighted average exercise price $ 86.08 $ 83.11 Weighted average fair value per option $ 19.60 $ 19.42 |
Restricted Stock Units | The following summarizes information concerning restricted stock unit grants during the first three months of fiscal 2016 and 2015 : Fiscal three months ended March 26, March 28, Restricted stock units granted 49,161 39,121 Weighted average fair value per share $ 82.85 $ 83.11 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 26, 2016 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net income per share is calculated as follows (in thousands, except per share amounts): Fiscal three months ended March 26, 2016 Fiscal three months ended March 28, 2015 Income Shares Per Share Amount Income Shares Per Share Amount Basic net income per share: $ 67,668 133,630 $ 0.51 $ 58,040 136,347 $ 0.43 Dilutive stock options and restricted stock units outstanding — 1,079 (0.01 ) — 1,388 (0.01 ) Diluted net income per share: $ 67,668 134,709 $ 0.50 $ 58,040 137,735 $ 0.42 |
Capital Stock and Dividends (Ta
Capital Stock and Dividends (Tables) | 3 Months Ended |
Mar. 26, 2016 | |
Equity [Abstract] | |
Schedule of Dividends Payable | During the first three months of fiscal 2016 and 2015 , the Board of Directors declared the following cash dividends: Date Declared Dividend Amount Per Share Record Date Date Paid February 3, 2016 $ 0.20 February 22, 2016 March 8, 2016 February 4, 2015 $ 0.16 February 23, 2015 March 10, 2015 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 26, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | The following chart indicates the percentage of sales represented by each major product category during the fiscal three months ended March 26, 2016 and March 28, 2015 : Fiscal three months ended March 26, 2016 March 28, 2015 Product Category: Livestock and Pet 50 % 49 % Hardware, Tools and Truck 21 22 Seasonal, Gift and Toy Products 17 17 Clothing and Footwear 9 9 Agriculture 3 3 Total 100 % 100 % |
General (Details)
General (Details) $ in Millions | Mar. 26, 2016storestate | Dec. 26, 2015USD ($) | Mar. 28, 2015USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Deferred Tax Assets, Net | $ | $ 46 | $ 33.9 | |
Number of stores | store | 1,521 | ||
Number of states in which entity operates | state | 49 |
Fair Value of Financial Instr23
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 26, 2016 | Dec. 26, 2015 | Mar. 28, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Revolving credit loan | $ 150,000 | $ 60,000 | |
2016 Senior Credit Facility [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Unsecured Debt | $ 250,000 |
Share Based Compensation (Detai
Share Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 26, 2016 | Mar. 26, 2016 | Mar. 28, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 5,269 | $ 4,999 | |
Employee Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options granted | 1,085,225 | 995,508 | |
Weighted average exercise price | $ 86.08 | $ 83.11 | |
Weighted average fair value per option | $ 19.60 | $ 19.42 | |
Total unrecognized compensation expense | $ 36,500 | $ 36,500 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 6 months 24 days | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units granted | 49,161 | 39,121 | |
Weighted average fair value per option | $ 82.85 | $ 83.11 | |
Total unrecognized compensation expense | $ 8,100 | $ 8,100 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 4 months 24 days |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 26, 2016 | Mar. 28, 2015 | |
Basic net income per share: | ||
Net income | $ 67,668 | $ 58,040 |
Weighted average number of shares outstanding, basic | 133,630 | 136,347 |
Net income per share – basic | $ 0.51 | $ 0.43 |
Diluted net income per share: | ||
Dilutive stock options and restricted stock units outstanding, income | $ 0 | $ 0 |
Dilutive stock options and restricted stock units outstanding, per share (in shares) | 1,079 | 1,388 |
Dilutive stock options and restricted stock units outstanding, per share (in dollars per share) | $ (0.01) | $ (0.01) |
Net income | $ 67,668 | $ 58,040 |
Weighted average number of shares outstanding, diluted | 134,709 | 137,735 |
Net income per share, diluted (in dollars per share) | $ 0.50 | $ 0.42 |
Antidilutive securities excluded from computation of earnings per share, amount | 1,300 | 600 |
Senior Credit Facility - Credit
Senior Credit Facility - Credit Agreement (Details) - USD ($) | Feb. 19, 2021 | Mar. 31, 2016 | Mar. 26, 2016 | Dec. 26, 2015 | Mar. 28, 2015 | Mar. 26, 2016 | Mar. 26, 2016 | Feb. 19, 2016 |
Line of Credit Facility [Line Items] | ||||||||
Senior credit facility, maximum borrowing capacity | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | |||||
Swingline Loan, Maximum Borrowing Capacity | 50,000,000 | |||||||
Debt Issuance Costs, Gross | 1,400,000 | 1,400,000 | 1,400,000 | |||||
Term Loan, Maximum Borrowing Capacity | $ 200,000,000 | 200,000,000 | ||||||
Debt Instrument, Maturity Date | Feb. 19, 2021 | |||||||
Purchase Obligation, Due in Next Twelve Months | $ 0 | 0 | 0 | |||||
Letters of Credit Outstanding, Amount | $ 47,600,000 | $ 48,700,000 | $ 50,500,000 | $ 47,600,000 | $ 47,600,000 | |||
Debt instrument, basis spread on variable rate | 0.63% | |||||||
Commitment fee for unused capacity | 0.10% | |||||||
Base Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Interest Rate Description | 0.0350 | bank’s base rate 3.25% | ||||||
London Interbank Offered Rate (LIBOR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Interest Rate Description | .00435 | LIBOR plus 0.19% | ||||||
Minimum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||||
Commitment fee for unused capacity | 0.075% | |||||||
Maximum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, basis spread on variable rate | 1.125% | |||||||
Commitment fee for unused capacity | 0.20% | |||||||
Senior credit facility [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Senior credit facility, maximum borrowing capacity | $ 400,000,000 | |||||||
Swingline loan [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Swing loan maximum borrowing capacity | $ 30,000,000 | |||||||
2016 Senior Credit Facility [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Term loan, Maximum Month End Outstanding Amount | $ 200,000,000 | $ 200,000,000 | $ 200,000,000 | |||||
Number of Financial Covenants [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Covenant Description | 2 | |||||||
2011 Senior Credit Facility [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Maximum Month-end Outstanding Amount | $ 150,000,000 | $ 60,000,000 | ||||||
2016 Senior Credit Facility [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Line of Credit Facility, Maximum Month-end Outstanding Amount | 50,000,000 | |||||||
Unsecured Debt | 250,000,000 | $ 250,000,000 | 250,000,000 | |||||
Compensating Balance, Amount | $ 0 | $ 0 | $ 0 | |||||
Debt Instrument, Covenant Compliance | all | |||||||
Due in years one and two [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Frequency of Periodic Payment | 10 | |||||||
Due in years three through five [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Frequency of Periodic Payment | 20 | |||||||
Fixed Charge Coverage Ratio Minimum Requirement [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Covenant Description | 2 | |||||||
Leverage Ratio Maximum Requirement [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Covenant Description | 4 | |||||||
Interest Rate Swap [Member] | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, Maturity Date Range, Start | Mar. 31, 2016 | |||||||
Debt Instrument, Maturity Date Range, End | Feb. 19, 2021 | |||||||
Derivative, Notional Amount | $ 197,500,000 |
Treasury Stock (Details)
Treasury Stock (Details) - USD ($) shares in Millions | 3 Months Ended | |
Mar. 26, 2016 | Mar. 28, 2015 | |
Treasury Stock Transactions, Excluding Value of Shares Reissued [Abstract] | ||
Board-approved share repurchase program of common stock | $ 2,000,000,000 | |
Stock Repurchase Program Expiration Date | Dec. 31, 2017 | |
Repurchased shares under the share repurchase program | 1.2 | 0.6 |
Cost of share repurchased under the share repurchase program | $ 99,102,000 | $ 47,945,000 |
Remaining authorization under the share repurchase program | $ 471,600,000 |
Capital Stock - Narrative (Deta
Capital Stock - Narrative (Details) - shares | Mar. 26, 2016 | Dec. 26, 2015 | Mar. 28, 2015 |
Equity [Abstract] | |||
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 | 400,000,000 |
Preferred stock, shares authorized (in shares) | 40,000 | 40,000 | 40,000 |
Capital Stock and Dividends (De
Capital Stock and Dividends (Details) - $ / shares | May. 02, 2016 | Feb. 03, 2016 | Feb. 04, 2015 | Mar. 26, 2016 | Mar. 28, 2015 |
Subsequent Event [Line Items] | |||||
Dividend Amount Per Share | $ 0.20 | $ 0.16 | $ 0.20 | $ 0.16 | |
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Dividend Amount Per Share | $ 0.24 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | |
Mar. 26, 2016 | Mar. 28, 2015 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate | 36.80% | 36.90% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | Mar. 26, 2016 | Dec. 26, 2015 | Mar. 28, 2015 |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Purchase Obligation, Due in Next Twelve Months | $ 0 | ||
Letters of Credit Outstanding, Amount | $ 47.6 | $ 48.7 | $ 50.5 |
Segment Reporting (Details)
Segment Reporting (Details) - segment | Mar. 26, 2016 | Mar. 26, 2016 | Mar. 28, 2015 |
Revenue from External Customer [Line Items] | |||
Number of operating segments | 1 | ||
Average percentage of sales (in hundredths) | 100.00% | 100.00% | |
Livestock and Pet | |||
Revenue from External Customer [Line Items] | |||
Average percentage of sales (in hundredths) | 50.00% | 49.00% | |
Hardware, Tools and Truck | |||
Revenue from External Customer [Line Items] | |||
Average percentage of sales (in hundredths) | 21.00% | 22.00% | |
Seasonal, Gift and Toy Products | |||
Revenue from External Customer [Line Items] | |||
Average percentage of sales (in hundredths) | 17.00% | 17.00% | |
Clothing and Footwear | |||
Revenue from External Customer [Line Items] | |||
Average percentage of sales (in hundredths) | 9.00% | 9.00% | |
Agriculture | |||
Revenue from External Customer [Line Items] | |||
Average percentage of sales (in hundredths) | 3.00% | 3.00% |
Segment Reporting Number of Rep
Segment Reporting Number of Reportable Segments (Details) | Mar. 26, 2016segment |
Segment Reporting [Abstract] | |
Number of Reportable Segments | 1 |