Document and Entity Information
Document and Entity Information | 9 Months Ended |
Nov. 03, 2018 | |
Document And Entity Information [Abstract] | |
Document Type | S1 |
Amendment Flag | false |
Document Period End Date | Nov. 3, 2018 |
Trading Symbol | BJ |
Entity Registrant Name | BJ's Wholesale Club Holdings, Inc. |
Entity Central Index Key | 1,531,152 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Current assets: | ||||
Cash and cash equivalents | $ 31,502 | $ 34,954 | $ 31,745 | $ 31,964 |
Accounts receivable, net | 179,091 | 190,756 | 179,776 | 166,249 |
Merchandise inventories | 1,245,110 | 1,019,138 | 1,183,562 | 1,031,844 |
Prepaid expenses and other current assets | 78,179 | 81,972 | 35,534 | 34,105 |
Prepaid federal and state income taxes | 26,079 | 9,784 | 4,043 | 233 |
Total current assets | 1,559,961 | 1,336,604 | 1,434,660 | 1,264,395 |
Property and equipment: | ||||
Land and buildings | 396,900 | 404,400 | 404,277 | 409,397 |
Leasehold costs and improvements | 197,006 | 184,165 | 180,303 | 171,363 |
Furniture, fixtures and equipment | 1,012,195 | 924,616 | 879,579 | 813,925 |
Construction in progress | 15,065 | 20,775 | 21,862 | 6,848 |
Total property and equipment, gross | 1,621,166 | 1,533,956 | 1,486,021 | 1,401,533 |
Less: accumulated depreciation and amortization | (875,277) | (775,206) | (741,258) | (637,890) |
Total property and equipment, net | 745,889 | 758,750 | 744,763 | 763,643 |
Goodwill | 924,134 | 924,134 | 924,134 | 924,134 |
Intangibles, net | 206,706 | 224,876 | 231,736 | 253,159 |
Other assets | 28,265 | 29,492 | 30,911 | 26,888 |
Total assets | 3,464,955 | 3,273,856 | 3,366,204 | 3,232,219 |
Current liabilities: | ||||
Current portion of long-term debt | 389,377 | 219,750 | 231,250 | 20,000 |
Accounts payable | 976,518 | 751,948 | 891,134 | 720,632 |
Accrued expenses and other current liabilities | 485,786 | 495,767 | 445,975 | 457,697 |
Closed store obligations due within one year | 2,126 | 2,122 | 2,013 | 2,012 |
Total current liabilities | 1,853,807 | 1,469,587 | 1,570,372 | 1,200,341 |
Long-term debt | 1,549,406 | 2,492,660 | 2,529,380 | 2,000,118 |
Noncurrent closed store obligations | 5,344 | 6,561 | 5,044 | 6,258 |
Deferred income taxes | 51,810 | 57,074 | 77,142 | 92,900 |
Other noncurrent liabilities | 261,206 | 267,393 | 267,351 | 271,668 |
Commitments and contingencies | ||||
Contingently redeemable common stock | 10,438 | 8,975 | 8,145 | |
STOCKHOLDERS' DEFICIT | ||||
Preferred stock; par value $0.01; 5,000 shares authorized, and no shares issued or outstanding | ||||
Common stock | 1,376 | 871 | 871 | 871 |
Additional paid-in capital | 738,134 | 2,883 | 6,303 | 6,397 |
Accumulated deficit | (979,420) | (1,036,012) | (1,101,515) | (356,760) |
Accumulated other comprehensive income | 2,401 | 2,401 | 2,281 | 2,281 |
Treasury stock, at cost, 782 shares at November 3, 2018 and no shares at February 3, 2018 and October 28, 2017 | (19,109) | |||
Total stockholders' deficit | (256,618) | (1,029,857) | (1,092,060) | (347,211) |
Total liabilities and stockholders' deficit | $ 3,464,955 | $ 3,273,856 | $ 3,366,204 | $ 3,232,219 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Statement of Financial Position [Abstract] | |||
Contingently redeemable common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Contingently redeemable common stock, shares issued | 0 | 1,456,000 | 1,365,000 |
Contingently redeemable common stock, shares outstanding | 0 | 1,456,000 | 1,365,000 |
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 305,000,000 | 305,000,000 |
Common stock, shares issued | 137,620,000 | 87,073,000 | 87,073,000 |
Common stock, shares outstanding | 136,838,000 | 87,073,000 | 87,073,000 |
Treasury stock, at cost, shares | 782,000 | 0 | 0 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Total revenues | $ 3,221,663 | $ 3,084,245 | $ 9,590,465 | $ 9,198,600 | $ 12,754,589 | $ 12,350,537 | $ 12,467,553 |
Cost of sales | 2,629,575 | 2,523,297 | 7,858,515 | 7,578,790 | 10,513,492 | 10,223,017 | 10,476,519 |
Selling, general and administrative expenses | 499,554 | 480,285 | 1,534,314 | 1,490,117 | 2,017,821 | 1,908,752 | 1,797,780 |
Preopening expense | 2,207 | 123 | 4,065 | 2,156 | 3,004 | 2,749 | 6,458 |
Operating income | 90,327 | 80,540 | 193,571 | 127,537 | 220,272 | 216,019 | 186,796 |
Interest expense, net | 33,029 | 42,321 | 137,787 | 150,211 | 196,724 | 143,351 | 150,093 |
Income (loss) from continuing operations before income taxes | 57,298 | 38,219 | 55,784 | (22,674) | 23,548 | 72,668 | 36,703 |
Provision (benefit) for income taxes | 2,730 | 15,346 | (7,595) | (6,575) | (28,427) | 27,968 | 12,049 |
Income (loss) from continuing operations | 54,568 | 22,873 | 63,379 | (16,099) | 51,975 | 44,700 | 24,654 |
Loss from discontinued operations, net of income taxes | (137) | (98) | (425) | (308) | (1,674) | (476) | (550) |
Net income (loss) | $ 54,431 | $ 22,775 | $ 62,954 | $ (16,407) | $ 50,301 | $ 44,224 | $ 24,104 |
Income (loss) per share attributable to common stockholders - basic: | |||||||
Income (loss) from continuing operations | $ 0.40 | $ 0.26 | $ 0.58 | $ (0.18) | $ 0.59 | $ 0.51 | $ 0.28 |
Loss from discontinued operations | (0.02) | (0.01) | (0.01) | ||||
Net income (loss) | 0.40 | 0.26 | 0.58 | (0.18) | 0.57 | 0.50 | 0.27 |
Income (loss) per share attributable to common stockholders - diluted: | |||||||
Income (loss) from continuing operations | 0.39 | 0.25 | 0.55 | (0.18) | 0.56 | 0.49 | 0.27 |
Loss from discontinued operations | (0.02) | (0.01) | (0.01) | ||||
Net income (loss) | $ 0.39 | $ 0.25 | $ 0.55 | $ (0.18) | $ 0.54 | $ 0.48 | $ 0.26 |
Weighted average number of common shares outstanding: | |||||||
Basic | 135,018,238 | 88,442,052 | 110,162,167 | 88,363,302 | 88,385,864 | 88,163,992 | 87,869,243 |
Diluted | 139,367,737 | 92,285,008 | 114,943,739 | 88,363,302 | 92,263,577 | 90,736,079 | 90,241,354 |
Other comprehensive income, net of tax: | |||||||
Postretirement medical plan adjustment, net of income tax of $717, $744 and $204, respectively | $ (312) | $ (1,086) | $ 1,045 | ||||
Unrealized gain on cash flow hedge, net of income tax of $424, $25 and $0, respectively | 38 | 619 | |||||
Total other comprehensive income, net of tax | 49,989 | 43,176 | 25,768 | ||||
Product [Member] | |||||||
Total revenues | $ 3,150,234 | $ 3,019,389 | $ 9,380,640 | $ 9,006,022 | 12,495,995 | 12,095,302 | 12,220,215 |
Membership [Member] | |||||||
Total revenues | $ 71,429 | $ 64,856 | $ 209,825 | $ 192,578 | $ 258,594 | $ 255,235 | $ 247,338 |
Consolidated Statements Of Op_2
Consolidated Statements Of Operations And Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Income Statement [Abstract] | |||
Net income tax , post retirement medical plan | $ 204 | $ 744 | $ 717 |
Net income tax , unrealized gain on cash flow hedge | $ 0 | $ 25 | $ 424 |
Consolidated Statements Of Cont
Consolidated Statements Of Contingently Redeemable Common Stock And Stockholders' Deficit - USD ($) $ in Thousands | Total | Contingently Redeemable Common Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] | Treasury Stock [Member] |
Beginning balance at Jan. 31, 2015 | $ (427,475) | $ 871 | $ (4,923) | $ (425,088) | $ 1,665 | ||
Beginning balance at Jan. 31, 2015 | $ 6,944 | ||||||
Beginning balance, shares at Jan. 31, 2015 | 87,073,000 | ||||||
Beginning balance, shares at Jan. 31, 2015 | 413,000 | ||||||
Stock issuance | $ 500 | ||||||
Net income | 24,104 | 24,104 | |||||
Postretirement medical plan adjustment, net of tax | 1,045 | 1,045 | |||||
Common stock issued for public offering, net of related fees, shares | 168,000 | ||||||
Unrealized gain on cash flow hedge, net of tax | 619 | 619 | |||||
Dividends paid | (25) | (25) | |||||
Stock compensation expense | 2,265 | 2,265 | |||||
Option exercises, shares | 504,000 | ||||||
Option exercises | (638) | $ 1,313 | (638) | ||||
Call of shares prior to public offering, shares | (140,000) | ||||||
Call of shares | (144) | $ (806) | (144) | ||||
Other equity transactions | (824) | (824) | |||||
Ending balance at Jan. 30, 2016 | $ 7,951 | ||||||
Ending balance at Jan. 30, 2016 | (401,073) | $ 871 | (4,289) | (400,984) | 3,329 | ||
Ending balance, shares at Jan. 30, 2016 | 945,000 | ||||||
Ending balance, shares at Jan. 30, 2016 | 87,073,000 | ||||||
Net income | 44,224 | 44,224 | |||||
Postretirement medical plan adjustment, net of tax | (1,086) | (1,086) | |||||
Unrealized gain on cash flow hedge, net of tax | 38 | 38 | |||||
Dividends paid | (25) | (25) | |||||
Stock compensation expense | 11,828 | 11,828 | |||||
Option exercises, shares | 217,000 | ||||||
Option exercises | (661) | $ 1,038 | (661) | ||||
Call of shares prior to public offering, shares | (119,000) | ||||||
Call of shares | (583) | $ (844) | (583) | ||||
Other equity transactions | 127 | 127 | |||||
Ending balance at Jan. 28, 2017 | 8,145 | $ 8,145 | |||||
Ending balance at Jan. 28, 2017 | $ (347,211) | $ 871 | 6,397 | (356,760) | 2,281 | ||
Ending balance, shares at Jan. 28, 2017 | 1,043,000 | 1,043,000 | |||||
Ending balance, shares at Jan. 28, 2017 | 87,073,000 | 87,073,000 | |||||
Net income | $ (16,407) | ||||||
Ending balance at Oct. 28, 2017 | 8,975 | ||||||
Ending balance at Oct. 28, 2017 | $ (1,092,060) | ||||||
Ending balance, shares at Oct. 28, 2017 | 1,365,000 | ||||||
Ending balance, shares at Oct. 28, 2017 | 87,073,000 | ||||||
Beginning balance at Jan. 28, 2017 | $ (347,211) | $ 871 | 6,397 | (356,760) | 2,281 | ||
Beginning balance at Jan. 28, 2017 | $ 8,145 | $ 8,145 | |||||
Beginning balance, shares at Jan. 28, 2017 | 87,073,000 | 87,073,000 | |||||
Beginning balance, shares at Jan. 28, 2017 | 1,043,000 | 1,043,000 | |||||
Net income | $ 50,301 | 50,301 | |||||
Postretirement medical plan adjustment, net of tax | (312) | (312) | |||||
Dividends paid | (735,518) | (6,397) | (729,121) | ||||
Stock compensation expense | 9,102 | 9,102 | |||||
Option exercises, shares | 616,000 | ||||||
Option exercises | (2,850) | $ 3,708 | (2,850) | ||||
Call of shares prior to public offering, shares | (203,000) | ||||||
Call of shares | (554) | $ (1,415) | (554) | ||||
Other equity transactions | (2,815) | (2,815) | (432) | 432 | |||
Ending balance at Feb. 03, 2018 | 10,438 | $ 10,438 | |||||
Ending balance at Feb. 03, 2018 | $ (1,029,857) | $ 871 | 2,883 | (1,036,012) | 2,401 | ||
Ending balance, shares at Feb. 03, 2018 | 1,456,000 | 1,456,000 | |||||
Ending balance, shares at Feb. 03, 2018 | 87,073,000 | 87,073,000 | |||||
Net income | $ 62,954 | 62,954 | |||||
Common stock issued for public offering, net of related fees, shares | 43,125,000 | ||||||
Common stock issued for public offering, net of related fees | 685,889 | $ 431 | 685,458 | ||||
Common stock issued under stock incentive plans, shares | 4,396,000 | ||||||
Common stock issued under stock incentive plans | $ 44 | (44) | |||||
Stock reclassification as a result of public offering, shares | 1,736,000 | ||||||
Stock reclassification as a result of public offering, shares | (1,736,000) | ||||||
Stock reclassification as a result of public offering | 13,202 | $ 17 | 13,185 | ||||
Stock reclassification as a result of public offering | $ (13,202) | ||||||
Common stock issued related to follow-on offering , shares | 1,290,000 | ||||||
Common stock issued related to follow-on offering | $ 13 | (13) | |||||
Common stock repurchased upon vesting of stock awards, shares | (782,000) | ||||||
Common stock repurchased upon vesting of stock awards | (19,109) | $ (19,109) | |||||
Stock compensation expense | 54,746 | 54,746 | |||||
Option exercises, shares | 280,000 | ||||||
Option exercises | (2,210) | $ 2,792 | (2,210) | ||||
Call of shares prior to public offering, shares | 0 | 0 | |||||
Call of shares prior to public offering | $ (28) | ||||||
Call of shares | (12) | (12) | |||||
Net shares used to pay tax withholdings upon option exercise | (21,900) | (21,900) | |||||
Cash received on option exercises | 6,041 | 6,041 | |||||
Cumulative effect of change in Accounting principle | (6,362) | (6,362) | |||||
Ending balance at Nov. 03, 2018 | $ (256,618) | $ 1,376 | $ 738,134 | $ (979,420) | $ 2,401 | $ (19,109) | |
Ending balance, shares at Nov. 03, 2018 | 0 | ||||||
Ending balance, shares at Nov. 03, 2018 | 136,838,000 | 137,620,000 | (782,000) |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Net income (loss) | $ 62,954 | $ (16,407) | $ 50,301 | $ 44,224 | $ 24,104 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Charges for discontinued operations | 590 | 523 | 2,766 | 802 | 913 |
Depreciation and amortization | 122,434 | 123,404 | 164,061 | 178,325 | 177,483 |
Amortization of debt issuance costs and accretion of original issue discount | 5,233 | 6,347 | 8,463 | 17,091 | 16,848 |
Debt extinguishment and refinancing charges | 23,602 | 9,788 | |||
Write-off of debt issuance costs | 9,788 | ||||
Impairment charge for asset held for sale | 3,962 | ||||
Other non cash items, net | 18,714 | (1,334) | 3,892 | 32 | (4,534) |
Stock-based compensation expense | 54,746 | 7,649 | 9,102 | 11,828 | 2,265 |
Deferred income tax provision | (2,729) | (15,758) | (35,623) | (23,530) | (21,428) |
Increase (decrease) in cash due to changes in: | |||||
Accounts receivable | 11,233 | (13,527) | (24,507) | 26,533 | (2,253) |
Merchandise inventories | (225,972) | (151,718) | 12,706 | 30,010 | (23,660) |
Prepaid expenses and other current assets | 3,793 | (1,429) | (47,867) | 16,184 | (967) |
Other assets | 703 | 69 | 967 | 2,034 | (598) |
Accounts payable | 231,687 | 182,646 | 36,081 | (29,277) | 12,454 |
Change in book overdrafts | (29,057) | (14,604) | 7,523 | (42,781) | (20,077) |
Accrued expenses | 9,355 | (14,480) | 23,241 | 49,441 | 12,086 |
Accrued income taxes | (33,773) | (3,810) | (12,651) | 6,343 | (13,121) |
Closed store obligations | (1,802) | (1,737) | (2,354) | (1,942) | (2,033) |
Other noncurrent liabilities | (4,780) | 4,737 | 4,196 | 12,111 | 1,879 |
Net cash provided by operating activities | 250,893 | 100,359 | 210,085 | 297,428 | 159,361 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Additions to property and equipment, net of disposals | (103,340) | (86,122) | (137,466) | (114,756) | (112,363) |
Net cash used in investing activities | (103,340) | (86,122) | (137,466) | (114,756) | (112,363) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Proceeds from long term debt | 547,544 | 547,544 | |||
Payments on long term debt | (32,323) | (9,625) | (14,437) | (65,161) | (16,760) |
Paydown of First Lien Term Loan and extinguishment of Second Lien Term Loan | (975,633) | ||||
Proceeds from ABL facility | 1,302,000 | 1,276,182 | 1,645,000 | 1,166,000 | 1,841,456 |
Payments on ABL facility | (1,095,000) | (1,069,182) | (1,483,000) | (1,287,000) | (1,871,456) |
Debt issuance costs paid | (982) | (24,635) | (24,635) | (754) | |
Dividends paid | (735,492) | (735,518) | (25) | (25) | |
Capital lease and financing obligations payments | (530) | (489) | (657) | (535) | (553) |
Net cash received (paid) from stock option exercises | (15,277) | 741 | 858 | 377 | 1,175 |
Acquisition of treasury stock | (19,109) | (1,969) | (1,427) | (950) | |
Proceeds from Initial Public Offering, net of underwriters' discount and commission | 690,970 | ||||
Payment of Initial Public Offering costs | (5,081) | ||||
Other financing activities | (40) | 500 | (2,815) | 407 | 877 |
Net cash used in financing activities | (151,005) | (14,456) | (69,629) | (188,118) | (46,236) |
Net decrease in cash and cash equivalents | (3,452) | (219) | 2,990 | (5,446) | 762 |
Cash and cash equivalents at beginning of period | 34,954 | 31,964 | 31,964 | 37,410 | 36,648 |
Cash and cash equivalents at end of period | 31,502 | 31,745 | 34,954 | 31,964 | 37,410 |
Supplemental cash flow information: | |||||
Interest paid, net of capitalized interest | 127,253 | 122,263 | 152,178 | 126,919 | 132,800 |
Income taxes paid | 14,992 | 12,438 | 14,820 | 45,746 | 44,720 |
Noncash financing and investing activities: | |||||
Conversion of contingently redeemable common stock into common stock | 13,202 | ||||
Property additions included in accrued expenses | $ 13,070 | $ 22,094 | $ 19,405 | 16,915 | $ 19,571 |
Property acquired through financing obligations | $ 6,500 |
Description of Business
Description of Business | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Accounting Policies [Abstract] | ||
Description of Business | 1. Description of Business BJ’s Wholesale Club Holdings, Inc. (the “Company”) is a leading warehouse club operator in the Eastern United States. As of November 3, 2018, the Company operated 216 warehouse clubs, 136 of which operate gasoline stations, in 16 states. The Company became a publicly traded entity in connection with its initial public offering (“IPO”) of common stock and listing on the New York Stock Exchange (“NYSE”) under the ticker symbol “BJ.” The Company follows, and reports based on the National Retail Federation’s fiscal calendar. The thirteen-week | 1. Description of Business BJ’s Wholesale Club Holdings, Inc. and its wholly owned subsidiaries (the “Company” or “BJ’s”) is a leading warehouse club operator in the eastern United States of America. As of February 3, 2018, BJ’s operated 215 warehouse clubs in 16 states. BJ’s business, in common with the business of retailers generally, is subject to seasonal influences. Sales and operating income have typically been strongest in the fourth quarter holiday season and lowest in the first quarter of each fiscal year. BJ’s Wholesale Club, Inc. was previously an independent publicly traded corporation until its acquisition on September 30, 2011, by a subsidiary of Beacon Holding Inc., a company incorporated on June 24, 2011 by investment funds affiliated with or advised by Leonard Green & Partners and CVC Capital Partners, (collectively, “the Sponsors”) for the purpose of the acquisition. Beacon Holding Inc. changed its name to BJ’s Wholesale Club Holdings, Inc. on February 23, 2018. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying interim financial statements of BJ’s Wholesale Club Holdings, Inc. are unaudited and, in the opinion of management, reflect all normal recurring adjustments considered necessary for a fair statement of the Company’s financial statements in accordance with generally accepted accounting principles in the United States of America. References to “BJ’s” or the “Company” refer to BJ’s Wholesale Club Holdings, Inc. and its consolidated subsidiaries, unless the context indicates otherwise. The consolidated balance sheet as of February 3, 2018 is derived from the audited consolidated balance sheet as of that date. The unaudited results of operations for the quarter ended November 3, 2018 are not necessarily indicative of future results or results to be expected for the full year ending February 2, 2019. The Company’s business, in common with the business of retailers generally, is subject to seasonal influences. The Company’s sales and operating income have typically been highest in the fourth quarter holiday season and lowest in the first quarter of each fiscal year. You should read these statements in conjunction with the Company’s audited consolidated financial statements and related notes starting in page F-1 Initial Public Offering On July 2, 2018, the Company completed its IPO, in which the Company issued and sold 43,125,000 shares of its common stock (including 5,625,000 shares of common stock that were subject to the underwriters’ option to purchase additional shares) at an initial public offering price of $17.00 per share. The Company received total aggregate proceeds of $685.9 million net of underwriters’ discounts, commissions and other transaction expenses, which totaled $47.2 million. On July 2, 2018, the Company used the net proceeds from the IPO to extinguish the total outstanding balance of $623.3 million of its senior secured second lien term loan facility (the “Second Lien Term Loan”). See Note 6, Debt and Credit Arrangements footnote, for further discussion regarding the Second Lien Term Loan extinguishment. On October 1, 2018, certain selling stockholders completed the registered sale of 32,200,000 shares of the Company’s common stock at a public offering price of $26.00 per share. Of the 32,200,000 shares sold, 4,200,000 shares represented the underwriters’ exercise of their overallotment option. The Company did not receive any proceeds from this offering or incur underwriters’ discounts or commissions on the sale. The Company incurred transaction costs of $2.4 million primarily for legal, accounting and printer services related to the offering. Stock Split On June 15, 2018, the Company effected a seven-to-one Deferred Offering Costs The Company capitalized certain legal, professional, accounting and other third-party fees that were directly associated with the July 2, 2018 IPO as deferred offering costs. Upon the consummation of the IPO, $47.2 million was recorded in stockholders’ deficit as a reduction of additional paid-in Recent Accounting Pronouncements The accounting policies the Company follows are set forth in the Company’s audited financial statements for the fiscal year ended February 3, 2018 and included in the Company’s final Prospectus. There have been no material changes to these accounting policies, except as noted below for new accounting pronouncements adopted at the beginning of fiscal year 2018. Revenue from Contracts with Customers (ASC No. 606) In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09, The Company adopted the new guidance at the beginning of fiscal year 2018 using the modified retrospective adoption method and recognized the cumulative effect of initially applying the new guidance as an adjustment to the opening balance of accumulated deficit. The new guidance was only applied to contracts not completed as of the initial date of application. Additionally, any contract that was modified prior to the adoption date has been reflected in the cumulative adjustment giving effect to the aggregate effect of all contract modifications prior to the initial application date. The impact of employing this practical expedient for contract modifications is immaterial. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The cumulative effect of the changes made to the Company’s February 3, 2018 balance sheet for the adoption of the standard update was as follows (in thousands): Balance as of February 3, 2018 Adjustment for new Standard Balance as of February 4, 2018 Prepaid expenses and other current assets $ 81,972 $ 7,820 $ 89,792 Accrued expenses and other current liabilities 495,767 16,645 512,412 Deferred income taxes 57,074 (2,463 ) 54,611 Accumulated deficit (1,036,012 ) (6,362 ) (1,042,374 ) The impact of the adoption of the standards update on the Company’s Consolidated Statement of Operations for the thirteen and thirty-nine weeks ended November 3, 2018, resulted in an increase to cost of sales and net sales of $0.2 million and a decrease to cost of sales and net sales of $5.5 million, respectively, due to recording the allowance for returns reserve on a gross basis. The remaining impact of the adoption of the standards on the Company’s Consolidated Statement of Operations for the thirteen weeks and thirty-nine weeks ended November 3, 2018 was immaterial. The impact of the adoption of the standards update on the Company’s Consolidated Balance Sheet as of November 3, 2018 was as follows (in thousands): As of November 3, 2018 As Balance without adoption Effect of change Prepaid expenses and other current assets $ 78,179 $ 71,603 $ 6,576 Accrued expenses and other current liabilities 485,786 469,447 16,339 Deferred income taxes 51,810 54,346 (2,536 ) Accumulated deficit (979,420 ) (972,193 ) (7,227 ) Classification of Costs Related to Defined Benefit Pension and Other Post-Retirement Benefit Plans (ASU 2017-07) At the beginning of fiscal year 2018, the Company adopted ASU No. 2017-07, Compensation—Retirement Benefits (Topic 715: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-Retirement Benefit Cost 2017-07”). ASU 2017-07 2017-07 Modifications to Share-based Compensation Awards (ASU 2017-09) At the beginning of fiscal year 2018, the Company adopted ASU No. 2017-09, Compensation-Stock Compensation Topic 718-Scope 2017-09”). 2017-09 2017-09. Definition of a Business (ASU 2017-01) At the beginning of fiscal year 2018, the Company adopted ASU No. 2017-01 , Business Combinations (Topic 805): Clarifying the Definition of a Business 2017-01”). 2017-01 2017-01, 2017-01, 2017-01. Statement of Cash Flows (ASU 2016-15) At the beginning of fiscal year 2018, the Company adopted ASU No. 2016-15, Statement of Cash Flows (Topic 230) 2016-15”). 2016-15 2016-15 Recently Issued Accounting Pronouncements Leases (ASU 2016-02) In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) right-of-use Derivatives and Hedging (ASU 2017-12) In August 2017, the FASB issued ASU 2017-12 Derivatives and Hedging (Topic 815) Non-Employee Share-Based Compensation (ASU 2018-07) In June 2018, the FASB issued ASU 2018-07 Improvements to Nonemployee Share-Based Payment Accounting Fair Value Measurement (ASU 2018-13) In August 2018, the FASB issued ASU 2018-13 Changes to the Disclosure Requirements for Fair Value Measurement Intangibles-Goodwill and Other-Internal-Use Software (ASU 2018-15) In August 2018, the FASB issued ASU 2018-15 Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) | 2. Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Fiscal Year The Company’s fiscal year ends on the Saturday closest to January 31. Fiscal year 2015 (“2015”) consists of the 52 weeks ended January 30, 2016, Fiscal year 2016 (“2016”) consists of the 52 weeks ended January 28, 2017, and fiscal year 2017 (“2017”) consists of the 53 weeks ended February 3, 2018. Estimates Included in Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and stockholders’ equity, and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates relied upon in preparing these consolidated financial statements include, but are not limited to, revenue recognition; vendor rebates and allowances; estimating inventory reserves; estimating impairment assessments of goodwill, intangible assets, and other long-lived assets; estimating self-insurance reserves; estimating income taxes and equity-based compensation. Actual results could differ from those estimates. Segment Reporting The Company’s club retail operations, which represent substantially all of the Company’s consolidated total revenues, are the Company’s only reportable segment. All of the Company’s identifiable assets are located in the United States. The Company does not have significant sales outside the United States, nor does any customer represent more than 10% of total revenues for any period presented. The following table summarizes the percentage of net sales by category: Fiscal Year 2015 2016 2017 Edible Grocery 24 % 25 % 24 % Perishables 30 % 29 % 29 % Non-Edible 21 % 22 % 21 % General Merchandise 14 % 14 % 14 % Gasoline & Other Ancillary Services 11 % 10 % 12 % Concentration Risk An adverse change in the Company’s relationships with its key suppliers could have a material effect on the business and results of operations of the Company. Currently, one distributor consolidates a substantial majority of perishables for shipment to the clubs. While the Company believes that such a consolidation is in its best interest overall, a prolonged disruption in logistics processes could materially impact sales and profitability for the near term. All of the warehouse clubs are located in the eastern United States. Sales from the New York metropolitan area made up approximately 25% of net sales in 2015, 2016 and 2017. Financial instruments that potentially subject the Company to concentrations of credit risk principally consist of cash held in financial institutions. The Company considers the credit risk associated with these financial instruments to be minimal. Cash is held by financial institutions with high credit ratings and the Company has not historically sustained any credit losses associated with its cash balances. Cash and Cash Equivalents Highly liquid investments with a maturity of three months or less at the time of purchase are considered to be cash equivalents. Book overdrafts not subject to offset with other accounts with the same financial institution are classified as accounts payable. Accounts Receivable Accounts receivable consists primarily of credit card receivables and receivables from vendors related to rebates and coupons and is stated net of allowances for doubtful accounts of $1.3 million at January 28, 2017 and $1.2 million at February 3, 2018. The determination of the allowance for doubtful accounts is based on BJ’s historical experience applied to an aging of accounts and a review of individual accounts with a known potential for write-off. Merchandise Inventories Inventories are stated at the lower of cost, determined under the average cost method, or net realizable value. The Company recognizes the write-down of slow-moving or obsolete inventory in cost of sales when such write-downs are probable and estimable. The Company writes down inventory for estimated shrinkage for the period between physical inventories based on historical results of previous physical inventories, shrinkage trends or other judgments management believes to be reasonable under the circumstances. Property and Equipment Property and equipment are recorded at cost and depreciated over their estimated useful lives using the straight-line method. Buildings and improvements are depreciated over estimated useful lives of 33 years. Interest related to the development of buildings is capitalized during the construction period. Leasehold costs and improvements are amortized over the remaining lease term (which includes renewal periods that are reasonably assured) or the asset’s estimated useful life, whichever is shorter. Furniture, fixtures and equipment are depreciated over estimated useful lives, ranging from three to ten years. Depreciation expense was $145.7 million in 2015, $149.5 million in 2016 and $138.0 million in 2017. Certain costs incurred in connection with developing or obtaining computer software for internal use are capitalized. Capitalized software costs are included in furniture, fixtures, and equipment and are amortized on a straight-line basis over the estimated useful life of the software, which is three to seven years. Software costs not meeting the criteria for capitalization are expensed as incurred. Expenditures for betterments and major improvements that significantly enhance the value and increase the estimated useful life of the assets are capitalized and depreciated over the new estimated useful life. Repairs and maintenance costs on all assets are expensed as incurred. Deferred Issuance Costs The Company defers costs directly associated with acquiring third-party financing. Debt issuance costs related to the term loans are recorded as a direct deduction from the carrying amount of the debt and debt issuance costs associated with the ABL are recorded within other assets. Debt issuance costs are amortized over the term of the related financing arrangements on a straight-line basis, which is materially consistent with the effective interest method. Amortization of deferred debt issuance costs is recorded in interest expense and was $7.4 million in 2015, $7.7 million in 2016 and $4.1 million in 2017. Goodwill and Indefinite-Lived Intangible Assets Goodwill and indefinite-lived trade name intangible assets are not subject to amortization. The Company assesses the recoverability of its goodwill and trade name annually in the fourth quarter or whenever events or changes in circumstances indicate it may be impaired. The Company has determined it has one reporting unit for goodwill impairment testing purposes. The Company may assess its goodwill for impairment initially using a qualitative approach (“step zero”) to determine whether conditions exist to indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If management concludes, based on its assessment of relevant events, facts and circumstances that it is more likely than not that a reporting unit’s carrying value is greater than its fair value, then a quantitative analysis will be performed to determine if there is any impairment. The Company may also elect to initially perform a quantitative analysis instead of starting with step zero. The quantitative assessment for goodwill is a two-step The Company assesses the recoverability of its trade name whenever there are indicators of impairment, or at least annually in the fourth quarter. If the recorded carrying value of the trade name exceeds its estimated fair value, the Company records a charge to write the intangible asset down to its estimated fair value as a component of SG&A. The Company assessed the recoverability of the BJ’s trade name and determined that its estimated fair value exceeded its carrying value and that no impairment was necessary in 2015, 2016 or 2017. Impairment of Long-lived Assets The Company reviews the realizability of long-lived assets periodically and whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Current and expected operating results and cash flows and other factors are considered in connection with management’s reviews. For purposes of evaluating the recoverability of long-lived assets, the recoverability test is performed using undiscounted net cash flows of individual clubs and consolidated net cash flows for long-lived assets not identifiable to individual clubs. Impairment losses are measured as the difference between the carrying amount and the estimated fair value of the assets being evaluated. No impairment charges were recorded in 2015, 2016 or 2017. Asset Retirement Obligations An asset retirement obligation represents a legal obligation associated with the retirement of a tangible long-lived asset that is incurred upon the acquisition, construction, development or normal operation of that long-lived asset. The Company recognizes asset retirement obligations in the period in which they are placed in service, if a reasonable estimate of fair value can be made. The asset retirement obligation is subsequently adjusted for changes in fair value. The associated estimated asset retirement costs are capitalized in leasehold improvements and depreciated over their useful life. The Company’s asset retirement obligations relate to the future removal of gasoline tanks and related assets from gasoline stations. See Note 15 for further information on the amounts accrued. Self-Insurance Reserves The Company is primarily self-insured for workers’ compensation, general liability claims and medical claims. Reported reserves for these claims are derived from estimated ultimate costs based upon individual claim file reserves and estimates for incurred but not reported claims. The Company carries stop-loss insurance on its workers’ compensation and general liability claims to mitigate its exposure to large claims. Revenue Recognition Revenue is recognized from the sale of merchandise, net of estimated returns, at the time of purchase by the customer in the club. In the limited instances when the customer is not able to take delivery at the point of sale, revenue from the sale of merchandise is not recognized until title and risk of loss pass to the customer. For sales of merchandise on the Company’s website, revenue is also recognized when title and risk of loss pass to the customer, which is normally at the time the merchandise is received by the customer. Sales incentives redeemable only at BJ’s, such as coupons and instant rebates, are recorded as a reduction of net sales. The Company evaluates whether it is appropriate to record the gross amount of merchandise or service sales and related costs or the net amount earned as commission. Generally, when the Company is considered the primary obligor in the transaction, revenue is recorded at the gross sales price. If the Company is not considered the primary obligor, as in the case of third party ancillary services such as vision care, travel and insurance that are offered in club or through bjs.com, the net amount retained is recorded. Membership fee income (“MFI”) is recognized on a straight-line basis over the life of the membership, which is typically 12 months. The Company’s BJ’s Perks Rewards members earn 2% cash back, up to a maximum of $500 per year, on all qualified purchases made at BJ’s. The Company’s My BJ’s Perks Mastercard holders earn 3% or 5% cash back on all qualified purchases made at BJ’s and 1% or 2% cash back on purchases made with the card outside of BJ’s. Cash back is in the form of electronic awards issued in $20 increments that may be used in-club BJ’s gift cards are available for purchase at all clubs. Revenue from gift card sales is recognized upon redemption of the gift card. Revenue from gift card and rewards breakage is recorded in net sales when the likelihood of redemption is remote and the Company does not have a legal obligation to escheat the value of unredeemed gift cards and rewards to any jurisdiction. Breakage recorded in 2015, 2016 and 2017 was not material. The sales returns reserve, which reduces sales and cost of sales for the estimated impact of returns and also includes an estimate for membership cancellations, was $2.3 million in 2015, $3.7 million in 2016 and $3.4 million in 2017. Warranty Programs The Company passes on any manufacturers’ warranties to the members. In addition, BJ’s includes an extended warranty on tires sold at the clubs, under which BJ’s customers receive tire repair services or tire replacement in certain circumstances. This warranty is included in the sale price of the tire and it cannot be declined by the customers. The Company is fully liable for claims under the tire warranty program. As the primary obligor in these arrangements, associated revenue is recognized on the date of sale and an estimated warranty obligation is accrued based on claims experience. The liability for future claims under this program is not material to the financial statements. Extended warranties are also offered on certain types of products such as electronics and jewelry. These warranties are provided by a third party at fixed prices to BJ’s. No liability is retained to satisfy warranty claims under these arrangements. The Company is not the primary obligor under these warranties, and as such net revenue is recorded on these arrangements at the time of sale. Revenue from warranty sales is included in net sales on the income statement. Cost of Sales The Company’s cost of sales includes the direct costs of sold merchandise, which includes customs, taxes, duties and inbound shipping costs, inventory shrinkage and adjustments and reserves for excess, aged and obsolete inventory. Cost of goods sold also includes certain distribution center costs and allocations of certain indirect costs, such as occupancy, depreciation, amortization, labor and benefits. Presentation of Sales Tax Collected from Customers and Remitted to Governmental Authorities In the ordinary course of business, sales tax is collected on items purchased by the members that are taxable in the jurisdictions when the purchases take place. These taxes are then remitted to the appropriate taxing authority. These taxes collected are excluded from revenues in the financial statements. Vendor Rebates and Allowances The Company receives various types of cash consideration from vendors, principally in the form of rebates, based on purchasing or selling certain volumes of product, time-based rebates or allowances, which may include product placement allowances or exclusivity arrangements covering a predetermined period of time, price protection rebates and allowances for retail price reductions on certain merchandise and salvage allowances for product that is damaged, defective or becomes out-of-date. Such vendor rebates and allowances are recognized based on a systematic and rational allocation of the cash consideration offered to the underlying transaction that results in progress by BJ’s toward earning the rebates and allowances, provided the amounts to be earned are probable and reasonably estimable. Otherwise, rebates and allowances are recognized only when predetermined milestones are met. The Company recognizes product placement allowances as a reduction of cost of sales in the period in which the product placement is completed. Time-based rebates or allowances are recognized as a reduction of cost of sales over the performance period on a straight-line basis. All other vendor rebates and allowances are recognized as a reduction of cost of sales when the merchandise is sold or otherwise disposed. Cash consideration is also received for advertising products in publications sent to BJ’s members. Such cash consideration is recognized as a reduction of SG&A to the extent it represents a reimbursement of specific, incremental and identifiable SG&A costs incurred by BJ’s to sell the vendors’ products. If the cash consideration exceeds the costs being reimbursed, the excess is characterized as a reduction of cost of sales. Cash consideration for advertising vendors’ products is recognized in the period in which the advertising takes place. Manufacturers’ Incentives Tendered by Consumers Consideration from manufacturers’ incentives (such as rebates or coupons) is recorded gross in net sales when the incentive is generic and can be tendered by a consumer at any reseller and the Company receives direct reimbursement from the manufacturer, or clearinghouse authorized by the manufacturer, based on the face value of the incentive. If these conditions are not met, such consideration is recorded as a decrease in cost of sales. Leases The majority of leases are accounted for as operating leases in accordance with ASC 840, Leases Sometimes, the Company is involved in the construction of leased clubs. In these situations, the Company evaluates whether it is deemed the owner of the club for accounting purposes. If deemed the owner of the construction project, the Company capitalizes the construction costs of the club on the balance sheet and records financing obligations equal to the cash proceeds or fair value of the assets received from the landlord. Upon the completion of the project, a sale-leaseback analysis is performed pursuant to current leasing guidance to determine if the assets and related financing obligations can be removed from the balance sheet. Assuming the assets and liabilities are removed from the balance sheet, leases are classified as either operating or capital. In some of the leases, the Company is reimbursed only a portion of the construction cost or the lease has terms that fix the rental payments for a significant percentage of the leased asset’s economic life. These items generally are considered continuing involvement which precludes removing the assets and related financing obligation from the balance sheet when construction is complete. Rent expense is not reported for any properties which are considered owned for accounting purposes. Rental payments under these leases are allocated as a reduction of the financing obligation and interest expense. Assets recorded under capital lease and financing obligations are included in land and buildings on the balance sheet and are depreciated over their estimated useful lives using the straight-line method. As of January 28, 2017, and February 3, 2018, the gross amount of assets recorded under capital lease and financing obligations was $49.4 million. Related accumulated depreciation for these assets as of January 30, 2016, January 28, 2017 and February 3, 2018 was $8.1 million, $10.2 million and $12.2 million, respectively. Preopening Costs Preopening costs consist of direct incremental costs of opening or relocating a facility and are expensed as incurred. Advertising Costs Advertising costs generally consist of efforts to acquire new members and typically include media advertising (some of which is vendor-funded). BJ’s expenses advertising as incurred as a component of SG&A. Advertising expenses were approximately 0.4%, 0.5% and 0.6% of net sales in 2015, 2016 and 2017, respectively. Stock-Based Compensation The fair value of service-based employee awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The fair value of the performance-based awards is recognized as compensation expense ratably over the service period of each performance tranche. The fair value of the stock-based awards is determined using the Black-Scholes option pricing model. Determining the fair value of options at the grant date requires judgment, including estimating the expected term that stock options will be outstanding prior to exercise and the associated volatility. The estimated fair value of the Company’s stock is determined by its board of directors, with input from management and considering third-party valuations of common stock. See Note 11 for an additional description of the accounting for stock-based awards. Earnings Per Share Basic net income per share attributable to common stockholders is calculated by dividing net income available to common stockholders by the weighted average number of common shares outstanding for the period, including contingently redeemable common stock recorded outside of stockholders’ equity. Basic income from continuing operations per share attributable to common stockholders is calculated by dividing income from continuing operations available to common stockholders by the weighted average number of common shares outstanding for the period, including contingently redeemable common stock recorded outside of stockholders’ equity. Basic loss from discontinuing operations per share attributable to common stockholders is calculated by dividing loss from discontinuing operations available to common stockholders by the weighted average number of common shares outstanding for the period, including contingently redeemable common stock recorded outside of stockholders’ equity. Diluted net income per share attributable to common stockholders is calculated by dividing net income available to common stockholders by the diluted weighted average number of common shares outstanding for the period. Diluted income from continuing operations per share attributable to common stockholders is calculated by dividing income from continuing operations available to common stockholders by the diluted weighted average number of common shares outstanding for the period. Diluted loss from discontinuing operations per share attributable to common stockholders is calculated by dividing loss from discontinuing operations available to common stockholders by the diluted weighted average number of common shares outstanding for the period. Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement carrying values and their respective tax bases, using enacted tax rates expected to be applicable in the years in which the temporary differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company evaluates the realizability of its deferred tax assets and establishes a valuation allowance when it is more likely than not that all or a portion of the deferred tax assets will not be realized. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected, scheduling of anticipated reversals of taxable temporary differences, and considering prudent and feasible tax planning strategies. The Company records liabilities for uncertain income tax positions based on a two-step Any interest or penalties incurred related to unrecognized tax benefits are recorded as a component of the provision for income tax expense. Derivative Financial Instruments All derivatives are recognized as either assets or liabilities on the consolidated balance sheet and measurement of these instruments is at fair value. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded as a component of accumulated other comprehensive income and are recognized in the consolidated statement of operations when the hedged item affects earnings. Any portion of the change in fair value that is determined to be ineffective is immediately recognized in earnings as SG&A. Derivative gains or losses included in accumulated other comprehensive income are reclassified into earnings at the time the hedged transaction occurs as a component of SG&A. Fair Value of Financial Instruments Certain assets and liabilities are carried at fair value in accordance with GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses a three-level hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1, quoted market prices in active markets for identical assets or liabilities. • Level 2, observable inputs other than quoted market prices included in Level 1 such as quoted market prices for markets that are not active or other inputs that are observable or can be corroborated by observable market data. • Level 3, unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, including certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. Comprehensive Income Comprehensive income is a measure of net income and all other changes in equity that result from transactions other than with equity holders, and would normally be recorded in the consolidated statements of stockholders’ equity and the consolidated statements of comprehensive income. Other comprehensive income consists of unrealized gains and losses from derivative instruments designated as cash flow hedges, and postretirement medical plan adjustments. Recently Adopted Accounting Pronouncements In March 2016, the FASB issued an accounting standard update that aims to simplify accounting for stock-based compensation. The changes include accounting for income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross share compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company elected to account for forfeitures as they occur rather than apply an estimated forfeiture rate to stock-based compensation expense. The Company adopted this standard update in 2017 and applied the changes prospectively. In July 2015, the FASB issued an accounting standard update that aims to simplify the measurement of inventory. The changes include measuring inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company adopted this standard update on a prospective basis in 2017 and prior periods were not retrospectively adjusted. In February 2018, the FASB issued an accounting standard update that allows the reclassification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. The Company adopted this standard update in 2017 and applied the changes prospectively for the year ended February 3, 2018 and reclassified $432 thousand from accumulated other comprehensive income to retained earnings as of February 3, 2018. Recent Accounting Pronouncements In May 2014, the FASB issued a new standard that creates common revenue recognition guidance for GAAP and International Financial Reporting Standards. The new guidance supersedes most preexisting revenue recognition guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard defines a five-step process to achieve this principle, and will require companies to use more judgment and make more estimates than under the current guidance. The new standard also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. The standard is effective for public entities for annual periods beginning after December 15, 2017 and for interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of the new standard will have on its consolidated financial statements. The Company expects that the areas impacted will include accounting for the Company’s co-branded In February 2016, the FASB issued an accounting standard update that creates new accounting and reporting guidelines for leasing arrangements. The new guidance requires organizations that lease assets to recognize assets and liabilities on the balance sheet related to the rights and obligations created by those leases, regardless of whether they are classified as finance or operating leases. Consistent with current guidance, the recognition, measurement, and presentation of expenses and cash flows arising from a lease primarily will depend on its classification as a finance or operating lease. The guidance also requires new disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The new standard is effective for annual reporting periods beginning after December 15, 2018. The new standard is to be applied using a modified retrospective approach. The Company is currently evaluating the impact of the new pronouncement on its consolidated financial statements, however, the Company expects to have a material impact to its consolidated balance sheet upon adoption. In August 2016, the FASB issued an accounting standard update that is intended to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The guidance in the accounting standard update is required to be adopted for annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently evaluating the impact of the standard update on its consolidated cash flow statements. In January 2017, the FASB issued an accounting standard update for Intangibles—Goodwill and Other, simplifying the test for goodwill impairment. Under the existing standard, when the carrying value of a reporting unit exceeds the reporting unit’s fair value, an entity would then proceed to a Step 2 goodwill impairment analysis, which requires calculating the impaired fair value by assigning the fair value of a reporting unit to all of its assets and liabilities, as if that reporting unit had been acquired in a business combination. Under the new standard a goodwill impairment will be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of the reporting unit’s goodwill. The new standard is effective January 1, 2020, with early adoption permitted. The Company does not believe this will have an impact on the consolidated financial statements. In March 2017, the FASB issued new guidance, which changes certain presentation and disclosure requirements for employers that sponsor defined benefit pension and other postretirement benefit plans. This guidance requires entities to (1) report the service cost component of net periodic pension/postretirement benefit cost in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period; (2) capitalize only the service cost component of net periodic pension/postretirement benefit cost (when applicable); and (3) present other components of net periodic pension/postretirement benefit cost separately from the service cost component and outside a subtotal of income from operations (if applicable). The standard is effective for fiscal years beginning after December 15, 2018, with early adoption permitted as of January 1, 2017. The Company is currently evaluating the impact of the standard update on its consolidated financial statements. In May 2017, the FASB issued |
Related Party Transactions
Related Party Transactions | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | 4. Related Party Transactions Management Agreement The Company had a management services agreement with the Sponsors for ongoing consulting and advisory services that terminated upon the consummation of the Company’s IPO. The management services agreement provided for the aggregate payment of management fees to the Sponsors (or advisory affiliates thereof) of $8.0 million per year, plus out of pocket expenses. The Company incurred no management fees for the thirteen weeks ended November 3, 2018 and incurred $2.0 million in such fees for the thirteen weeks ended October 28, 2017. The Company expensed $3.3 million and $6.1 million of management fees and out of pocket expenses for the thirty-nine weeks ended November 3, 2018 and October 28, 2017, respectively. Management fees and expenses are reported in Selling, general and administrative expenses (“SG&A”) in the consolidated statements of operations and comprehensive income. One of the Company’s suppliers, Advantage Solutions Inc., is controlled by affiliates of the Sponsors. Advantage Solutions Inc. is principally a provider of in-club on-floor The Company believes the terms obtained or consideration paid or received, as applicable, in connection with the transactions were comparable to terms available or amounts that would be paid or received, as applicable, in arms’-length transactions with unrelated parties. | 3. Related Party Transactions Management Agreement The Company has a management services agreement with the Sponsors for ongoing consulting and advisory services. The management services agreement provides for the aggregate payment of management fees to the Sponsors (or advisory affiliates thereof) of $8.0 million per year, plus out of pocket expenses. The Company expensed $8.1 million of management fees and out of pocket expenses in 2015 and 2016 respectively, and $8.0 million of management fees and out of pocket expenses in 2017. Management fees and expenses are reported in SG&A in the consolidated statements of operations and comprehensive income. Other Relationships One of the Company’s suppliers, Advantage Solutions Inc., is controlled by affiliates of the Sponsors. Advantage Solutions Inc. is principally a provider of in-club on-floor The Company believes the terms obtained or consideration paid or received, as applicable, in connection with the transactions were comparable to terms available or amounts that would be paid or received, as applicable, in arms’-length transactions with unrelated parties. The Company determined that the related-party disclosure for Advantage Solutions Inc. was misstated in the previously issued consolidated financial statements for the fiscal years 2017, 2016 and 2015. In evaluating whether the Company’s previously issued consolidated financial statements were materially misstated, after considering both qualitative and quantitative considerations, the Company concluded that the disclosure errors were not material to any of the Company’s prior annual consolidated financial statements and therefore, amendments of previously filed reports were not required. However, the Company has revised the disclosure to correct errors incurred with Advantage Solutions Inc. to the amounts reflected above for fiscal years 2017, 2016 and 2015. |
Dividend Recapitalization
Dividend Recapitalization | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Other Liabilities Disclosure [Abstract] | ||
Dividend Recapitalization | 5. Dividend Recapitalization On February 3, 2017, the Company distributed a $735.5 million dividend to its common stockholders. In conjunction with the dividend, the Company paid $67.5 million to stock option holders of the Company as required under the Fourth Amended and Restated 2011 Stock Option Plan of BJ’s Wholesale Club Holdings, Inc. (as further amended) (“2011 Plan”) and the 2012 Director Stock Option Plan of BJ’s Wholesale Club Holdings, Inc. (as further amended) (“2012 Director Plan”). The payments to option holders were recorded as compensation expense in SG&A in the first quarter of fiscal 2017. The Company also paid $5.4 million to employees under retention bonus arrangements, of which $4.6 million was accrued in 2016, and the remaining $0.8 million was recognized as compensation expense in the first quarter of 2017. In order to fund these payments, the Company executed the following transactions immediately prior to the payment of the dividend: • Refinanced and upsized the senior secured first lien term loan facility (the “First Lien Term Loan”) to $1,925.0 million, subject to an original issue discount (“OID”) of $4.8 million. • Refinanced and upsized the existing senior secured second lien term loan facility (the “Second Lien Term Loan”) to $625.0 million, subject to an OID of $6.2 million. • Amended and restated the senior secured asset based revolving credit and term facility the (“ABL Facility”) and borrowed $340.0 million. The maturity date on the ABL Facility was extended to February 3, 2022 and there were no changes to the material terms. The Company paid accrued outstanding interest of $11.0 million in conjunction with the refinancing. | 4. Dividend Recapitalization On February 3, 2017, the Company distributed a $735.5 million dividend to its common stockholders. In conjunction with the dividend, the Company paid $67.5 million to stock option holders of the Company as required under the Fourth Amended and Restated 2011 Stock Option Plan of BJ’s Wholesale Club Holdings, Inc. (as further amended) (“2011 Plan”), and the 2012 Director Stock Option Plan of BJ’s Wholesale Club Holdings, Inc. (as further amended) (“2012 Director Plan”). The payments to option holders were recorded as compensation expense in SG&A in 2017. The Company also paid $5.4 million to employees under retention bonus arrangements, of which $4.6 million was accrued in 2016 and the remaining $0.8 million was recognized as compensation expense in 2017. In order to fund these payments, the Company executed the following transactions immediately prior to the payment of the dividend: • Refinanced and upsized the First Term Loan to $1,925.0 million, subject to an original issue discount (“OID”) of $4.8 million. The First Term Loan now matures on February 3, 2024. • Refinanced and upsized the Second Term Loan to $625.0 million, subject to an OID of $6.2 million. The Second Lien Term Loan now matures on February 3, 2025. • Amended and restated the ABL Facility and borrowed $340.0 million. The maturity date on the ABL Facility was extended to February 3, 2022 and there were no changes to the material terms. The Company paid accrued outstanding interest of $11.0 million and capitalized debt issuance costs of $24.6 million in conjunction with the refinancing. The Company recorded a loss on the debt refinancing of $21.1 million in 2017 of which $9.8 million represents the write-off |
Debt and Credit Arrangements
Debt and Credit Arrangements | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Debt Disclosure [Abstract] | ||
Debt and Credit Arrangements | 6. Debt and Credit Arrangements Debt consisted of the following at November 3, 2018, February 3, 2018 and October 28, 2017 (in thousands): November 3, 2018 February 3, 2018 October 28, 2017 ABL Facility $ 424,000 $ 217,000 $ 262,000 First Lien Term Loan 1,533,890 1,910,563 1,915,375 Second Lien Term Loan — 625,000 625,000 Unamortized debt discount and debt issuance cost (19,107 ) (40,153 ) (41,745 ) Less: current portion (389,377 ) (219,750 ) (231,250 ) Long-term debt $ 1,549,406 $ 2,492,660 $ 2,529,380 ABL Facility On August 17, 2018, the Company amended its ABL Facility to extend the maturity date from February 3, 2022 to August 17, 2023 and reduce the applicable interest rates and letter of credit fees on the facility. Total fees associated with the refinancing were approximately $1.0 million. The Company capitalized approximately $0.9 million of new debt issuance costs and had immaterial write-offs for previously capitalized debt issuance costs and third-party fees. The ABL Facility is comprised of a $950.0 million revolving credit facility and a $50.0 million term loan. The ABL Facility is secured on a senior basis by certain “liquid assets” of the Company and secured on a junior basis by certain “fixed assets” of the Company. The $50.0 million term loan payment terms are restricted in that the term loan cannot be repaid unless all loans outstanding under the ABL Facility are repaid, and once repaid, cannot be re-borrowed. sub-facility At November 3, 2018, there was $424.0 million outstanding in loans under the ABL Facility and $45.1 million in outstanding letters of credit. At February 3, 2018, there was $217.0 million outstanding in loans under the ABL Facility and $44.2 million in outstanding letters of credit. At October 28, 2017, there was $262.0 million outstanding in loans under the ABL Facility and $42.0 million in outstanding letters of credit. As of November 3, 2018, the interest rate on the revolving credit facility was 3.56%, and borrowing availability was $521.6 million. As of February 3, 2018, the interest rate on the revolving credit facility was 3.08%, and borrowing availability was $574.8 million. As of October 28, 2017, the interest rate on the revolving credit facility was 2.74%, and borrowing availability was $666.7 million. First Lien Term Loan On February 3, 2017, the Company refinanced its First Lien Term Loan to extend the maturity date to February 3, 2024, increase the First Lien Term Loan borrowings to $1,925.0 million subject to a $4.8 million OID and change the interest rate. Interest on the First Lien Term Loan is calculated either at LIBOR plus a range of 350 to 375 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of prime, the federal funds effective rate plus 50 basis points or one-month On August 13, 2018, the Company amended its First Lien Term Loan to reduce the applicable interest rates and reduce the principal on the loan. The Company drew $350.0 million under its ABL Facility to fund the transaction. As amended, the First Lien Term Loan has an initial principal amount of $1,537.7 million and interest is calculated either at LIBOR plus 275 to 300 basis points or a base rate plus 175 to 200 basis points based on the Company achieving a net leverage ratio of 3.00 to 1.00. Total fees associated with the refinancing were approximately $1.8 million. The Company wrote-off At November 3, 2018, the interest rate for the First Lien Term Loan was 5.28%. At February 3, 2018, the interest rate for the First Lien Term Loan was 4.95%. At October 28, 2017, the interest rate for the First Lien Term Loan was 4.99%. Principal payments on the First Lien Term Loan are required in quarterly installments of 0.25% of the original principal amount with the balance due upon maturity on February 3, 2024. Voluntary prepayments are permitted subject to premium payments. Principal payments must be made on the First Lien Term Loan pursuant to an annual excess cash flow calculation. The First Lien Term Loan is subject to certain affirmative and negative covenants but no financial covenants. It is secured on a senior basis by certain “fixed assets” of the Company and on a junior basis by certain of “liquid” assets of the Company. At November 3, 2018, there was $1,533.9 million outstanding on the First Lien Term Loan. At February 3, 2018, there was $1,910.6 million outstanding on the First Lien Term Loan. At October 28, 2017, there was $1,915.4 million outstanding on the First Lien Term Loan. Second Lien Term Loan On February 3, 2017, the Company refinanced its Second Lien Term Loan to extend the maturity date to February 3, 2025 and increased the Second Lien Term Loan borrowings to $625.0 million, subject to a $6.2 million OID. Interest was calculated either at LIBOR plus 750 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of the prime, the federal funds effective rate plus 50 basis points or one-month On July 2, 2018, the Company paid off the Second Lien Term Loan by extinguishing the entire outstanding amount of $623.2 million. In connection with the debt extinguishment, the Company paid a $6.2 million prepayment premium. The Company recorded debt extinguishment charges of $19.2 million in conjunction with the pay down, of which $13.0 million represents the write-off There was a balance of $625.0 million outstanding on the Second Lien Term Loan as of February 3, 2018 and October 28, 2017. At February 3, 2018, the interest rate for the Second Lien Term Loan was 8.95% and at October 28, 2017, the interest rate for the Second Lien Term Loan was 8.74%. | 5. Debt and Credit Arrangements Debt consisted of the following at January 28, 2017 and February 3, 2018 (in thousands): January 28, February 3, ABL Facility $ 55,000 $ 217,000 First Lien Term Loan 1,425,273 1,910,563 Second Lien Term Loan 577,183 625,000 Unamortized debt discount and debt issuance costs (37,338 ) (40,153 ) Less: current portion (20,000 ) (219,750 ) Long-term debt $ 2,000,118 $ 2,492,660 ABL Facility On February 3, 2017 the Company amended and restated the ABL Facility to extend the maturity date to February 3, 2022. The Company wrote-off The ABL Facility is comprised of a $950.0 million revolving credit facility and a $50.0 million term loan. The ABL Facility is secured on a senior basis by certain “liquid assets” of the Company and secured on a junior basis by certain “fixed assets” of the Company. The $50.0 million term loan payment terms are restricted in that the term loan cannot be repaid unless all loans outstanding under the ABL Facility are repaid, and once repaid, cannot be re-borrowed. one-month six-month At January 28, 2017, there was $55.0 million outstanding in loans under the ABL Facility and $48.0 million in outstanding letters of credit. At February 3, 2018, there was $217.0 million outstanding in loans under the ABL Facility and $44.2 million in outstanding letters of credit. As of February 3, 2018, the interest rate on the revolving credit facility was 3.08% and borrowing availability was $574.8 million. First Lien Term Loan On February 3, 2017 the Company refinanced its senior secured first lien term loan facility (the “First Lien Term Loan”) to extend the maturity date to February 3, 2024, increase the First Lien Term Loan borrowings to $1,925.0 million subject to a $4.8 million original issue discount and change the interest rate. Interest on the First Lien Term Loan is calculated either at LIBOR plus a range of 350 to 375 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of prime, the federal funds effective rate plus 50 basis points or one-month As a result of the refinancing, there was a change in the bank syndicate. The Company wrote-off Principal payments on the First Lien Term Loan are required in quarterly installments of 0.25% of the original principal amount with the balance due upon maturity on February 3, 2024. Voluntary prepayments are permitted. Principal payments must be made on the First Lien Term Loan pursuant to an annual excess cash flow calculation. The First Lien Term Loan is subject to certain affirmative and negative covenants but no financial covenants. It is secured on a senior basis by certain “fixed assets” of the Company and on a junior basis by certain of “liquid” assets of the Company . At February 3, 2018 there was $1,910.6 million outstanding on the First Lien Term Loan. Second Lien Term Loan On February 3, 2017 the Company refinanced the existing senior secured second lien term loan facility (the “Second Lien Term Loan”) to extend the maturity date to February 3, 2025 and increase the Second Lien Term Loan borrowings to $625.0 million, subject to a $6.2 million original issue discount. Interest is calculated either at LIBOR plus 750 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of the prime, the federal funds effective rate plus 50 basis points or one-month As a result of the refinancing, there was a change in the bank syndicate. The Company wrote-off The Second Lien Term Loan matures on February 3, 2025 with the entire principal balance due on such maturity date. Voluntary prepayments are permitted, subject to certain prepayment premiums. Principal payments must be made on the Second Lien Term Loan pursuant to an annual excess cash flow calculation. The Second Lien Term Loan is subject to certain affirmative and negative covenants but no financial covenants. At February 3, 2018 there was $625.0 million outstanding on the Second Lien Term Loan. Future minimum payments Scheduled future minimum principal payments on debt as of February 3, 2018 are as follows: Fiscal Year: Dollars in 2018 $ 219,750 2019 19,250 2020 19,250 2021 19,250 2022 69,250 Thereafter 2,405,813 Total $ 2,752,563 |
Interest Expense, net
Interest Expense, net | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Text Block [Abstract] | ||
Interest Expense, net | 7. Interest Expense, net The following details the components of interest expense for the periods presented (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Interest on debt $ 24,411 $ 40,537 $ 104,173 $ 119,849 Interest on capital lease and financing obligations 1,037 1,050 3,122 3,158 Debt issuance costs amortization 696 950 2,626 3,045 Original issue discount amortization 627 1,272 2,606 3,302 Loss on debt extinguishment and charges related to debt refinancing 6,246 (1,402 ) 25,405 21,061 Capitalized interest 12 (86 ) (145 ) (204 ) Interest expense, net $ 33,029 $ 42,321 $ 137,787 $ 150,211 | 6. Interest Expense, net The following details the components of interest expense for the periods presented (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Interest on debt $ 127,273 $ 122,193 $ 163,210 Interest on capital lease and financing obligations 5,003 4,244 4,205 Debt issuance costs amortization 7,408 7,693 4,060 Original issue discount amortization 9,440 9,398 4,403 Charges related to debt refinancing — — 21,061 Capitalized interest (1,288 ) (68 ) (215 ) Unrealized loss on interest rate caps 2,257 73 — Other interest income — (182 ) — Interest expense, net $ 150,093 $ 143,351 $ 196,724 |
Intangible Assets and Liabiliti
Intangible Assets and Liabilities | 12 Months Ended |
Feb. 03, 2018 | |
Text Block [Abstract] | |
Intangible Assets and Liabilities | 7. Intangible Assets and Liabilities Intangible assets and liabilities consist of the following (in thousands): January 28, 2017 Gross Carrying Accumulated Net Amount Goodwill $ 924,134 $ — $ 924,134 Intangible Assets Not Subject to Amortization: BJ’s trade name $ 90,500 $ — $ 90,500 Intangible Assets Subject to Amortization: Member relationships 245,000 (146,875 ) 98,125 Private label brands 8,500 (3,778 ) 4,722 Below market leases 120,182 (60,370 ) 59,812 Total intangible assets $ 464,182 $ (211,023 ) $ 253,159 Intangible Liabilities Subject to Amortization: Above market leases $ (30,515 ) $ 12,472 $ (18,043 ) February 3, 2018 Gross Carrying Accumulated Net Amount Goodwill $ 924,134 $ — $ 924,134 Intangible Assets Not Subject to Amortization: BJ’s trade name $ 90,500 $ — $ 90,500 Intangible Assets Subject to Amortization: Member relationships 245,000 (163,668 ) 81,332 Private label brands 8,500 (4,486 ) 4,014 Below market leases 120,182 (71,152 ) 49,030 Total intangible assets $ 464,182 $ (239,306 ) $ 224,876 Intangible Liabilities Subject to Amortization: Above market leases $ (30,515 ) $ 14,709 $ (15,806 ) The Company records amortization expenses of intangible assets as a component of SG&A expenses. Member relationships are amortized over a period of 15.3 years, Private label brands are amortized over 12 years and below and above market leases are amortized over the estimated benefit of the intangible asset that was created. The Company recorded amortization expense of $31.8 million, $28.8 million and $26.0 million as a component of SG&A for the fiscal years ended January 30, 2016, January 28, 2017 and February 3, 2018, respectively. The Company estimates that amortization expense (income) related to intangible assets and liabilities will be as follows in each of the next five fiscal years (in thousands): Below Market Leases Above Market Leases Other Intangibles Total 2018 $ 8,636 $ (2,162 ) $ 15,371 $ 21,845 2019 7,633 (2,077 ) 13,491 19,047 2020 7,117 (1,846 ) 11,862 17,133 2021 6,153 (1,581 ) 10,483 15,055 2022 4,507 (1,526 ) 9,230 12,211 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 8. Commitments and Contingencies The Company is subject to various claims and pending or threatened lawsuits in the normal course of business. The Company is not currently a party to any legal proceedings that it believes would have a material adverse impact on its financial position, results of operations, or cash flows. | 8. Commitment and Contingencies Leases The Company is obligated under long-term leases for the rental of real estate. In addition, generally the Company is required to pay insurance, real estate taxes and other operating expenses and, in some cases, additional rentals based on a percentage of sales in excess of certain thresholds, or other factors. Many of the leases require escalating payments during the lease term. Rent expense for such leases is recognized on a straight-line basis over the lease term. The initial primary term of the real estate leases (excluding ground leases) ranges from 5 to 25 years. Most of these leases have an initial term of 20 years. The initial primary term of the ground leases ranges from 15 to 44 years, and averages approximately 22 years. As of February 3, 2018, the Company has options to renew all but three of its leases for periods that range from 5 to 65 years, and average approximately 21 years. Future minimum lease payments of operating leases as of February 3, 2018 were as follows (in thousands): Fiscal Year Dollars in 2018 $ 302,622 2019 303,112 2020 292,917 2021 282,214 2022 266,405 Thereafter 1,978,138 Total $ 3,425,408 The payments above do not include future payments due under the leases for two BJ’s clubs, which closed in January 2011. Rent liabilities for the closed locations are included in current and noncurrent closed store obligations on the consolidated balance sheets. Rental expense under real estate operating leases (including contingent rentals, which were not material) was $287.5 million in 2015, $298.1 million in 2016 and $301.9 million in 2017. These amounts do not include rental expense on equipment and equipment space of $0.8 million in 2015 and $0.7 million for both 2016 and 2017. Future minimum lease payments of capital leases and financing obligations for arrangements that did not qualify for sale-lease back accounting as of February 3, 2018 are as follows (in thousands): Fiscal Year Future minimum 2018 $ 4,791 2019 4,510 2020 4,807 2021 4,833 2022 4,894 Thereafter 39,333 63,168 Amount representing interest (27,466 ) Total $ 35,702 These capital lease and financing obligations are primarily included in other noncurrent liabilities on the consolidated balance sheet. Legal Contingencies The Company is involved in various legal proceedings that are typical of a retail business. In accordance with applicable accounting guidance, an accrual will be established for legal proceedings if and when those matters present loss contingencies that are both probable and estimable. The Company does not believe the resolution of any current proceedings will result in a material loss to the consolidated financial statements. |
Discontinued Operations
Discontinued Operations | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Discontinued Operations | 9. Discontinued Operations The following tables summarize the activity for the thirty-nine weeks ended November 3, 2018 and October 28, 2017 associated with our discontinued operations, which consist of closing two BJ’s clubs in January 2011 (in thousands): Discontinued Operations-Thirty-Nine Weeks ended November 3, 2018 Liabilities February 3, 2018 Charges Payments/ Increase Liabilities November 3, 2018 Cumulative Charges to Date, Net BJ’s clubs $ 8,683 $ 590 $ (1,803 ) $ 7,470 $ 60,189 Current portion $ 2,122 $ 2,126 Long-term portion 6,561 5,344 Total $ 8,683 $ 7,470 Discontinued Operations-Thirty-Nine Weeks ended October 28, 2017 Liabilities January 28, 2017 Charges Payments/ Increase Liabilities October 28, 2017 BJ’s clubs $ 8,271 $ 523 $ (1,737 ) $ 7,057 Current portion $ 2,013 $ 2,013 Long-term portion 6,258 5,044 Total $ 8,271 $ 7,057 The charges for BJ’s lease obligations are based on the present value of rent liabilities under the relevant leases, including estimated real estate taxes and common area maintenance charges, reduced by estimated income from the potential subleasing of these properties. Charges in both periods represent accretion expense on lease obligations. On June 12, 2014, the Company entered into a sublease agreement for one of the clubs that pays a portion of BJ’s lease obligation through the end of the lease term. The rental income received from that sublease is included in the payments referenced in the tables above. During the second half of 2017, the Company experienced a lapse in the sublease rental income which resulted in the eviction of the current tenant. In January 2018, the Company entered into a new sublease agreement for the same property with a new tenant who will continue to pay a portion of the BJ’s lease obligation through the end of the lease term. The interruption of sublease income in the second half of 2017, and adjustment of future rental income from the new sublease agreement signed in January 2018, resulted in an additional charge of $0.7 million to the reserve. In addition, the Company lowered the estimated sublease income at the other existing closed location which resulted in an additional charge of $1.4 million to the reserve. | 9. Discontinued Operations The following tables summarize the activity for 2016 and 2017 associated with discontinued operations, which consist of closing two BJ’s clubs in January 2011 (in thousands): Discontinued Operations-2016 Liabilities Charges Payments/ Liabilities Cumulative BJ’s clubs $ 9,411 $ 802 $ (1,942 ) $ 8,271 $ 56,833 Current portion $ 2,048 $ 2,013 Long-term portion 7,363 6,258 Total $ 9,411 $ 8,271 Discontinued Operations-2017 Liabilities Charges Payments/ Liabilities Cumulative BJ’s clubs $ 8,271 $ 2,766 $ (2,354 ) $ 8,683 $ 59,599 Current portion $ 2,013 $ 2,122 Long-term portion 6,258 6,561 Total $ 8,271 $ 8,683 The charges for BJ’s lease obligations are based on the present value of rent liabilities under the relevant leases, including estimated real estate taxes and common area maintenance charges, reduced by estimated income from the potential subleasing of these properties. Charges in both periods represent accretion expense on lease obligations. On June 12, 2014, the Company entered into a sublease agreement for one of the clubs that pays a portion of BJ’s lease obligation through the end of the lease term. The rental income received from that sublease is included in the payments referenced in the tables above. During the second half of 2017, the Company experienced a lapse in the sublease rental income which resulted in eviction of the current tenant. In January 2018, the Company entered into a new sublease agreement for the same property which will continue to pay a portion of the BJ’s lease obligation through the end of the lease term. The interruption of sublease income in the second half of 2017, and adjustment of future rental income from the new sublease agreement signed in January 2018, resulted in an additional charge of $0.7 million to the reserve. In addition, the Company lowered the estimated sublease income at the other existing closed location which resulted in an additional charge of $1.4 million to the reserve. The income tax benefit recorded related to loss from discontinued operations was $0.4 million, $0.3 million and $1.1 million for 2015, 2016 and 2017, respectively. The lease obligations are expected to be paid over the next seven years. The liabilities for the closed club leases are included in current and noncurrent closed store obligations on the consolidated balance sheet. |
Contingently Redeemable Common
Contingently Redeemable Common Stock | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Text Block [Abstract] | ||
Contingently Redeemable Common Stock | 10. Contingently Redeemable Common Stock The Company and certain current and former management employees were party to the Management Stockholders Agreement (the “MSA”). All grants of equity by the Company to the employees were governed by the terms of individual equity award agreements and the MSA through the date of the Company’s IPO. The MSA specified certain transfer restrictions, tag-along The MSA also gave the employees the ability to put any shares back to the Company at fair market value upon death or disability while actively employed. As neither death nor disability while actively employed was a certainty, the shares of common stock held by the employee stockholders were considered to be contingently redeemable common stock and were accounted for outside of stockholders’ equity until the shares of common stock were either repurchased by the Company or the put right terminated. The contingently redeemable common stock was recorded at fair value of the common stock as of the date of issuance. Because meeting the contingency was not probable, the contingently redeemable $10.4 million and $9.0 million of mezzanine equity was recorded on the Company’s consolidated balance sheet related to these agreements as of February 3, 2018 and October 28, 2017, respectively. Both the Company’s repurchase right, and the employee stockholder’s put right terminated upon the consummation of the Company’s IPO and reclassified all contingently redeemable common stock to common stock on the Company’s consolidated balance sheet. As of November 3, 2018, there was no contingently redeemable common stock outstanding in the Company’s balance sheet. When the Company exercised its call option to repurchase shares classified outside of stockholders’ equity, it is deemed to be a constructive retirement of the contingently redeemable share for accounting purposes. The Company recorded the excess of the fair value paid to repurchase the share over the carrying value of the contingently redeemable share within additional paid-in | 10. Contingently Redeemable Common Stock The Company and certain current and former management employees are party to the Management Stockholders Agreement (the “MSA”). All grants of equity by the Company to the employees are governed by the terms of individual equity award agreements and the MSA. The MSA specifies certain transfer restrictions, tag-along The MSA also gives the employees the ability to put any shares back to the Company at fair market value upon death or disability while actively employed. As neither death nor disability while actively employed is a certainty, the shares of common stock held by the employee stockholders are considered to be contingently redeemable common stock and are accounted for outside of stockholders’ equity until the shares of common stock are either repurchased by the Company or the put right terminates. Both the Company’s repurchase right and the employee stockholder’s put right will terminate upon the consummation of an IPO. The contingently redeemable common stock was recorded at fair value of the common stock at the date of issuance. Because meeting the contingency is not probable, the contingently redeemable common stock is not remeasured to fair value at each reporting date. The Company has recorded $8.1 million and $10.4 million of mezzanine equity on its consolidated balance sheet related to these agreements as of January 28, 2017 and February 3, 2018, respectively. When the Company exercises its call option to repurchase shares classified outside of stockholders’ equity, it is deemed to be a constructive retirement of the contingently redeemable share for accounting purposes. The Company records the excess of the fair value paid to repurchase the share over the carrying value of the contingently redeemable share within additional paid-in |
Stock Incentive Plans
Stock Incentive Plans | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Stock Incentive Plans | 11. Stock Incentive Plans On June 13, 2018, the Company’s Board of Directors adopted, and its stockholders approved, the 2018 Incentive Award Plan (the “2018 Plan”). The 2018 Plan provides for the grant of stock options, restricted stock, dividend equivalents, stock payments, restricted stock units, performance shares, other incentive awards, stock appreciation rights, and cash awards. Prior to the adoption of the 2018 Plan, the Company granted stock-based compensation to employees and non-employee The 2018 Plan authorizes the issuance of 13,148,058 shares, including 985,369 shares that were reserved but not issued under the 2011 Plan and the 2012 Director Plan. If an award under the 2018 Plan, 2011 Plan or 2012 Director Plan is forfeited, expires or is settled for cash, any shares subject to such award may, to the extent of such forfeiture, expiration or cash settlement, be used again for new grants under the 2018 Plan. Additionally, shares tendered or withheld to satisfy grant or exercise price, or tax withholding obligations associated with an award under the 2018 Plan, the 2011 Plan or the 2012 Director Plan will be added to the shares authorized for grant under the 2018 Plan. The following shares may not be used again for grant under the 2018 Plan: (1) shares subject to a stock appreciation right, that are not issued in connection with the stock settlement of the SAR on its exercise and (2) shares purchased on the open market with the cash proceeds from the exercise of options under the 2018 Plan, 2011 Plan or 2012 Director Plan. The following table summarizes the Company’s stock award activity during the thirty-nine weeks ended November 3, 2018 (shares in thousands): Stock Options Restricted Stock Restricted Stock Units Shares Weighted Shares Weighted Value Shares Weighted Date Fair Outstanding, February 3, 2018 8,981 $ 4.00 — $ — $ Granted 2,791 16.39 2,960 22.04 13 27.85 Exercised/vested (4,602 ) 2.90 (1,954 ) 22.00 — — Forfeited/canceled (364 ) 6.10 (3 ) 22.00 — — Outstanding, November 3, 2018 6,806 $ 9.71 1,003 $ 22.13 13 $ 27.85 Stock-based compensation expense was $2.6 million and $1.9 million for the thirteen weeks ended November 3, 2018 and October 28, 2017, respectively. Stock-based compensation expense was $54.7 million and $7.6 million for the thirty-nine weeks ended November 3, 2018 and October 28, 2017, respectively. In connection with the IPO, the Board of Directors granted the following new awards to certain employees under the 2018 Plan, subject to vesting: stock options to purchase 2,510 shares of common stock, with an exercise price of $17.00 and restricted stock in the amount of 2,943 shares with a grant date fair value of $22.00, equivalent to the closing price of the first day of trading. Treasury Shares Acquired on Restricted Stock Awards Upon the vesting of 1,954 restricted stock awards, 782 shares in this year’s thirty-nine weeks ended November 3, 2018 were reacquired to satisfy employees’ tax withholding obligations. These reacquired shares were recorded as $19.1 million of treasury stock and accordingly, reduced the number of common shares outstanding by 782 shares. | 11. Stock Incentive Plans The Company grants stock-based compensation to employees and non-employee The MSA also gives the employee stockholders the ability to put vested options back to the Company at fair value upon death or disability while actively employed. These awards have been classified in the consolidated balance sheet as contingently redeemable common stock and have been presented outside of stockholders’ equity. See Note 10. Stock option awards are generally granted with 60% of the awarded options vesting over a requisite service period ranging from three to five years and 40% of the awarded options vesting upon achieving pre-determined catch-up post-tax), post-tax) post-tax) On March 24, 2016, the Company amended the EBITDA targets on options granted prior to August 31, 2015 to make the performance targets more achievable. In addition, performance based awards that remained unvested due to not achieving EBITDA targets in prior fiscal years would vest upon achieving the new targets. The Company accounted for the modification as an improbable to probable award modification and calculated the total fair value of the modified awards to be $9.0 million, of which $7.2 million was recognized in 2016 and $1.8 million was recognized in 2017. Presented below is a summary of stock option activity and weighted-average exercise prices for year ended February 3, 2018 (options in thousands): Number of Weighted- Weighted-average Outstanding, beginning of period 10,430 $ 4.50 Granted 350 $ 7.00 Exercised (1,491 ) $ 2.67 Forfeited (308 ) $ 4.20 Outstanding, end of period 8,981 $ 4.00 6.0 Vested and expected to vest, end of period 8,981 $ 4.00 6.0 Exercisable, end of period 6,965 $ 3.48 5.4 The total intrinsic value of options exercised in 2015, 2016 and 2017 was $3.5 million, $1.2 million and $7.6 million, respectively. As of February 3, 2018, the total intrinsic value of options vested and expected to vest was $53.9 million. The Company received a tax benefit related to these option exercises of approximately $1.4 million, $0.5 million and $3.1 million in 2015, 2016 and 2017, respectively. The fair value of the options was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions (no dividends were expected): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Risk-free interest rate range 1.50% -1.76% 1.35% -1.98% 1.40% -1.40% Expected volatility factor 35.0% 35.0% 35.0% Weighted-average expected option life (yrs.) 5.0 6.0 5.7 Weighted-average grant-date fair value $1.95 $4.40 $2.51 The Company historically has been a private company and lacks certain company-specific historical and implied volatility information. Expected volatility was determined based on the historical and implied volatilities of comparable public companies. The risk-free interest rate was based on United States Treasury yields in effect at the time of the grant for notes with terms comparable to the awards. The expected option life represents an estimate of the period of time options are expected to remain outstanding based upon an average of the vesting and contractual terms of the options. Forfeitures are recorded as incurred. |
Income Taxes
Income Taxes | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | 12. Income Taxes The effective income tax rate is based on estimated income from continuing operations for the year as well as discrete adjustments, if any, in the applicable quarterly periods. The Company projects the estimated annual effective tax rate for the year to be approximately 27%, excluding the tax effect of discrete events. Potential discrete adjustments include tax charges or benefits related to stock-based compensation, changes in tax legislation, settlements of tax audits and changes in uncertain tax positions, among others. The Company’s effective income tax rate from continuing operations was 4.8% and 40.2% for the thirteen weeks ended November 3, 2018 and October 28, 2017, respectively. The Company’s effective income tax rate from continuing operations was a rate of (13.6)% and 29.0% for the thirty-nine weeks ended November 3, 2018 and October 28, 2017, respectively. The decrease in the effective tax rate for both the thirteen and thirty-nine weeks ended November 3, 2018, is due to stock option windfall tax benefits recorded in the current year; a reduction in the U.S. federal statutory tax rate from 35.0% to 21.0% as part of the U.S. Tax Cuts and Jobs Act (the “TCJA”) that was enacted in December 2017, the net reduction of liabilities for uncertain tax positions primarily resulting from the expiration of the statute of limitations; and an adjustment to the remeasurement of the Company’s deferred tax balances due to TCJA. The Company previously recorded a provisional tax benefit amount of $32.1 million related to the re-measurement | 12. Income Taxes The provision (benefit) for income taxes from continuing operations includes the following (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Federal: Current $ 27,096 $ 42,268 $ 1,976 Deferred (17,400 ) (19,457 ) (33,219 ) State: Current 6,381 9,230 5,220 Deferred (4,028 ) (4,073 ) (2,404 ) Total income tax provision (benefit) $ 12,049 $ 27,968 $ (28,427 ) A reconciliation of the statutory federal income tax rate with the Company’s effective income tax rate is as follows: Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Statutory federal income tax rates 35.0 % 35.0 % 33.7 % State income taxes, net of federal tax benefit 3.9 4.5 7.5 Effect of federal rate change — — (136.2 ) Work opportunity and solar tax credit (2.1 ) (1.6 ) (17.9 ) Charitable contributions (1.4 ) (0.3 ) (1.0 ) Prior year adjustments 0.6 — (3.2 ) Stock options — — (4.8 ) Other (3.2 ) 0.9 1.2 Effective income tax rate 32.8 % 38.5 % (120.7 )% On December 22, 2017, the TCJA was signed into law. The TCJA includes significant changes to the Internal Revenue Code (the “Code”) impacting the taxation of business entities. The most significant change in the TCJA that impacts the Company as of February 3, 2018, is the reduction in the corporate federal income tax rate from 35% to 21% for tax years (or portions thereof) beginning after December 31, 2017. This change in the Code from the TCJA had a material impact on the financial statements in 2017. ASC Topic 740, Income Taxes re-measured The US Securities and Exchange Commission (“SEC”) has recognized the complexity of reflecting the impacts of the TCJA, and on December 22, 2017 issued guidance in Staff Accounting Bulletin No 118 (“SAB 118”) which clarifies accounting for income taxes under ASC 740 if information is not yet available or complete and provides for up to a one-year As of February 3, 2018, the Company had not fully completed its accounting for the tax effects of the enactment of the TCJA since a complete assessment will require additional time, information, and resources than currently available to the Company. The Company’s provision for income taxes for the fiscal year ended February 3, 2018 is based in part on a reasonable estimate of the effects on its existing deferred tax balances. Specifically, the Company recorded a provisional tax amount of $32.1 million to re-measure Significant components of the Company’s deferred tax assets and liabilities as of January 28, 2017 and February 3, 2018 were as follows (in thousands): January 28, February 3, Deferred tax assets: Self-insurance reserves $ 39,977 $ 27,595 Rental step liabilities 28,501 21,336 Compensation and benefits 24,276 15,975 Capital lease and financing obligations 11,274 7,542 Intangible liabilities 7,338 4,408 Closed store obligations 3,363 2,421 Deferred gain amortization 8,223 5,279 Environment clean up reserve 4,401 3,312 Startup costs 5,977 3,675 Lease incentive gain 4,326 3,029 Other 19,077 13,677 Total deferred tax assets $ 156,733 $ 108,249 January 28, February 3, Deferred tax liabilities: Fixed assets $ 116,070 $ 79,388 Intangible assets 102,955 62,716 Debt costs 9,190 7,728 Capital lease and financings obligations 10,596 7,014 Other 10,822 8,477 Total deferred tax liabilities 249,633 165,323 Net deferred tax liabilities $ (92,900 ) $ (57,074 ) The ultimate realization of deferred tax assets is dependent upon the Company’s ability to generate sufficient taxable income during the periods in which the temporary differences become deductible. The Company has determined that it is more likely than not that the results of future operations and the reversals of existing taxable temporary differences will generate sufficient taxable income to realize the deferred tax assets. Therefore, no valuation allowance has been recorded. In making this determination, the Company considered historical levels of income as well as projections for future periods. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Fiscal Year Ended Fiscal Year Ended Balance at the beginning of the period $ 5,084 $ 4,199 Additions for tax positions taken during prior years — 607 Additions for tax positions taken during the current year 56 43 Settlements — (260 ) Lapses in statute of limitations (941 ) (232 ) Balance at the end of the period $ 4,199 $ 4,357 The total amount of unrecognized tax benefits, reflective of federal tax benefits at January 28, 2017 and February 3, 2018 that, if recognized, would favorably affect the effective tax rate was $3.4 million and $3.9 million, respectively. As of February 3, 2018, management has determined it is reasonably possible that the total amount of unrecognized tax benefits could decrease within the next twelve months by as much as $3.2 million, due to the expected resolution of state tax audits and the expiration of statute of limitations. The Company’s tax years from 2012 forward remain open and are subject to examination by the IRS and various state taxing jurisdictions. The Company classifies interest expense and any penalties related to income tax uncertainties as a component of income tax expense, which is consistent with the recognition of these items in prior reporting periods. For the periods ended January 30, 2016 and January 28, 2017, the Company had recognized $0.3 million in interest expense in each year. For the period ended February 3, 2018, the Company recognized $0.7 million in interest expense. As of January 28, 2017, and February 3, 2018, the Company had $0.3 million and $1.0 million, respectively, of accrued interest related to income tax uncertainties. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Feb. 03, 2018 | |
Text Block [Abstract] | |
Retirement Plans | 13. Retirement Plans Under BJ’s 401(k) savings plans, participating employees may make pretax contributions up to 50% of covered compensation subject to federal limits. BJ’s matches employee contributions at 50% of the first six percent of covered compensation. The Company’s expense under these plans was $8.1 million, $8.7 million and $9.6 million for 2015, 2016 and 2017, respectively. The Company has a non-contributory after-tax |
Postretirement Medical Benefits
Postretirement Medical Benefits | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Retirement Benefits [Abstract] | ||
Postretirement Medical Benefits | 13. Postretirement Medical Benefits Net periodic benefit cost recognized for the thirteen weeks and thirty-nine weeks ended November 3, 2018 and October 28, 2017 consists of the following (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Company service cost $ 36 $ 46 $ 108 $ 137 Interest cost 38 37 113 111 Net prior service credit amortization (174 ) (174 ) (521 ) (521 ) Amortization of unrecognized gain (79 ) (63 ) (237 ) (188 ) Net periodic postretirement benefit cost $ (179 ) $ (154 ) $ (537 ) $ (461 ) The components of net periodic benefit cost are included in the line item SG&A in the income statement. | 14. Postretirement Medical Benefits The Company has a defined benefit postretirement medical plan which covers employees who retire after age 55 with at least 10 years of service, who are not eligible for Medicare, and who participated in a Company-sponsored medical plan. Spouses and eligible dependents are also covered under the plan. Amounts contributed by retired employees under this plan are based on years of service prior to retirement. The plan was amended in 2015 to limit eligibility to only those who meet the eligibility criteria, of age and years of service, by June 30, 2017. The plan can no longer accept any new enrollees with estimated future benefit payments ending by June 30, 2027. The Company recognizes the funded status of the postretirement medical plan in the balance sheet. The funded status represents the difference between the projected benefit liability obligation of the plan and the fair value of the plan’s assets. Previously unrecognized deferred amounts such as actuarial gains and losses and the impact of plan changes are included in accumulated other comprehensive income. Changes in these amounts in future years are adjusted as they occur through accumulated other comprehensive income. The discount rates presented in the tables below were selected by referencing yields on high quality corporate bonds, using the Citigroup Pension Yield Curve. Obligation and Funded Status The change in obligation and funded status of the plan at January 28, 2017 and February 3, 2018 was as follows (in thousands): Fiscal Year Ended Fiscal Year Ended Change in Obligation Projected benefit obligation at beginning of period $ 6,182 $ 5,927 Company service cost 204 182 Interest cost 142 147 Plan participants’ contributions 302 316 Net actuarial gain/(loss) 590 (392 ) Benefit payments made directly by the Company (1,493 ) (820 ) Projected benefit obligation at end of period $ 5,927 $ 5,360 Change in Plan Assets Fair value of plan assets at beginning of period $ — $ — Company contributions 1,191 504 Plan participants’ contributions 302 316 Benefit payments made directly by the Company (1,493 ) (820 ) Fair value of plan assets at end of period — — Funded status at end of year $ (5,927 ) $ (5,360 ) The funded status of the plan as of February 3, 2018 is recognized as a net liability in other noncurrent liabilities on the consolidated balance sheet. The Company expects to contribute approximately $0.7 million to the postretirement plan in 2018. Components of Net Periodic Benefit Cost and Amounts Recognized in Other Comprehensive Income Net periodic postretirement benefit cost for the last three fiscal years consists of the following (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Company service cost $ 491 $ 204 $ 182 Interest cost 198 142 147 689 346 329 Net prior service credit amortization (229 ) (693 ) (693 ) Amortization of unrecognized gain (490 ) (510 ) (250 ) Net periodic postretirement benefit cost $ (30 ) $ (857 ) $ (614 ) Discount rate used to determine cost 2.76 % 2.45 % 2.63 % Health care cost trend rates 7.00 % 7.00 % 7.00 % The change in accumulated other comprehensive income (“AOCI”), gross of tax, consists of the following (in thousands): Fiscal Year Ended Fiscal Year Ended AOCI at the beginning of period $ (5,675 ) $ (3,882 ) Net prior service credit amortization 693 693 Amortization of net actuarial gain 510 250 Net actuarial (gain) loss for the period 590 (392 ) AOCI at the end of the period $ (3,882 ) $ (3,331 ) The Company expects to amortize approximately $0.3 million of net actuarial gain from AOCI into net periodic postretirement benefit cost in 2018. Assumptions The following weighted-average assumptions were used to determine the postretirement benefit obligations: January 28, February 3, Discount rate 2.63 % 3.00 % Health care cost trend rate assumed for next year 7.00 % 6.50 % Ultimate trend rate 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate 2021 2024 Assumed health care cost trend rates have a significant effect on the amounts reported for the post-retirement health care plans. A one-percentage Effect of 1% Increase in Medical Trend Rates (in Thousands) Postretirement benefit obligation increases by $ 283 Total of service and interest cost increases by 20 Effect of 1% Decrease in Medical Trend Rates (in Thousands) Postretirement benefit obligation decreases by $ 268 Total of service and interest cost decreases by 19 Cash Flows The estimated future benefit payments for the postretirement health care plan at February 3, 2018 are (in thousands): Fiscal Year Future 2018 $ 733 2019 800 2020 727 2021 712 2022 734 2023 to 2027 2,717 |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Feb. 03, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | 15. Asset Retirement Obligations The following is a summary of activity relating to the liability for asset retirement obligations, which the Company will incur in connection with the future removal of gasoline tanks and related infrastructure from gasoline stations and are included in other noncurrent liabilities on the consolidated balance sheet (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Balance, beginning of period $ 17,018 $ 10,714 $ 11,846 Accretion expense 1,436 895 959 Liabilities incurred during the year 581 237 193 Change in estimated liability (8,054 ) — — Settlement of existing liabilities (267 ) — — Balance, end of period $ 10,714 $ 11,846 $ 12,998 In 2015, the Company changed its estimate of future cash flows for the removal of the gasoline tanks and other infrastructure at the stations. The revised estimate was based on the actual costs incurred in 2015 and other recent periods to remove these assets. This change in estimate resulted in a reduction to the asset retirement obligation liability of $8.1 million, of which $7.1 million was recorded as a reduction in SG&A expenses and $1.0 million was recorded as a reduction of the related net assets recorded in property and equipment on the consolidated balance sheet. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Feb. 03, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 16. Accrued Expenses and Other Current Liabilities The major components of accrued expenses and other current liabilities are as follows (in thousands): January 28, February 3, Deferred membership fee income $ 116,483 $ 126,216 Employee compensation 80,903 82,037 Insurance reserves 41,340 40,620 Repairs and maintenance 23,758 18,260 Outstanding checks 21,713 34,002 BJ’s Perks rewards 21,125 22,736 Professional services 19,062 7,626 Fixed asset accruals 16,915 19,405 Accrued interest 10,192 25,428 Sales and use taxes 10,058 16,151 Gift card liability 10,138 10,578 Utilities, advertising and other 86,010 92,708 $ 457,697 $ 495,767 The following table summarizes membership fee income activity for each of the last two fiscal years (in thousands): Fiscal Year Fiscal Year Deferred MFI, beginning of period $ 117,806 $ 116,483 Cash received from members 253,912 268,327 Revenue recognized in earnings (255,235 ) (258,594 ) Deferred MFI, end of period $ 116,483 $ 126,216 |
Other Noncurrent Liabilities
Other Noncurrent Liabilities | 12 Months Ended |
Feb. 03, 2018 | |
Payables and Accruals [Abstract] | |
Other Noncurrent Liabilities | 17. Other Noncurrent Liabilities The major components of other noncurrent liabilities are as follows (in thousands): January 28, February 3, Workers’ compensation and general liability $ 71,243 $ 72,317 Rent escalation liability 70,082 76,867 Capital leases and financing obligations 35,783 35,147 Deferred gain on sale leasebacks 18,929 17,639 Above market leases 18,043 15,806 Lease incentives 15,511 14,985 Asset retirement obligations 11,846 12,998 Postretirement medical benefit and other 30,231 21,634 $ 271,668 $ 267,393 |
Book Overdrafts
Book Overdrafts | 12 Months Ended |
Feb. 03, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Book Overdrafts | 18. Book Overdrafts Banking arrangements provide for the daily replenishment of vendor payable bank accounts as checks are presented. The balances of checks outstanding in these bank accounts, which represent book overdrafts, totaled approximately $62.5 million at January 28, 2017 and approximately $70.0 million at February 3, 2018. Amounts payable to merchandise vendors are included in accounts payable on the consolidated balance sheets and were approximately $40.8 million and $36.0 million at the end of 2016 and 2017, respectively. Amounts payable to non-merchandise |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Feb. 03, 2018 | |
Investments, All Other Investments [Abstract] | |
Derivative Financial Instruments | 19. Derivative Financial Instruments Interest Rate Caps Both the Company’s First Lien Term Loan and Second Lien Term Loan are subject to interest rates based on LIBOR. The Company had interest rate hedge arrangements that effectively capped a portion of its interest rate exposure on three-month LIBOR at 1.5% through March 31, 2016 (the “Interest Rate Caps”). The aggregate notional amount of the Interest Rate Caps was $1.7 billion. The Company also had a 2.5% forward cap arrangement covering $1.0 billion notional of the outstanding principal balance of the First and Second Lien Term Loans from April 1, 2016 through September 29, 2017. Hedge accounting for these arrangements was not elected and therefore all unrealized gains and losses required to value the instruments to fair value were recorded in earnings for the period of the change. Unrealized losses were $2.0 million for 2015, and not material for 2016 and 2017. Unrealized losses were recorded in interest expense in order to value the cap arrangements at fair value. Interest Rate Swaps The Company was party to two separate interest rate swap arrangements whereby the Company fixed a portion of its interest rate exposure on one-month one-month On September 9, 2015, $0.3 million was paid to terminate one of the swap agreements that had an original termination date of March 10, 2016. The realized loss of $0.3 million was included in interest expense. The remaining swap agreement expired on March 30, 2016. The Company elected hedge accounting for the Interest Rate Swap agreements, and as such, the effective portion of the gains and losses was recorded as a component of other comprehensive income. There were $1.0 million of unrealized gains recorded in 2015, and immaterial amounts for 2016 and 2017. Unrealized gains were recorded in other comprehensive income on the Interest Rate Swaps. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | 14. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date or “exit price.” The inputs used to measure fair value are generally classified into the following hierarchy: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not observable for the asset or liability. Level 3: Unobservable inputs for the asset or liability. The fair value of the Company’s debt was determined based on comparable quoted market prices and on borrowing rates available to the Company at November 3, 2018, February 3, 2018 and October 28, 2017. These inputs are considered to be Level 2. At November 3, 2018, the fair value of total debt was $1,959.3 million compared to a carrying value of $1,957.9 million. At February 3, 2018, the fair value of total debt was $2,750.2 million compared to a carrying value of $2,752.6 million. At October 28, 2017, the fair value of total debt was $2,721.6 million compared to a carrying value of $2,802.4 million. | 20. Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The fair values of the Company’s derivative instruments are based on quotes received from third-party banks and represent the estimated amount the Company would pay to terminate the agreements taking into consideration current interest rates as well as the creditworthiness of the counterparties. These inputs are considered to be Level 2. Financial Assets and Liabilities The gross carrying amount and fair value of the Company’s debt at February 3, 2018 are as follows (in thousands): Carrying Fair Value First Lien Term Loan $ 1,910,563 $ 1,908,174 Second Lien Term Loan 625,000 625,000 ABL Facility 217,000 217,000 Total Debt $ 2,752,563 $ 2,750,174 The fair value of debt was determined based on quoted market prices and on borrowing rates available to the Company at February 3, 2018. These inputs are considered to be Level 2. Assets and Liabilities Measured at Fair Value on a Non-Recurring The Company measures certain non-financial non-recurring The Company believes that the carrying amounts of its other financial instruments, including cash, accounts receivable, and accounts payable approximates their carrying value due to the short-term maturities of these instruments. |
Earnings Per Share
Earnings Per Share | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Earnings Per Share [Abstract] | ||
Earnings Per Share | 15. Earnings Per Share The following table summarizes the computation of basic and diluted net income per share attributable to common stockholders: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 3, October 28, November 3, October 28, Weighted-average common shares outstanding, used for basic computation 135,018,238 88,442,052 110,162,167 88,363,302 Plus: Incremental shares of potentially dilutive securities 4,349,499 3,842,956 4,781,572 — Weighted-average number of common and dilutive potential common shares outstanding 139,367,737 92,285,008 114,943,739 88,363,302 Stock options of 652,743 and 1,569,949 were not included in the computation of diluted earnings for the thirteen and thirty-nine weeks ended November 3, 2018, respectively, because their inclusion would have been anti-dilutive. Similarly, stock options of 1,663,426 and 2,017,695 were excluded from the computation of diluted earnings for the thirteen and thirty-nine weeks ended October 28, 2017, respectively. | 21. Earnings Per Share The table below reconciles basic weighted-average common shares outstanding to diluted weighted-average common shares outstanding for 2015, 2016 and 2017: Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Weighted-average common shares outstanding, used for basic computation 87,869,243 88,163,992 88,385,864 Plus: Incremental shares of potentially dilutive securities Stock options: 2,372,111 2,572,087 3,877,713 Weighted-average number of common and dilutive potential common shares outstanding 90,241,354 90,736,079 92,263,577 Stock options not included in the computation of diluted earnings were 2,681,287, 3,416,707 and 811,272 as of the end of 2015, 2016 and 2017 respectively. |
Condensed Financial Information
Condensed Financial Information of Registrant (Parent Company Only) | 12 Months Ended |
Feb. 03, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Financial Information of Registrant (Parent Company Only) | 22. Condensed Financial Information of Registrant (Parent Company Only) BJ’S WHOLESALE CLUB HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED BALANCE SHEETS (Amounts in thousands, except per share amounts) Fiscal Year Ended Fiscal Year Ended ASSETS Investment in subsidiaries $ (339,066 ) $ (1,019,419 ) Contingently redeemable common stock, par value $0.01; 1,043 and 1,456 shares issued and outstanding: 8,145 10,438 STOCKHOLDERS’ DEFICIT Common stock, par value $0.01; 305,000 shares authorized; 87,073 shares issued and outstanding 871 871 Additional paid-in 7,931 4,537 Accumulated deficit (356,013 ) (1,035,265 ) Total contingently redeemable common stock and stockholders’ deficit $ (339,066 ) $ (1,019,419 ) BJ’S WHOLESALE CLUB HOLDINGS, INC. (PARENT COMPANY ONLY) CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Amounts in thousands, except per share amounts) Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Equity in net income of subsidiaries $ 24,104 $ 44,224 $ 50,301 Net income 24,104 44,224 50,301 Net income per share attributable to common stockholders’: Basic $ 0.27 $ 0.50 $ 0.57 Diluted 0.26 0.48 0.54 Weighted average number of common shares outstanding: Basic 87,869 88,164 88,386 Diluted 90,241 90,736 92,264 A statement of cash flows has not been presented as BJ’s Wholesale Club, Holdings, Inc. did not have any cash as of, or for the years ended January 30, 2016, January 28, 2017 or February 3, 2018. See Note 4 for dividends paid to parent. Basis of Presentation These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, S-X, 4-08(e)(3) S-X) All subsidiaries of BJ’s Wholesale Club, Inc. are consolidated. These condensed parent company financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the only exception being that the parent company accounts for its subsidiaries using the equity method. |
Subsequent Events
Subsequent Events | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Subsequent Events [Abstract] | ||
Subsequent Events | 17. Subsequent Events On November 13, 2018, the Company entered into three forward starting interest rate swaps. Through these arrangements, which are effective on February 13, 2019, the Company has fixed the LIBOR component of $1,200.0 million of its floating rate debt at a rate of approximately 3.0%. The Company intends to elect hedge accounting for the agreements and expects the derivatives to be highly effective. | 23. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through April 18, 2018, the date at which the consolidated financial statements were available to be issued, and, with respect to the stock split described below, through June 15, 2018. Stock Split On June 15, 2018, the Company effected a seven to one stock split of its issued and outstanding shares of common stock and a proportional adjustment to the existing conversion ratios for each series of the Company’s Contingently Redeemable Common Stock (see Note 10). Accordingly, all share and per share amounts for all periods presented in the accompanying consolidated financial statements and notes thereto have been adjusted retroactively, where applicable, to reflect this stock split and adjustment of the contingently redeemable common stock conversion ratios. In connection with the stock split, the Company effected an increase in the number of authorized common shares from 20,000,000 shares to 305,000,000 shares. 24. Subsequent Events (Unaudited) 2018 Incentive Award Plan On June 13, 2018, the Company’s board of directors adopted and its stockholders approved the 2018 Incentive Award Plan (the “2018 Plan”). The 2018 Plan provides for the grant of stock options, including incentive stock options, or ISOs, and nonqualified stock options, or NSOs, restricted stock, dividend equivalents, stock payments, restricted stock units, or RSUs, performance shares, other incentive awards, stock appreciation rights, or SARs, and cash awards. The number of shares initially reserved for issuance under the 2018 Plan is the sum of (i) 12,162,689 and (ii) any shares which as of the effective date are available for issuance under the 2011 Plan or 2012 Director Plan, or are subject to awards under the 2011 Plan or 2012 Director Plan which are forfeited or lapse unexercised and which following the effective date are not issued under the 2011 Plan or 2012 Director Plan, provided, however, no more than 13,148,058 shares may be issued upon the exercise of incentive stock options. The shares may be authorized but unissued shares, or shares purchased in the open market. If an award under the 2018 Plan, 2011 Plan or 2012 Director Plan is forfeited, expires or is settled for cash, any shares subject to such award may, to the extent of such forfeiture, expiration or cash settlement, be used again for new grants under the 2018 Plan. Additionally, shares tendered or withheld to satisfy grant or exercise price or tax withholding obligations associated with an award under the 2018 Plan, the 2011 Plan or the 2012 Director Plan will be added to the shares authorized for grant. The following shares may not be used again for grant under the 2018 Plan: (1) shares subject to a stock appreciation right, or SAR, that are not issued in connection with the stock settlement of the SAR on its exercise and (2) shares purchased on the open market with the cash proceeds from the exercise of options under the 2018 Plan, 2011 Plan or 2012 Director Plan. 2018 Employee Stock Purchase Plan On June 14, 2018, the Company’s board of directors adopted and its stockholders approved the 2018 Employee Stock Purchase Plan (the “ESPP”), which will become effective the day prior to the first day of public trading of the company’s equity securities offered in this offering. The aggregate number of shares of common stock that will be reserved for issuance under our ESPP will be equal to the sum of (i) 973,014 shares and (ii) an annual increase on the first day of each calendar year beginning in 2019 and ending in 2028 equal to the lesser of (A) 486,507 shares, (B) 0.5% of the shares outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (C) such smaller number of shares as determined by the board of directors. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Nov. 03, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 3. Revenue Recognition At the beginning of fiscal year 2018, the Company adopted the provisions of ASC No. 606, Revenue from Contracts with Customers, and related amendments Revenue Recognition The Company uses the five-step model to recognize revenue: 1) Identify the contract with the customer; 2) Identity the performance obligation(s); 3) Determine the transaction price; 4) Allocate the transaction price to each performance obligation if multiple obligations exist; and 5) Recognize the revenue as the performance obligations are satisfied. Performance Obligations The Company identifies each distinct performance obligation to transfer goods (or bundle of goods) or services. The Company recognizes revenue when (or as) it satisfies a performance obligation by transferring control of the goods or services to the customer. Merchandise sales – The Company recognizes sale of merchandise at clubs and gas stations at the point of sale when the customer takes possession of the goods and tenders payment. At point of sale, the performance obligation is satisfied because control of the merchandise transfers to the customer. Sales of merchandise at the Company’s clubs and gas stations, excluding sales taxes, represent approximately 97% of the Company’s net sales and approximately 95% of the Company’s total revenues. Sales taxes are recorded as a liability at the point of sale. Revenue is recorded at the point of sale based on the transaction price on the merchandise tag, net of any applicable discounts, sales taxes and expected refunds. For e-commerce BJ’s Perks Rewards – The Company has a customer loyalty program for which the Company offers points based on dollars spent by the customer. The Company also has a co-branded ® ® in-club Earned awards may be redeemed on future purchases made at the Company. The Company recognizes revenue for earned awards when customers redeem such awards as part of a purchase at one of the Company’s clubs or the Company’s website. The Company accounts for these transactions as multiple element arrangements and allocates the transaction price to separate performance obligations using their relative fair values. The Company includes the fair value of award dollars earned in deferred revenue at the time the award dollars are earned. Royalty revenue received in connection with the co-brand The Company’s total deferred revenue related to the outstanding BJ’s Perks Rewards was $13.6 million at November 3, 2018. The timing of revenue recognition of these awards dollars is driven by actual customer activities, such as redemptions and expirations. The Company recognized $33.1 million of royalty revenue in the thirty-nine weeks ended November 3, 2018. The Company expects to recognize $9.1 million of the deferred revenue at November 3, 2018 in fiscal year 2018, and the remainder will be recognized in the years thereafter. Membership – The Company charges a membership fee to its customers. That fee allows customers to shop in the Company’s clubs, shop on the Company’s website and purchase gas at the Company’s gas stations for the duration of the membership, which is generally 12 months. Because the Company has the obligation to provide access to its clubs, website and gas stations for the duration of the membership term, the Company recognizes membership fees on a straight-line basis over the life of the membership. The Company’s deferred revenue related to membership fees was $127.1 million at November 3, 2018. Gift Card Programs – The Company sells BJ’s gift cards that allow the customer to redeem the card for future purchases equal to the amount of the original purchase price of the gift card. Revenue from gift card sales is recognized upon redemption of the gift card because the Company’s performance obligation to redeem the gift card for merchandise is satisfied when the gift card is redeemed. Historically, the Company has recognized breakage under the remote model, which recognizes breakage income when the likelihood of the customer exercising its remaining rights becomes remote. Under the new guidance, the Company recognizes breakage in proportion to its rate of gift card redemptions. This change in breakage recognition model resulted in a $1.8 million increase to accumulated deficit upon adoption and had an immaterial impact on the Company’s results of operations for the thirty-nine weeks ended November 3, 2018. Deferred revenue related to gift cards was $8.8 million immediately after the adoption and $11.0 million at November 3, 2018. The Company recognized $30.8 million of revenue from gift card redemptions in the thirty-nine weeks ended November 3, 2018 and expects to recognize approximately $10.4 million of the third quarter deferral in fiscal year 2018. Determine the Transaction Price The transaction price is the amount of consideration the Company expects to receive under the arrangement. The Company is required to estimate variable consideration (if any) and to factor that estimate into the determination of the transaction price. The Company may offer sales incentives to customers, including discounts. For retail transactions, the Company has significant experience with return patterns and relies on this experience to estimate expected returns when determining the transaction price. Returns and Refunds – Customer Discounts – Agent Relationships Ancillary Business Revenue – The Company enters into certain agreements with service providers that offer goods and services to the Company’s members. These service providers sell goods and services including home improvement services, vision care and cell phones to the Company’s customers. In exchange, the Company receives payments in the form of commissions and other fees. The Company evaluates the criteria outlined in ASC 606-10-55, Significant Judgments Standalone Selling Prices – For arrangements that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation on a relative standalone selling price basis. Costs Incurred to Obtain a Contract – Incremental costs to obtain contracts are not material to the Company. Policy Elections In addition to those previously disclosed, the Company has made the following accounting policy elections and practical expedients: Portfolio Approach – The Company uses the portfolio approach when multiple contracts or performance obligations are involved in the determination of revenue recognition. Taxes – The Company excludes from the transaction price any taxes collected from customers that are remitted to taxing authorities. Shipping and Handling Charges – Charges that are incurred before and after the customer obtains control of goods are deemed to be fulfillment costs. Time Value of Money – The Company’s payment terms are less than one year from the transfer of goods. Therefore, the Company does not adjust promised amounts of consideration for the effects of the time value of money. Disclosure of Remaining Performance Obligations – The Company does not disclose the aggregate amount of the transaction price allocated to remaining performance obligations for contracts that are one year or less in term. Additionally, the Company does not disclose the aggregate amount of the transaction price allocated to remaining performance obligations when the transaction price is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a good or service that forms part of a series of distinct goods or services. Disaggregation of Revenue The Company’s club retail operations, which represent substantially all the consolidated total revenues, are the Company’s only reportable segment. All the Company’s identifiable assets are in the United States. The Company does not have significant sales outside the United States, nor does any customer represent more than 10% of total revenues for any period presented. The following table summarizes the Company’s percentage of sales disaggregated by category for the thirteen and thirty-nine weeks ended November 3, 2018: Thirteen Weeks Thirty-Nine Weeks 2018 Edible Grocery 25% 24% Perishables 27% 28% Non-Edible 22% 21% General Merchandise 12% 13% Gasoline and Other Ancillary Services 14% 14% |
Assets Held for Sale
Assets Held for Sale | 9 Months Ended |
Nov. 03, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Assets Held for Sale | 16. Assets Held for Sale The Company’s club in Hooksett, New Hampshire was relocated to Manchester, New Hampshire in March 2018. In fiscal year 2018, the Company recorded an impairment loss of $4.0 million on the fixed assets of the Hooksett, New Hampshire location to lower the carrying value of the fixed assets to its estimated fair value less cost to sell. This charge is included within SG&A in the income statement. On August 15, 2018, the Company closed on the sale of the Hooksett, New Hampshire location and received net proceeds of $6.1 million in exchange for all assets related to the club. The Company has no future obligations, outstanding liens or continuing involvement with this location. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation The accompanying interim financial statements of BJ’s Wholesale Club Holdings, Inc. are unaudited and, in the opinion of management, reflect all normal recurring adjustments considered necessary for a fair statement of the Company’s financial statements in accordance with generally accepted accounting principles in the United States of America. References to “BJ’s” or the “Company” refer to BJ’s Wholesale Club Holdings, Inc. and its consolidated subsidiaries, unless the context indicates otherwise. The consolidated balance sheet as of February 3, 2018 is derived from the audited consolidated balance sheet as of that date. The unaudited results of operations for the quarter ended November 3, 2018 are not necessarily indicative of future results or results to be expected for the full year ending February 2, 2019. The Company’s business, in common with the business of retailers generally, is subject to seasonal influences. The Company’s sales and operating income have typically been highest in the fourth quarter holiday season and lowest in the first quarter of each fiscal year. You should read these statements in conjunction with the Company’s audited consolidated financial statements and related notes starting in page F-1 | Basis of Presentation The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The consolidated financial statements include the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on the Saturday closest to January 31. Fiscal year 2015 (“2015”) consists of the 52 weeks ended January 30, 2016, Fiscal year 2016 (“2016”) consists of the 52 weeks ended January 28, 2017, and fiscal year 2017 (“2017”) consists of the 53 weeks ended February 3, 2018. | |
Estimates Included in Financial Statements | Estimates Included in Financial Statements The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and stockholders’ equity, and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates relied upon in preparing these consolidated financial statements include, but are not limited to, revenue recognition; vendor rebates and allowances; estimating inventory reserves; estimating impairment assessments of goodwill, intangible assets, and other long-lived assets; estimating self-insurance reserves; estimating income taxes and equity-based compensation. Actual results could differ from those estimates. | |
Segment Reporting | Segment Reporting The Company’s club retail operations, which represent substantially all of the Company’s consolidated total revenues, are the Company’s only reportable segment. All of the Company’s identifiable assets are located in the United States. The Company does not have significant sales outside the United States, nor does any customer represent more than 10% of total revenues for any period presented. The following table summarizes the percentage of net sales by category: Fiscal Year 2015 2016 2017 Edible Grocery 24 % 25 % 24 % Perishables 30 % 29 % 29 % Non-Edible 21 % 22 % 21 % General Merchandise 14 % 14 % 14 % Gasoline & Other Ancillary Services 11 % 10 % 12 % | |
Concentration Risk | Concentration Risk An adverse change in the Company’s relationships with its key suppliers could have a material effect on the business and results of operations of the Company. Currently, one distributor consolidates a substantial majority of perishables for shipment to the clubs. While the Company believes that such a consolidation is in its best interest overall, a prolonged disruption in logistics processes could materially impact sales and profitability for the near term. All of the warehouse clubs are located in the eastern United States. Sales from the New York metropolitan area made up approximately 25% of net sales in 2015, 2016 and 2017. Financial instruments that potentially subject the Company to concentrations of credit risk principally consist of cash held in financial institutions. The Company considers the credit risk associated with these financial instruments to be minimal. Cash is held by financial institutions with high credit ratings and the Company has not historically sustained any credit losses associated with its cash balances. | |
Cash and Cash Equivalents | Cash and Cash Equivalents Highly liquid investments with a maturity of three months or less at the time of purchase are considered to be cash equivalents. Book overdrafts not subject to offset with other accounts with the same financial institution are classified as accounts payable. | |
Accounts Receivable | Accounts Receivable Accounts receivable consists primarily of credit card receivables and receivables from vendors related to rebates and coupons and is stated net of allowances for doubtful accounts of $1.3 million at January 28, 2017 and $1.2 million at February 3, 2018. The determination of the allowance for doubtful accounts is based on BJ’s historical experience applied to an aging of accounts and a review of individual accounts with a known potential for write-off. | |
Merchandise Inventories | Merchandise Inventories Inventories are stated at the lower of cost, determined under the average cost method, or net realizable value. The Company recognizes the write-down of slow-moving or obsolete inventory in cost of sales when such write-downs are probable and estimable. The Company writes down inventory for estimated shrinkage for the period between physical inventories based on historical results of previous physical inventories, shrinkage trends or other judgments management believes to be reasonable under the circumstances. | |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost and depreciated over their estimated useful lives using the straight-line method. Buildings and improvements are depreciated over estimated useful lives of 33 years. Interest related to the development of buildings is capitalized during the construction period. Leasehold costs and improvements are amortized over the remaining lease term (which includes renewal periods that are reasonably assured) or the asset’s estimated useful life, whichever is shorter. Furniture, fixtures and equipment are depreciated over estimated useful lives, ranging from three to ten years. Depreciation expense was $145.7 million in 2015, $149.5 million in 2016 and $138.0 million in 2017. Certain costs incurred in connection with developing or obtaining computer software for internal use are capitalized. Capitalized software costs are included in furniture, fixtures, and equipment and are amortized on a straight-line basis over the estimated useful life of the software, which is three to seven years. Software costs not meeting the criteria for capitalization are expensed as incurred. Expenditures for betterments and major improvements that significantly enhance the value and increase the estimated useful life of the assets are capitalized and depreciated over the new estimated useful life. Repairs and maintenance costs on all assets are expensed as incurred. | |
Deferred Offering Costs | Deferred Offering Costs The Company capitalized certain legal, professional, accounting and other third-party fees that were directly associated with the July 2, 2018 IPO as deferred offering costs. Upon the consummation of the IPO, $47.2 million was recorded in stockholders’ deficit as a reduction of additional paid-in | Deferred Issuance Costs The Company defers costs directly associated with acquiring third-party financing. Debt issuance costs related to the term loans are recorded as a direct deduction from the carrying amount of the debt and debt issuance costs associated with the ABL are recorded within other assets. Debt issuance costs are amortized over the term of the related financing arrangements on a straight-line basis, which is materially consistent with the effective interest method. Amortization of deferred debt issuance costs is recorded in interest expense and was $7.4 million in 2015, $7.7 million in 2016 and $4.1 million in 2017. |
Goodwill and Indefinite-Lived Intangible Assets | Goodwill and Indefinite-Lived Intangible Assets Goodwill and indefinite-lived trade name intangible assets are not subject to amortization. The Company assesses the recoverability of its goodwill and trade name annually in the fourth quarter or whenever events or changes in circumstances indicate it may be impaired. The Company has determined it has one reporting unit for goodwill impairment testing purposes. The Company may assess its goodwill for impairment initially using a qualitative approach (“step zero”) to determine whether conditions exist to indicate that it is more likely than not that the fair value of a reporting unit is less than its carrying value. If management concludes, based on its assessment of relevant events, facts and circumstances that it is more likely than not that a reporting unit’s carrying value is greater than its fair value, then a quantitative analysis will be performed to determine if there is any impairment. The Company may also elect to initially perform a quantitative analysis instead of starting with step zero. The quantitative assessment for goodwill is a two-step The Company assesses the recoverability of its trade name whenever there are indicators of impairment, or at least annually in the fourth quarter. If the recorded carrying value of the trade name exceeds its estimated fair value, the Company records a charge to write the intangible asset down to its estimated fair value as a component of SG&A. The Company assessed the recoverability of the BJ’s trade name and determined that its estimated fair value exceeded its carrying value and that no impairment was necessary in 2015, 2016 or 2017. | |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company reviews the realizability of long-lived assets periodically and whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Current and expected operating results and cash flows and other factors are considered in connection with management’s reviews. For purposes of evaluating the recoverability of long-lived assets, the recoverability test is performed using undiscounted net cash flows of individual clubs and consolidated net cash flows for long-lived assets not identifiable to individual clubs. Impairment losses are measured as the difference between the carrying amount and the estimated fair value of the assets being evaluated. No impairment charges were recorded in 2015, 2016 or 2017. | |
Asset Retirement Obligations | Asset Retirement Obligations An asset retirement obligation represents a legal obligation associated with the retirement of a tangible long-lived asset that is incurred upon the acquisition, construction, development or normal operation of that long-lived asset. The Company recognizes asset retirement obligations in the period in which they are placed in service, if a reasonable estimate of fair value can be made. The asset retirement obligation is subsequently adjusted for changes in fair value. The associated estimated asset retirement costs are capitalized in leasehold improvements and depreciated over their useful life. The Company’s asset retirement obligations relate to the future removal of gasoline tanks and related assets from gasoline stations. See Note 15 for further information on the amounts accrued. | |
Self-Insurance Reserves | Self-Insurance Reserves The Company is primarily self-insured for workers’ compensation, general liability claims and medical claims. Reported reserves for these claims are derived from estimated ultimate costs based upon individual claim file reserves and estimates for incurred but not reported claims. The Company carries stop-loss insurance on its workers’ compensation and general liability claims to mitigate its exposure to large claims. | |
Revenue Recognition | Revenue Recognition Revenue is recognized from the sale of merchandise, net of estimated returns, at the time of purchase by the customer in the club. In the limited instances when the customer is not able to take delivery at the point of sale, revenue from the sale of merchandise is not recognized until title and risk of loss pass to the customer. For sales of merchandise on the Company’s website, revenue is also recognized when title and risk of loss pass to the customer, which is normally at the time the merchandise is received by the customer. Sales incentives redeemable only at BJ’s, such as coupons and instant rebates, are recorded as a reduction of net sales. The Company evaluates whether it is appropriate to record the gross amount of merchandise or service sales and related costs or the net amount earned as commission. Generally, when the Company is considered the primary obligor in the transaction, revenue is recorded at the gross sales price. If the Company is not considered the primary obligor, as in the case of third party ancillary services such as vision care, travel and insurance that are offered in club or through bjs.com, the net amount retained is recorded. Membership fee income (“MFI”) is recognized on a straight-line basis over the life of the membership, which is typically 12 months. The Company’s BJ’s Perks Rewards members earn 2% cash back, up to a maximum of $500 per year, on all qualified purchases made at BJ’s. The Company’s My BJ’s Perks Mastercard holders earn 3% or 5% cash back on all qualified purchases made at BJ’s and 1% or 2% cash back on purchases made with the card outside of BJ’s. Cash back is in the form of electronic awards issued in $20 increments that may be used in-club BJ’s gift cards are available for purchase at all clubs. Revenue from gift card sales is recognized upon redemption of the gift card. Revenue from gift card and rewards breakage is recorded in net sales when the likelihood of redemption is remote and the Company does not have a legal obligation to escheat the value of unredeemed gift cards and rewards to any jurisdiction. Breakage recorded in 2015, 2016 and 2017 was not material. The sales returns reserve, which reduces sales and cost of sales for the estimated impact of returns and also includes an estimate for membership cancellations, was $2.3 million in 2015, $3.7 million in 2016 and $3.4 million in 2017. | |
Warranty Programs | Warranty Programs The Company passes on any manufacturers’ warranties to the members. In addition, BJ’s includes an extended warranty on tires sold at the clubs, under which BJ’s customers receive tire repair services or tire replacement in certain circumstances. This warranty is included in the sale price of the tire and it cannot be declined by the customers. The Company is fully liable for claims under the tire warranty program. As the primary obligor in these arrangements, associated revenue is recognized on the date of sale and an estimated warranty obligation is accrued based on claims experience. The liability for future claims under this program is not material to the financial statements. Extended warranties are also offered on certain types of products such as electronics and jewelry. These warranties are provided by a third party at fixed prices to BJ’s. No liability is retained to satisfy warranty claims under these arrangements. The Company is not the primary obligor under these warranties, and as such net revenue is recorded on these arrangements at the time of sale. Revenue from warranty sales is included in net sales on the income statement. | |
Cost of Sales | Cost of Sales The Company’s cost of sales includes the direct costs of sold merchandise, which includes customs, taxes, duties and inbound shipping costs, inventory shrinkage and adjustments and reserves for excess, aged and obsolete inventory. Cost of goods sold also includes certain distribution center costs and allocations of certain indirect costs, such as occupancy, depreciation, amortization, labor and benefits. | |
Presentation of Sales Tax Collected from Customers and Remitted to Governmental Authorities | Presentation of Sales Tax Collected from Customers and Remitted to Governmental Authorities In the ordinary course of business, sales tax is collected on items purchased by the members that are taxable in the jurisdictions when the purchases take place. These taxes are then remitted to the appropriate taxing authority. These taxes collected are excluded from revenues in the financial statements. | |
Vendor Rebates and Allowances | Vendor Rebates and Allowances The Company receives various types of cash consideration from vendors, principally in the form of rebates, based on purchasing or selling certain volumes of product, time-based rebates or allowances, which may include product placement allowances or exclusivity arrangements covering a predetermined period of time, price protection rebates and allowances for retail price reductions on certain merchandise and salvage allowances for product that is damaged, defective or becomes out-of-date. Such vendor rebates and allowances are recognized based on a systematic and rational allocation of the cash consideration offered to the underlying transaction that results in progress by BJ’s toward earning the rebates and allowances, provided the amounts to be earned are probable and reasonably estimable. Otherwise, rebates and allowances are recognized only when predetermined milestones are met. The Company recognizes product placement allowances as a reduction of cost of sales in the period in which the product placement is completed. Time-based rebates or allowances are recognized as a reduction of cost of sales over the performance period on a straight-line basis. All other vendor rebates and allowances are recognized as a reduction of cost of sales when the merchandise is sold or otherwise disposed. Cash consideration is also received for advertising products in publications sent to BJ’s members. Such cash consideration is recognized as a reduction of SG&A to the extent it represents a reimbursement of specific, incremental and identifiable SG&A costs incurred by BJ’s to sell the vendors’ products. If the cash consideration exceeds the costs being reimbursed, the excess is characterized as a reduction of cost of sales. Cash consideration for advertising vendors’ products is recognized in the period in which the advertising takes place. | |
Manufacturers' Incentives Tendered by Consumers | Manufacturers’ Incentives Tendered by Consumers Consideration from manufacturers’ incentives (such as rebates or coupons) is recorded gross in net sales when the incentive is generic and can be tendered by a consumer at any reseller and the Company receives direct reimbursement from the manufacturer, or clearinghouse authorized by the manufacturer, based on the face value of the incentive. If these conditions are not met, such consideration is recorded as a decrease in cost of sales. | |
Leases | Leases The majority of leases are accounted for as operating leases in accordance with ASC 840, Leases Sometimes, the Company is involved in the construction of leased clubs. In these situations, the Company evaluates whether it is deemed the owner of the club for accounting purposes. If deemed the owner of the construction project, the Company capitalizes the construction costs of the club on the balance sheet and records financing obligations equal to the cash proceeds or fair value of the assets received from the landlord. Upon the completion of the project, a sale-leaseback analysis is performed pursuant to current leasing guidance to determine if the assets and related financing obligations can be removed from the balance sheet. Assuming the assets and liabilities are removed from the balance sheet, leases are classified as either operating or capital. In some of the leases, the Company is reimbursed only a portion of the construction cost or the lease has terms that fix the rental payments for a significant percentage of the leased asset’s economic life. These items generally are considered continuing involvement which precludes removing the assets and related financing obligation from the balance sheet when construction is complete. Rent expense is not reported for any properties which are considered owned for accounting purposes. Rental payments under these leases are allocated as a reduction of the financing obligation and interest expense. Assets recorded under capital lease and financing obligations are included in land and buildings on the balance sheet and are depreciated over their estimated useful lives using the straight-line method. As of January 28, 2017, and February 3, 2018, the gross amount of assets recorded under capital lease and financing obligations was $49.4 million. Related accumulated depreciation for these assets as of January 30, 2016, January 28, 2017 and February 3, 2018 was $8.1 million, $10.2 million and $12.2 million, respectively. | |
Preopening Costs | Preopening Costs Preopening costs consist of direct incremental costs of opening or relocating a facility and are expensed as incurred. | |
Advertising Costs | Advertising Costs Advertising costs generally consist of efforts to acquire new members and typically include media advertising (some of which is vendor-funded). BJ’s expenses advertising as incurred as a component of SG&A. Advertising expenses were approximately 0.4%, 0.5% and 0.6% of net sales in 2015, 2016 and 2017, respectively. | |
Stock-Based Compensation | Stock-Based Compensation The fair value of service-based employee awards is recognized as compensation expense on a straight-line basis over the requisite service period of the award. The fair value of the performance-based awards is recognized as compensation expense ratably over the service period of each performance tranche. The fair value of the stock-based awards is determined using the Black-Scholes option pricing model. Determining the fair value of options at the grant date requires judgment, including estimating the expected term that stock options will be outstanding prior to exercise and the associated volatility. The estimated fair value of the Company’s stock is determined by its board of directors, with input from management and considering third-party valuations of common stock. See Note 11 for an additional description of the accounting for stock-based awards. | |
Earnings Per Share | Earnings Per Share Basic net income per share attributable to common stockholders is calculated by dividing net income available to common stockholders by the weighted average number of common shares outstanding for the period, including contingently redeemable common stock recorded outside of stockholders’ equity. Basic income from continuing operations per share attributable to common stockholders is calculated by dividing income from continuing operations available to common stockholders by the weighted average number of common shares outstanding for the period, including contingently redeemable common stock recorded outside of stockholders’ equity. Basic loss from discontinuing operations per share attributable to common stockholders is calculated by dividing loss from discontinuing operations available to common stockholders by the weighted average number of common shares outstanding for the period, including contingently redeemable common stock recorded outside of stockholders’ equity. Diluted net income per share attributable to common stockholders is calculated by dividing net income available to common stockholders by the diluted weighted average number of common shares outstanding for the period. Diluted income from continuing operations per share attributable to common stockholders is calculated by dividing income from continuing operations available to common stockholders by the diluted weighted average number of common shares outstanding for the period. Diluted loss from discontinuing operations per share attributable to common stockholders is calculated by dividing loss from discontinuing operations available to common stockholders by the diluted weighted average number of common shares outstanding for the period. | |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial statement carrying values and their respective tax bases, using enacted tax rates expected to be applicable in the years in which the temporary differences are expected to reverse. Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company evaluates the realizability of its deferred tax assets and establishes a valuation allowance when it is more likely than not that all or a portion of the deferred tax assets will not be realized. Potential for recovery of deferred tax assets is evaluated by estimating the future taxable profits expected, scheduling of anticipated reversals of taxable temporary differences, and considering prudent and feasible tax planning strategies. The Company records liabilities for uncertain income tax positions based on a two-step Any interest or penalties incurred related to unrecognized tax benefits are recorded as a component of the provision for income tax expense. | |
Derivative Financial Instruments | Derivative Financial Instruments All derivatives are recognized as either assets or liabilities on the consolidated balance sheet and measurement of these instruments is at fair value. If the derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded as a component of accumulated other comprehensive income and are recognized in the consolidated statement of operations when the hedged item affects earnings. Any portion of the change in fair value that is determined to be ineffective is immediately recognized in earnings as SG&A. Derivative gains or losses included in accumulated other comprehensive income are reclassified into earnings at the time the hedged transaction occurs as a component of SG&A. | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Certain assets and liabilities are carried at fair value in accordance with GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses a three-level hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1, quoted market prices in active markets for identical assets or liabilities. • Level 2, observable inputs other than quoted market prices included in Level 1 such as quoted market prices for markets that are not active or other inputs that are observable or can be corroborated by observable market data. • Level 3, unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities, including certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. | |
Comprehensive Income | Comprehensive Income Comprehensive income is a measure of net income and all other changes in equity that result from transactions other than with equity holders, and would normally be recorded in the consolidated statements of stockholders’ equity and the consolidated statements of comprehensive income. Other comprehensive income consists of unrealized gains and losses from derivative instruments designated as cash flow hedges, and postretirement medical plan adjustments. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The accounting policies the Company follows are set forth in the Company’s audited financial statements for the fiscal year ended February 3, 2018 and included in the Company’s final Prospectus. There have been no material changes to these accounting policies, except as noted below for new accounting pronouncements adopted at the beginning of fiscal year 2018. Revenue from Contracts with Customers (ASC No. 606) In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09, The Company adopted the new guidance at the beginning of fiscal year 2018 using the modified retrospective adoption method and recognized the cumulative effect of initially applying the new guidance as an adjustment to the opening balance of accumulated deficit. The new guidance was only applied to contracts not completed as of the initial date of application. Additionally, any contract that was modified prior to the adoption date has been reflected in the cumulative adjustment giving effect to the aggregate effect of all contract modifications prior to the initial application date. The impact of employing this practical expedient for contract modifications is immaterial. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The cumulative effect of the changes made to the Company’s February 3, 2018 balance sheet for the adoption of the standard update was as follows (in thousands): Balance as of February 3, 2018 Adjustment for new Standard Balance as of February 4, 2018 Prepaid expenses and other current assets $ 81,972 $ 7,820 $ 89,792 Accrued expenses and other current liabilities 495,767 16,645 512,412 Deferred income taxes 57,074 (2,463 ) 54,611 Accumulated deficit (1,036,012 ) (6,362 ) (1,042,374 ) The impact of the adoption of the standards update on the Company’s Consolidated Statement of Operations for the thirteen and thirty-nine weeks ended November 3, 2018, resulted in an increase to cost of sales and net sales of $0.2 million and a decrease to cost of sales and net sales of $5.5 million, respectively, due to recording the allowance for returns reserve on a gross basis. The remaining impact of the adoption of the standards on the Company’s Consolidated Statement of Operations for the thirteen weeks and thirty-nine weeks ended November 3, 2018 was immaterial. The impact of the adoption of the standards update on the Company’s Consolidated Balance Sheet as of November 3, 2018 was as follows (in thousands): As of November 3, 2018 As Balance without adoption Effect of change Prepaid expenses and other current assets $ 78,179 $ 71,603 $ 6,576 Accrued expenses and other current liabilities 485,786 469,447 16,339 Deferred income taxes 51,810 54,346 (2,536 ) Accumulated deficit (979,420 ) (972,193 ) (7,227 ) Classification of Costs Related to Defined Benefit Pension and Other Post-Retirement Benefit Plans (ASU 2017-07) At the beginning of fiscal year 2018, the Company adopted ASU No. 2017-07, Compensation—Retirement Benefits (Topic 715: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Post-Retirement Benefit Cost 2017-07”). ASU 2017-07 2017-07 Modifications to Share-based Compensation Awards (ASU 2017-09) At the beginning of fiscal year 2018, the Company adopted ASU No. 2017-09, Compensation-Stock Compensation Topic 718-Scope 2017-09”). 2017-09 2017-09. Definition of a Business (ASU 2017-01) At the beginning of fiscal year 2018, the Company adopted ASU No. 2017-01 , Business Combinations (Topic 805): Clarifying the Definition of a Business 2017-01”). 2017-01 2017-01, 2017-01, 2017-01. Statement of Cash Flows (ASU 2016-15) At the beginning of fiscal year 2018, the Company adopted ASU No. 2016-15, Statement of Cash Flows (Topic 230) 2016-15”). 2016-15 2016-15 Recently Issued Accounting Pronouncements Leases (ASU 2016-02) In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) right-of-use Derivatives and Hedging (ASU 2017-12) In August 2017, the FASB issued ASU 2017-12 Derivatives and Hedging (Topic 815) Non-Employee Share-Based Compensation (ASU 2018-07) In June 2018, the FASB issued ASU 2018-07 Improvements to Nonemployee Share-Based Payment Accounting Fair Value Measurement (ASU 2018-13) In August 2018, the FASB issued ASU 2018-13 Changes to the Disclosure Requirements for Fair Value Measurement Intangibles-Goodwill and Other-Internal-Use Software (ASU 2018-15) In August 2018, the FASB issued ASU 2018-15 Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) | Recently Adopted Accounting Pronouncements In March 2016, the FASB issued an accounting standard update that aims to simplify accounting for stock-based compensation. The changes include accounting for income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross share compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Company elected to account for forfeitures as they occur rather than apply an estimated forfeiture rate to stock-based compensation expense. The Company adopted this standard update in 2017 and applied the changes prospectively. In July 2015, the FASB issued an accounting standard update that aims to simplify the measurement of inventory. The changes include measuring inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The Company adopted this standard update on a prospective basis in 2017 and prior periods were not retrospectively adjusted. In February 2018, the FASB issued an accounting standard update that allows the reclassification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. The Company adopted this standard update in 2017 and applied the changes prospectively for the year ended February 3, 2018 and reclassified $432 thousand from accumulated other comprehensive income to retained earnings as of February 3, 2018. Recent Accounting Pronouncements In May 2014, the FASB issued a new standard that creates common revenue recognition guidance for GAAP and International Financial Reporting Standards. The new guidance supersedes most preexisting revenue recognition guidance. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard defines a five-step process to achieve this principle, and will require companies to use more judgment and make more estimates than under the current guidance. The new standard also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts. The standard is effective for public entities for annual periods beginning after December 15, 2017 and for interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of the new standard will have on its consolidated financial statements. The Company expects that the areas impacted will include accounting for the Company’s co-branded In February 2016, the FASB issued an accounting standard update that creates new accounting and reporting guidelines for leasing arrangements. The new guidance requires organizations that lease assets to recognize assets and liabilities on the balance sheet related to the rights and obligations created by those leases, regardless of whether they are classified as finance or operating leases. Consistent with current guidance, the recognition, measurement, and presentation of expenses and cash flows arising from a lease primarily will depend on its classification as a finance or operating lease. The guidance also requires new disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The new standard is effective for annual reporting periods beginning after December 15, 2018. The new standard is to be applied using a modified retrospective approach. The Company is currently evaluating the impact of the new pronouncement on its consolidated financial statements, however, the Company expects to have a material impact to its consolidated balance sheet upon adoption. In August 2016, the FASB issued an accounting standard update that is intended to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The guidance in the accounting standard update is required to be adopted for annual reporting periods beginning after December 15, 2017, with early adoption permitted. The Company is currently evaluating the impact of the standard update on its consolidated cash flow statements. In January 2017, the FASB issued an accounting standard update for Intangibles—Goodwill and Other, simplifying the test for goodwill impairment. Under the existing standard, when the carrying value of a reporting unit exceeds the reporting unit’s fair value, an entity would then proceed to a Step 2 goodwill impairment analysis, which requires calculating the impaired fair value by assigning the fair value of a reporting unit to all of its assets and liabilities, as if that reporting unit had been acquired in a business combination. Under the new standard a goodwill impairment will be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying value of the reporting unit’s goodwill. The new standard is effective January 1, 2020, with early adoption permitted. The Company does not believe this will have an impact on the consolidated financial statements. In March 2017, the FASB issued new guidance, which changes certain presentation and disclosure requirements for employers that sponsor defined benefit pension and other postretirement benefit plans. This guidance requires entities to (1) report the service cost component of net periodic pension/postretirement benefit cost in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period; (2) capitalize only the service cost component of net periodic pension/postretirement benefit cost (when applicable); and (3) present other components of net periodic pension/postretirement benefit cost separately from the service cost component and outside a subtotal of income from operations (if applicable). The standard is effective for fiscal years beginning after December 15, 2018, with early adoption permitted as of January 1, 2017. The Company is currently evaluating the impact of the standard update on its consolidated financial statements. In May 2017, the FASB issued an accounting standard update, which provides guidance about changes to the terms or conditions of a share-based payment award requiring an entity to apply modification accounting. The standard is effective for fiscal years beginning after December 15, 2018, with early adoption permitted, including adoption in any interim period, for public business entities for reporting periods for which financial statements have not yet been issued. The amendments in this standard update should be applied prospectively to an award modified on or after the adoption date, and, therefore, the Company will consider the provisions of this update in conjunction with awards issued on or after February 2, 2019, as applicable. |
Initial Public Offering | Initial Public Offering On July 2, 2018, the Company completed its IPO, in which the Company issued and sold 43,125,000 shares of its common stock (including 5,625,000 shares of common stock that were subject to the underwriters’ option to purchase additional shares) at an initial public offering price of $17.00 per share. The Company received total aggregate proceeds of $685.9 million net of underwriters’ discounts, commissions and other transaction expenses, which totaled $47.2 million. On July 2, 2018, the Company used the net proceeds from the IPO to extinguish the total outstanding balance of $623.3 million of its senior secured second lien term loan facility (the “Second Lien Term Loan”). See Note 6, Debt and Credit Arrangements footnote, for further discussion regarding the Second Lien Term Loan extinguishment. On October 1, 2018, certain selling stockholders completed the registered sale of 32,200,000 shares of the Company’s common stock at a public offering price of $26.00 per share. Of the 32,200,000 shares sold, 4,200,000 shares represented the underwriters’ exercise of their overallotment option. The Company did not receive any proceeds from this offering or incur underwriters’ discounts or commissions on the sale. The Company incurred transaction costs of $2.4 million primarily for legal, accounting and printer services related to the offering. | |
Stock Split | Stock Split On June 15, 2018, the Company effected a seven-to-one |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Percentages Of Net Sales By Product Line | The following table summarizes the percentage of net sales by category: Fiscal Year 2015 2016 2017 Edible Grocery 24 % 25 % 24 % Perishables 30 % 29 % 29 % Non-Edible 21 % 22 % 21 % General Merchandise 14 % 14 % 14 % Gasoline & Other Ancillary Services 11 % 10 % 12 % | |
Accounting Standards Update 2014-09 [Member] | ||
Summary of Impact of Adoption of Topic 606 on Consolidated Balance Sheet | The cumulative effect of the changes made to the Company’s February 3, 2018 balance sheet for the adoption of the standard update was as follows (in thousands): Balance as of February 3, 2018 Adjustment for new Standard Balance as of February 4, 2018 Prepaid expenses and other current assets $ 81,972 $ 7,820 $ 89,792 Accrued expenses and other current liabilities 495,767 16,645 512,412 Deferred income taxes 57,074 (2,463 ) 54,611 Accumulated deficit (1,036,012 ) (6,362 ) (1,042,374 ) The impact of the adoption of the standards update on the Company’s Consolidated Balance Sheet as of November 3, 2018 was as follows (in thousands): As of November 3, 2018 As Balance without adoption Effect of change Prepaid expenses and other current assets $ 78,179 $ 71,603 $ 6,576 Accrued expenses and other current liabilities 485,786 469,447 16,339 Deferred income taxes 51,810 54,346 (2,536 ) Accumulated deficit (979,420 ) (972,193 ) (7,227 ) |
Debt and Credit Arrangements (T
Debt and Credit Arrangements (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Debt Disclosure [Abstract] | ||
Schedule of Debt | Debt consisted of the following at November 3, 2018, February 3, 2018 and October 28, 2017 (in thousands): November 3, 2018 February 3, 2018 October 28, 2017 ABL Facility $ 424,000 $ 217,000 $ 262,000 First Lien Term Loan 1,533,890 1,910,563 1,915,375 Second Lien Term Loan — 625,000 625,000 Unamortized debt discount and debt issuance cost (19,107 ) (40,153 ) (41,745 ) Less: current portion (389,377 ) (219,750 ) (231,250 ) Long-term debt $ 1,549,406 $ 2,492,660 $ 2,529,380 | Debt consisted of the following at January 28, 2017 and February 3, 2018 (in thousands): January 28, February 3, ABL Facility $ 55,000 $ 217,000 First Lien Term Loan 1,425,273 1,910,563 Second Lien Term Loan 577,183 625,000 Unamortized debt discount and debt issuance costs (37,338 ) (40,153 ) Less: current portion (20,000 ) (219,750 ) Long-term debt $ 2,000,118 $ 2,492,660 |
Schedule of Future Minimum Principal Payments on Debt | Scheduled future minimum principal payments on debt as of February 3, 2018 are as follows: Fiscal Year: Dollars in 2018 $ 219,750 2019 19,250 2020 19,250 2021 19,250 2022 69,250 Thereafter 2,405,813 Total $ 2,752,563 |
Interest Expense, net (Tables)
Interest Expense, net (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Text Block [Abstract] | ||
Summary of Interest Expense | The following details the components of interest expense for the periods presented (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Interest on debt $ 24,411 $ 40,537 $ 104,173 $ 119,849 Interest on capital lease and financing obligations 1,037 1,050 3,122 3,158 Debt issuance costs amortization 696 950 2,626 3,045 Original issue discount amortization 627 1,272 2,606 3,302 Loss on debt extinguishment and charges related to debt refinancing 6,246 (1,402 ) 25,405 21,061 Capitalized interest 12 (86 ) (145 ) (204 ) Interest expense, net $ 33,029 $ 42,321 $ 137,787 $ 150,211 | The following details the components of interest expense for the periods presented (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Interest on debt $ 127,273 $ 122,193 $ 163,210 Interest on capital lease and financing obligations 5,003 4,244 4,205 Debt issuance costs amortization 7,408 7,693 4,060 Original issue discount amortization 9,440 9,398 4,403 Charges related to debt refinancing — — 21,061 Capitalized interest (1,288 ) (68 ) (215 ) Unrealized loss on interest rate caps 2,257 73 — Other interest income — (182 ) — Interest expense, net $ 150,093 $ 143,351 $ 196,724 |
Intangible Assets and Liabili_2
Intangible Assets and Liabilities (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Text Block [Abstract] | |
Intangible Assets and Liability Table | Intangible assets and liabilities consist of the following (in thousands): January 28, 2017 Gross Carrying Accumulated Net Amount Goodwill $ 924,134 $ — $ 924,134 Intangible Assets Not Subject to Amortization: BJ’s trade name $ 90,500 $ — $ 90,500 Intangible Assets Subject to Amortization: Member relationships 245,000 (146,875 ) 98,125 Private label brands 8,500 (3,778 ) 4,722 Below market leases 120,182 (60,370 ) 59,812 Total intangible assets $ 464,182 $ (211,023 ) $ 253,159 Intangible Liabilities Subject to Amortization: Above market leases $ (30,515 ) $ 12,472 $ (18,043 ) February 3, 2018 Gross Carrying Accumulated Net Amount Goodwill $ 924,134 $ — $ 924,134 Intangible Assets Not Subject to Amortization: BJ’s trade name $ 90,500 $ — $ 90,500 Intangible Assets Subject to Amortization: Member relationships 245,000 (163,668 ) 81,332 Private label brands 8,500 (4,486 ) 4,014 Below market leases 120,182 (71,152 ) 49,030 Total intangible assets $ 464,182 $ (239,306 ) $ 224,876 Intangible Liabilities Subject to Amortization: Above market leases $ (30,515 ) $ 14,709 $ (15,806 ) |
Schedule of Amortization Expense Related to Intangible Assests and Liability | The Company estimates that amortization expense (income) related to intangible assets and liabilities will be as follows in each of the next five fiscal years (in thousands): Below Market Leases Above Market Leases Other Intangibles Total 2018 $ 8,636 $ (2,162 ) $ 15,371 $ 21,845 2019 7,633 (2,077 ) 13,491 19,047 2020 7,117 (1,846 ) 11,862 17,133 2021 6,153 (1,581 ) 10,483 15,055 2022 4,507 (1,526 ) 9,230 12,211 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Lease Payments of Operating Leases | Future minimum lease payments of operating leases as of February 3, 2018 were as follows (in thousands): Fiscal Year Dollars in 2018 $ 302,622 2019 303,112 2020 292,917 2021 282,214 2022 266,405 Thereafter 1,978,138 Total $ 3,425,408 |
Summary of Future Minimum Lease Payments of Capital Leases | Future minimum lease payments of capital leases and financing obligations for arrangements that did not qualify for sale-lease back accounting as of February 3, 2018 are as follows (in thousands): Fiscal Year Future minimum 2018 $ 4,791 2019 4,510 2020 4,807 2021 4,833 2022 4,894 Thereafter 39,333 63,168 Amount representing interest (27,466 ) Total $ 35,702 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Summary of Discontinued Operations | The following tables summarize the activity for the thirty-nine weeks ended November 3, 2018 and October 28, 2017 associated with our discontinued operations, which consist of closing two BJ’s clubs in January 2011 (in thousands): Discontinued Operations-Thirty-Nine Weeks ended November 3, 2018 Liabilities February 3, 2018 Charges Payments/ Increase Liabilities November 3, 2018 Cumulative Charges to Date, Net BJ’s clubs $ 8,683 $ 590 $ (1,803 ) $ 7,470 $ 60,189 Current portion $ 2,122 $ 2,126 Long-term portion 6,561 5,344 Total $ 8,683 $ 7,470 Discontinued Operations-Thirty-Nine Weeks ended October 28, 2017 Liabilities January 28, 2017 Charges Payments/ Increase Liabilities October 28, 2017 BJ’s clubs $ 8,271 $ 523 $ (1,737 ) $ 7,057 Current portion $ 2,013 $ 2,013 Long-term portion 6,258 5,044 Total $ 8,271 $ 7,057 | The following tables summarize the activity for 2016 and 2017 associated with discontinued operations, which consist of closing two BJ’s clubs in January 2011 (in thousands): Discontinued Operations-2016 Liabilities Charges Payments/ Liabilities Cumulative BJ’s clubs $ 9,411 $ 802 $ (1,942 ) $ 8,271 $ 56,833 Current portion $ 2,048 $ 2,013 Long-term portion 7,363 6,258 Total $ 9,411 $ 8,271 Discontinued Operations-2017 Liabilities Charges Payments/ Liabilities Cumulative BJ’s clubs $ 8,271 $ 2,766 $ (2,354 ) $ 8,683 $ 59,599 Current portion $ 2,013 $ 2,122 Long-term portion 6,258 6,561 Total $ 8,271 $ 8,683 |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Schedule of Company's Stock Award Activity | The following table summarizes the Company’s stock award activity during the thirty-nine weeks ended November 3, 2018 (shares in thousands): Stock Options Restricted Stock Restricted Stock Units Shares Weighted Shares Weighted Value Shares Weighted Date Fair Outstanding, February 3, 2018 8,981 $ 4.00 — $ — $ Granted 2,791 16.39 2,960 22.04 13 27.85 Exercised/vested (4,602 ) 2.90 (1,954 ) 22.00 — — Forfeited/canceled (364 ) 6.10 (3 ) 22.00 — — Outstanding, November 3, 2018 6,806 $ 9.71 1,003 $ 22.13 13 $ 27.85 | Presented below is a summary of stock option activity and weighted-average exercise prices for year ended February 3, 2018 (options in thousands): Number of Weighted- Weighted-average Outstanding, beginning of period 10,430 $ 4.50 Granted 350 $ 7.00 Exercised (1,491 ) $ 2.67 Forfeited (308 ) $ 4.20 Outstanding, end of period 8,981 $ 4.00 6.0 Vested and expected to vest, end of period 8,981 $ 4.00 6.0 Exercisable, end of period 6,965 $ 3.48 5.4 |
Summary of Black Scholes Option Pricing Model and Weighted Average Assumptions | The fair value of the options was estimated using the Black-Scholes option pricing model with the following weighted-average assumptions (no dividends were expected): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Risk-free interest rate range 1.50% -1.76% 1.35% -1.98% 1.40% -1.40% Expected volatility factor 35.0% 35.0% 35.0% Weighted-average expected option life (yrs.) 5.0 6.0 5.7 Weighted-average grant-date fair value $1.95 $4.40 $2.51 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision (Benefit) for Income Taxes from Continuing Operations | The provision (benefit) for income taxes from continuing operations includes the following (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Federal: Current $ 27,096 $ 42,268 $ 1,976 Deferred (17,400 ) (19,457 ) (33,219 ) State: Current 6,381 9,230 5,220 Deferred (4,028 ) (4,073 ) (2,404 ) Total income tax provision (benefit) $ 12,049 $ 27,968 $ (28,427 ) |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory federal income tax rate with the Company’s effective income tax rate is as follows: Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Statutory federal income tax rates 35.0 % 35.0 % 33.7 % State income taxes, net of federal tax benefit 3.9 4.5 7.5 Effect of federal rate change — — (136.2 ) Work opportunity and solar tax credit (2.1 ) (1.6 ) (17.9 ) Charitable contributions (1.4 ) (0.3 ) (1.0 ) Prior year adjustments 0.6 — (3.2 ) Stock options — — (4.8 ) Other (3.2 ) 0.9 1.2 Effective income tax rate 32.8 % 38.5 % (120.7 )% |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities as of January 28, 2017 and February 3, 2018 were as follows (in thousands): January 28, February 3, Deferred tax assets: Self-insurance reserves $ 39,977 $ 27,595 Rental step liabilities 28,501 21,336 Compensation and benefits 24,276 15,975 Capital lease and financing obligations 11,274 7,542 Intangible liabilities 7,338 4,408 Closed store obligations 3,363 2,421 Deferred gain amortization 8,223 5,279 Environment clean up reserve 4,401 3,312 Startup costs 5,977 3,675 Lease incentive gain 4,326 3,029 Other 19,077 13,677 Total deferred tax assets $ 156,733 $ 108,249 January 28, February 3, Deferred tax liabilities: Fixed assets $ 116,070 $ 79,388 Intangible assets 102,955 62,716 Debt costs 9,190 7,728 Capital lease and financings obligations 10,596 7,014 Other 10,822 8,477 Total deferred tax liabilities 249,633 165,323 Net deferred tax liabilities $ (92,900 ) $ (57,074 ) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): Fiscal Year Ended Fiscal Year Ended Balance at the beginning of the period $ 5,084 $ 4,199 Additions for tax positions taken during prior years — 607 Additions for tax positions taken during the current year 56 43 Settlements — (260 ) Lapses in statute of limitations (941 ) (232 ) Balance at the end of the period $ 4,199 $ 4,357 |
Postretirement Medical Benefi_2
Postretirement Medical Benefits (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Retirement Benefits [Abstract] | ||
Changes in Projected Benefit Obligations, Fair Value of Plan Assets, and Funded Status of Plan | The change in obligation and funded status of the plan at January 28, 2017 and February 3, 2018 was as follows (in thousands): Fiscal Year Ended Fiscal Year Ended Change in Obligation Projected benefit obligation at beginning of period $ 6,182 $ 5,927 Company service cost 204 182 Interest cost 142 147 Plan participants’ contributions 302 316 Net actuarial gain/(loss) 590 (392 ) Benefit payments made directly by the Company (1,493 ) (820 ) Projected benefit obligation at end of period $ 5,927 $ 5,360 Change in Plan Assets Fair value of plan assets at beginning of period $ — $ — Company contributions 1,191 504 Plan participants’ contributions 302 316 Benefit payments made directly by the Company (1,493 ) (820 ) Fair value of plan assets at end of period — — Funded status at end of year $ (5,927 ) $ (5,360 ) | |
Summary of Net Periodic Benefit Cost Recognized | Net periodic benefit cost recognized for the thirteen weeks and thirty-nine weeks ended November 3, 2018 and October 28, 2017 consists of the following (in thousands): Thirteen Weeks Ended Thirty-Nine Weeks Ended November 3, 2018 October 28, 2017 November 3, 2018 October 28, 2017 Company service cost $ 36 $ 46 $ 108 $ 137 Interest cost 38 37 113 111 Net prior service credit amortization (174 ) (174 ) (521 ) (521 ) Amortization of unrecognized gain (79 ) (63 ) (237 ) (188 ) Net periodic postretirement benefit cost $ (179 ) $ (154 ) $ (537 ) $ (461 ) | Net periodic postretirement benefit cost for the last three fiscal years consists of the following (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Company service cost $ 491 $ 204 $ 182 Interest cost 198 142 147 689 346 329 Net prior service credit amortization (229 ) (693 ) (693 ) Amortization of unrecognized gain (490 ) (510 ) (250 ) Net periodic postretirement benefit cost $ (30 ) $ (857 ) $ (614 ) Discount rate used to determine cost 2.76 % 2.45 % 2.63 % Health care cost trend rates 7.00 % 7.00 % 7.00 % |
Changes in Accumulated Other Comprehensive Income | The change in accumulated other comprehensive income (“AOCI”), gross of tax, consists of the following (in thousands): Fiscal Year Ended Fiscal Year Ended AOCI at the beginning of period $ (5,675 ) $ (3,882 ) Net prior service credit amortization 693 693 Amortization of net actuarial gain 510 250 Net actuarial (gain) loss for the period 590 (392 ) AOCI at the end of the period $ (3,882 ) $ (3,331 ) | |
Pension and Postretirement Benefit Obligations Weighted Average Assumptions Table | The following weighted-average assumptions were used to determine the postretirement benefit obligations: January 28, February 3, Discount rate 2.63 % 3.00 % Health care cost trend rate assumed for next year 7.00 % 6.50 % Ultimate trend rate 5.00 % 5.00 % Year that the rate reaches the ultimate trend rate 2021 2024 | |
Schedule of Assumed Health Care Cost Trend Rates | A one-percentage Effect of 1% Increase in Medical Trend Rates (in Thousands) Postretirement benefit obligation increases by $ 283 Total of service and interest cost increases by 20 Effect of 1% Decrease in Medical Trend Rates (in Thousands) Postretirement benefit obligation decreases by $ 268 Total of service and interest cost decreases by 19 | |
Expected Future Post-Retirement Benefit Payments | The estimated future benefit payments for the postretirement health care plan at February 3, 2018 are (in thousands): Fiscal Year Future 2018 $ 733 2019 800 2020 727 2021 712 2022 734 2023 to 2027 2,717 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Summary of Activity Relating to Liability for Asset Retirement Obligations | The following is a summary of activity relating to the liability for asset retirement obligations, which the Company will incur in connection with the future removal of gasoline tanks and related infrastructure from gasoline stations and are included in other noncurrent liabilities on the consolidated balance sheet (in thousands): Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Balance, beginning of period $ 17,018 $ 10,714 $ 11,846 Accretion expense 1,436 895 959 Liabilities incurred during the year 581 237 193 Change in estimated liability (8,054 ) — — Settlement of existing liabilities (267 ) — — Balance, end of period $ 10,714 $ 11,846 $ 12,998 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | The major components of accrued expenses and other current liabilities are as follows (in thousands): January 28, February 3, Deferred membership fee income $ 116,483 $ 126,216 Employee compensation 80,903 82,037 Insurance reserves 41,340 40,620 Repairs and maintenance 23,758 18,260 Outstanding checks 21,713 34,002 BJ’s Perks rewards 21,125 22,736 Professional services 19,062 7,626 Fixed asset accruals 16,915 19,405 Accrued interest 10,192 25,428 Sales and use taxes 10,058 16,151 Gift card liability 10,138 10,578 Utilities, advertising and other 86,010 92,708 $ 457,697 $ 495,767 |
Summarizes Membership Fee Income Activity | The following table summarizes membership fee income activity for each of the last two fiscal years (in thousands): Fiscal Year Fiscal Year Deferred MFI, beginning of period $ 117,806 $ 116,483 Cash received from members 253,912 268,327 Revenue recognized in earnings (255,235 ) (258,594 ) Deferred MFI, end of period $ 116,483 $ 126,216 |
Other Noncurrent Liabilities (T
Other Noncurrent Liabilities (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Other Noncurrent Liabilities | The major components of other noncurrent liabilities are as follows (in thousands): January 28, February 3, Workers’ compensation and general liability $ 71,243 $ 72,317 Rent escalation liability 70,082 76,867 Capital leases and financing obligations 35,783 35,147 Deferred gain on sale leasebacks 18,929 17,639 Above market leases 18,043 15,806 Lease incentives 15,511 14,985 Asset retirement obligations 11,846 12,998 Postretirement medical benefit and other 30,231 21,634 $ 271,668 $ 267,393 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The gross carrying amount and fair value of the Company’s debt at February 3, 2018 are as follows (in thousands): Carrying Fair Value First Lien Term Loan $ 1,910,563 $ 1,908,174 Second Lien Term Loan 625,000 625,000 ABL Facility 217,000 217,000 Total Debt $ 2,752,563 $ 2,750,174 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Earnings Per Share [Abstract] | ||
Summary of basic and diluted net income per share attributable to common stockholders | The following table summarizes the computation of basic and diluted net income per share attributable to common stockholders: Thirteen Weeks Ended Thirty-Nine Weeks Ended November 3, October 28, November 3, October 28, Weighted-average common shares outstanding, used for basic computation 135,018,238 88,442,052 110,162,167 88,363,302 Plus: Incremental shares of potentially dilutive securities 4,349,499 3,842,956 4,781,572 — Weighted-average number of common and dilutive potential common shares outstanding 139,367,737 92,285,008 114,943,739 88,363,302 | The table below reconciles basic weighted-average common shares outstanding to diluted weighted-average common shares outstanding for 2015, 2016 and 2017: Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Weighted-average common shares outstanding, used for basic computation 87,869,243 88,163,992 88,385,864 Plus: Incremental shares of potentially dilutive securities Stock options: 2,372,111 2,572,087 3,877,713 Weighted-average number of common and dilutive potential common shares outstanding 90,241,354 90,736,079 92,263,577 |
Condensed Financial Informati_2
Condensed Financial Information of Registrant (Parent Company Only) (Tables) | 12 Months Ended |
Feb. 03, 2018 | |
Condensed Financial Information Disclosure [Abstract] | |
Parent Company Only Condensed Balance Sheets | Condensed Financial Information of Registrant (Parent Company Only) BJ’S WHOLESALE CLUB HOLDINGS, INC. (PARENT COMPANY ONLY) CONDENSED BALANCE SHEETS (Amounts in thousands, except per share amounts) Fiscal Year Ended Fiscal Year Ended ASSETS Investment in subsidiaries $ (339,066 ) $ (1,019,419 ) Contingently redeemable common stock, par value $0.01; 1,043 and 1,456 shares issued and outstanding: 8,145 10,438 STOCKHOLDERS’ DEFICIT Common stock, par value $0.01; 305,000 shares authorized; 87,073 shares issued and outstanding 871 871 Additional paid-in 7,931 4,537 Accumulated deficit (356,013 ) (1,035,265 ) Total contingently redeemable common stock and stockholders’ deficit $ (339,066 ) $ (1,019,419 ) |
Pararent Company Only Consolidated Statements of Operations and Comprehensive Income | BJ’S WHOLESALE CLUB HOLDINGS, INC. (PARENT COMPANY ONLY) CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Amounts in thousands, except per share amounts) Fiscal Year Ended Fiscal Year Ended Fiscal Year Ended Equity in net income of subsidiaries $ 24,104 $ 44,224 $ 50,301 Net income 24,104 44,224 50,301 Net income per share attributable to common stockholders’: Basic $ 0.27 $ 0.50 $ 0.57 Diluted 0.26 0.48 0.54 Weighted average number of common shares outstanding: Basic 87,869 88,164 88,386 Diluted 90,241 90,736 92,264 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Nov. 03, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Disaggregation of Revenue | The following table summarizes the Company’s percentage of sales disaggregated by category for the thirteen and thirty-nine weeks ended November 3, 2018: Thirteen Weeks Thirty-Nine Weeks 2018 Edible Grocery 25% 24% Perishables 27% 28% Non-Edible 22% 21% General Merchandise 12% 13% Gasoline and Other Ancillary Services 14% 14% |
Description of Business - Addit
Description of Business - Additional Information (Detail) | Nov. 03, 2018StateStore | Feb. 03, 2018StateStore |
Organization and Description of Business [Line Items] | ||
Number of warehouses operated | 216 | 215 |
Number of states in country | State | 16 | 16 |
Gasoline Station [Member] | ||
Organization and Description of Business [Line Items] | ||
Number of warehouses operated | 136 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | Aug. 04, 2018 | Feb. 04, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Percentage of cash back earned | 2.00% | 2.00% | |||||||
Maximum annual cash back amount | $ 500 | $ 500 | |||||||
Cash back in form of electronic awards issued | 20 | 20 | |||||||
Other current liabilities | 22,700,000 | $ 21,100,000 | |||||||
Sales returns reserve | 3,400,000 | 3,700,000 | $ 2,300,000 | ||||||
Deferred revenue | 126,216,000 | 116,483,000 | 117,806,000 | ||||||
Royalty revenue | $ 3,221,663,000 | $ 3,084,245,000 | 9,590,465,000 | $ 9,198,600,000 | 12,754,589,000 | 12,350,537,000 | $ 12,467,553,000 | ||
Expects deferred revenue | 9,100,000 | 258,594,000 | 255,235,000 | ||||||
Accumulated deficit | (979,420,000) | $ (1,101,515,000) | (979,420,000) | $ (1,101,515,000) | $ (1,036,012,000) | $ (356,760,000) | |||
Annual Membership Fees [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Deferred revenue | 127,100,000 | $ 127,100,000 | |||||||
Maximum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Percentage of total revenues customer represent outside the United States | 10.00% | 10.00% | |||||||
My BJ's Perks Mastercard [Member] | Minimum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Percentage of cash back earned | 3.00% | 3.00% | |||||||
My BJ's Perks Mastercard [Member] | Maximum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Percentage of cash back earned | 5.00% | 5.00% | |||||||
Card Outside of BJ's [Member] | Minimum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Percentage of cash back earned | 1.00% | 1.00% | |||||||
Card Outside of BJ's [Member] | Maximum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Percentage of cash back earned | 2.00% | 2.00% | |||||||
BJ's Perks Rewards [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Deferred revenue | 13,600,000 | $ 13,600,000 | |||||||
Royalty [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Royalty revenue | 33,100,000 | ||||||||
Gift Card Programs [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Deferred revenue | 11,000,000 | 11,000,000 | $ 8,800,000 | ||||||
Expects deferred revenue | 10,400,000 | 30,800,000 | |||||||
Gift Card Programs [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Accumulated deficit | $ 1,800,000 | $ 1,800,000 | |||||||
Sales Revenue, Net [Member] | Revenue from Rights Concentration Risk [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Concentration risk percentage | 97.00% | ||||||||
Sales Revenue, Net [Member] | Geographic Concentration Risk [Member] | New York Metropolitan Area | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Concentration risk percentage | 25.00% | 25.00% | 25.00% | ||||||
Revenues Net [Member] | Revenue from Rights Concentration Risk [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Concentration risk percentage | 95.00% |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Disaggregation of Revenue (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Nov. 03, 2018 | Nov. 03, 2018 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Edible Grocery [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue recognized | 25.00% | 24.00% | 24.00% | 25.00% | 24.00% |
Perishables [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue recognized | 27.00% | 28.00% | 29.00% | 29.00% | 30.00% |
Non-Edible Grocery [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue recognized | 22.00% | 21.00% | 21.00% | 22.00% | 21.00% |
General Merchandise [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue recognized | 12.00% | 13.00% | 14.00% | 14.00% | 14.00% |
Gasoline and Other Ancillary Services [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue recognized | 14.00% | 14.00% | 12.00% | 10.00% | 11.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | Oct. 01, 2018USD ($)$ / sharesshares | Jul. 02, 2018USD ($)$ / sharesshares | Jun. 15, 2018 | Nov. 03, 2018USD ($) | Oct. 28, 2017USD ($) | Nov. 03, 2018USD ($)shares | Oct. 28, 2017USD ($) | Feb. 03, 2018USD ($)Reporting_Unit | Jan. 28, 2017USD ($) | Jan. 30, 2016USD ($) |
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Allowances for doubtful accounts | $ 1,200,000 | $ 1,300,000 | ||||||||
Depreciation expense | 138,000,000 | 149,500,000 | $ 145,700,000 | |||||||
Amortization of deferred debt issuance costs | $ 5,233,000 | $ 6,347,000 | $ 8,463,000 | 17,091,000 | 16,848,000 | |||||
Number of reporting unit | Reporting_Unit | 1 | |||||||||
Gross amount of assets recorded under capital lease and financing obligations | $ 49,400,000 | 49,400,000 | ||||||||
Accumulated depreciation for capital lease | $ 12,200,000 | $ 10,200,000 | $ 8,100,000 | |||||||
Advertising expenses | 0.60% | 0.50% | 0.40% | |||||||
Aggregate net proceeds received by the Company after deducting underwriters' discounts and commissions | 690,970,000 | |||||||||
Deferred offering costs | 5,081,000 | |||||||||
Term loan outstanding | $ 2,752,563,000 | |||||||||
Stock split, conversion ratio | 0.14285714 | |||||||||
Description of stock split | Seven-to-one | |||||||||
Net sales | $ 3,221,663,000 | $ 3,084,245,000 | 9,590,465,000 | 9,198,600,000 | 12,754,589,000 | $ 12,350,537,000 | $ 12,467,553,000 | |||
Cost of sales | 2,629,575,000 | 2,523,297,000 | $ 7,858,515,000 | $ 7,578,790,000 | 10,513,492,000 | 10,223,017,000 | 10,476,519,000 | |||
Second Lien Term Loan [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Term loan outstanding | $ 623,300,000 | |||||||||
Common Stock [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Common stock, shares issued | shares | 43,125,000 | |||||||||
Underwriter [Member] | Common Stock [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Exercise of stock options (in shares) | shares | 4,200,000 | 5,625,000 | ||||||||
IPO [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Stockholders' deficit as reduction of additional paid-in capital | $ 47,200,000 | |||||||||
IPO [Member] | Common Stock [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Common stock, shares issued | shares | 32,200,000 | 43,125,000 | ||||||||
Common stock, par value | $ / shares | $ 26 | $ 17 | ||||||||
Aggregate net proceeds received by the Company after deducting underwriters' discounts and commissions | $ 685,900,000 | |||||||||
Deferred offering costs | $ 2,400,000 | $ 47,200,000 | ||||||||
Tax Cuts and Jobs Act of 2017 [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Accumulated other comprehensive income to retained earnings | 432,000 | |||||||||
Accounting Standards Update 2016-15 [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Insurance proceeds | $ 0 | |||||||||
Interest Expense [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Amortization of deferred debt issuance costs | 4,100,000 | 7,700,000 | 7,400,000 | |||||||
Selling, General and Administrative Expenses [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Impairment of goodwill | 0 | 0 | 0 | |||||||
Selling, General and Administrative Expenses [Member] | Trade Names [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Other assets impairment | $ 0 | $ 0 | $ 0 | |||||||
Allowance for Returns Reserve [Member] | Accounting Standards Update 2014-09 [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Net sales | 200,000 | (5,500,000) | ||||||||
Cost of sales | $ 200,000 | $ (5,500,000) | ||||||||
Building and Building Improvements [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful life | 33 years | |||||||||
Minimum [Member] | Furniture Fixtures And Equipment [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful life | 3 years | |||||||||
Minimum [Member] | Software [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful life | 3 years | |||||||||
Maximum [Member] | Furniture Fixtures And Equipment [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful life | 10 years | |||||||||
Maximum [Member] | Software [Member] | ||||||||||
Summary of Significant Accounting Policies [Line Items] | ||||||||||
Estimated useful life | 7 years |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Management Service [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Aggregate payment of management fees per year, plus out of pocket expenses | $ 8 | $ 8 | |||||
Costs for services rendered | 0 | $ 2 | $ 3.3 | $ 6.1 | 8 | $ 8.1 | $ 8.1 |
Advantage Solutions Inc [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Costs for services rendered | $ 11.6 | $ 10.6 | $ 33 | $ 29.4 | $ 44.8 | $ 41 | $ 10.6 |
Dividend Recapitalization - Add
Dividend Recapitalization - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 17, 2018 | Jul. 02, 2018 | Feb. 03, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | May 05, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Feb. 03, 2017 | Jan. 28, 2017 | Jan. 30, 2016 | Feb. 04, 2017 |
Dividends Payable [Line Items] | |||||||||||||
Dividend paid to common stockholders | $ 735,500 | ||||||||||||
Compensation expense | $ 2,600 | $ 1,900 | $ 54,700 | $ 7,600 | |||||||||
Bonus paid | 5,400 | $ 5,400 | |||||||||||
Accrued bonus | 4,600 | $ 4,600 | |||||||||||
Payment of accrued outstanding interest | 11,000 | 127,253 | 122,263 | $ 152,178 | $ 126,919 | $ 132,800 | |||||||
Capitalized debt issuance costs | 24,600 | $ 24,600 | |||||||||||
Loss on the debt refinancing | 21,100 | $ (6,246) | $ 1,402 | $ (25,405) | $ (21,061) | ||||||||
Write-off ,deferred debt issuance costs | 9,788 | 9,788 | |||||||||||
Deferred Bonus [Member] | |||||||||||||
Dividends Payable [Line Items] | |||||||||||||
Compensation expense | $ 800 | 800 | |||||||||||
2011 Plan and the 2012 Director Stock Option Plan [Member] | |||||||||||||
Dividends Payable [Line Items] | |||||||||||||
Payments to stock option holders | 67,500 | ||||||||||||
2011 Plan and the 2012 Director Stock Option Plan [Member] | Selling, General and Administrative Expenses [Member] | |||||||||||||
Dividends Payable [Line Items] | |||||||||||||
Compensation expense | 67,500 | ||||||||||||
First Lien Term Loan [Member] | |||||||||||||
Dividends Payable [Line Items] | |||||||||||||
Term loan, refinanced and upsized | 1,925,000 | 1,925,000 | |||||||||||
Term loan, original issue discount | $ 4,800 | $ 4,800 | |||||||||||
Term loan, maturity date | Feb. 3, 2024 | Feb. 3, 2024 | |||||||||||
Write-off ,deferred debt issuance costs | $ 3,100 | ||||||||||||
Second Lien Term Loan [Member] | |||||||||||||
Dividends Payable [Line Items] | |||||||||||||
Term loan, refinanced and upsized | 625,000 | 625,000 | $ 625,000 | ||||||||||
Term loan, original issue discount | 6,200 | $ 6,200 | 6,200 | ||||||||||
Term loan, maturity date | Feb. 3, 2025 | ||||||||||||
Loss on the debt refinancing | $ 19,200 | ||||||||||||
Write-off ,deferred debt issuance costs | $ 13,000 | 4,500 | |||||||||||
Amended And Restated ABL Facility [Member] | |||||||||||||
Dividends Payable [Line Items] | |||||||||||||
Credit facility, borrowed | $ 340,000 | $ 340,000 | |||||||||||
Credit facility, maturity period | Aug. 17, 2023 | Feb. 3, 2022 | Feb. 3, 2022 |
Debt and Credit Arrangements -
Debt and Credit Arrangements - Schedule of Debt (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 1,957,900 | $ 2,752,563 | $ 2,802,400 | |
Unamortized debt discount and debt issuance cost | (19,107) | (40,153) | (41,745) | $ (37,338) |
Less: current portion | (389,377) | (219,750) | (231,250) | (20,000) |
Long-term debt | 1,549,406 | 2,492,660 | 2,529,380 | 2,000,118 |
Abl Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility, borrowed | 424,000 | 217,000 | 262,000 | 55,000 |
First Lien Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 1,533,890 | 1,910,563 | 1,915,375 | 1,425,273 |
Second Lien Term Loan [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument carrying amount | $ 625,000 | $ 625,000 | $ 577,183 |
Debt and Credit Arrangements _2
Debt and Credit Arrangements - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 17, 2018 | Aug. 13, 2018 | Jul. 02, 2018 | Feb. 03, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Feb. 03, 2017 | Jan. 28, 2017 | Jan. 30, 2016 |
Debt Instrument [Line Items] | ||||||||||||
Write off deferred debt issuance cost | $ 9,788 | $ 9,788 | ||||||||||
Debt issuance costs | $ 696 | $ 950 | $ 2,626 | $ 3,045 | 4,060 | $ 7,693 | $ 7,408 | |||||
Term Loan outstanding | 1,957,900 | 2,802,400 | 1,957,900 | 2,802,400 | 2,752,563 | |||||||
Debt extinguishment charges | $ 21,100 | (6,246) | 1,402 | (25,405) | (21,061) | |||||||
Abl Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility, maturity period | Feb. 3, 2022 | |||||||||||
Write off deferred debt issuance cost | $ 2,200 | |||||||||||
Debt issuance costs | 200 | |||||||||||
Capitalized debt issuance costs | 7,900 | $ 7,900 | ||||||||||
Outstanding loans | 424,000 | 262,000 | 424,000 | 262,000 | 217,000 | 55,000 | ||||||
Outstanding letter of credit | 45,100 | 42,000 | 45,100 | $ 42,000 | 44,200 | 48,000 | ||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
ABL Facility | 950,000 | $ 950,000 | $ 950,000 | |||||||||
Debt instrument interest rate term description | As amended, interest on the revolving credit facility is calculated either at LIBOR plus a range of 125 to 175 basis points or a base rate plus a range of 25 to 75 basis points; and interest on the term loan is calculated at LIBOR plus a range of 200 to 250 basis points or a base rate plus a range of 100 to 150 basis points, in all cases based on excess availability. | Interest rates under the revolving credit facility are calculated either on LIBOR plus a range of 150 to 200 basis points based on excess availability, or an alternative base rate calculation based on the higher of prime, the federal funds rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus a range of 50 to 100 basis points based on excess availability. The Company may elect one week or one, two, three, or six-month LIBOR terms. | ||||||||||
Debt instrument, description of variable rate basis | Interest on the revolving credit facility is calculated either at LIBOR plus a range of 125 to 175 basis points or | Interest rates under the revolving credit facility are calculated either on LIBOR plus a range of 150 to 200 basis points based on excess availability | ||||||||||
Interest rate on revolving credit facility | 3.56% | 2.74% | 3.08% | |||||||||
Borrowing availability | 521,600 | 666,700 | $ 521,600 | $ 666,700 | $ 574,800 | |||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.25% | 1.50% | ||||||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.75% | 2.00% | ||||||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, description of variable rate basis | A base rate plus a range of 25 to 75 basis points; | An alternative base rate calculation based on the higher of prime, the federal funds rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus a range of 50 to 100 basis points based on excess availability. The Company may elect one week one-week or one- , two- , three- , or one, two, three, or six-month LIBOR terms. | ||||||||||
Debt instrument, basis spread on variable rate | 1.00% | |||||||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 0.25% | 0.50% | ||||||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 0.75% | 1.00% | ||||||||||
Abl Facility [Member] | Revolving Credit Facility [Member] | Alternate Base Rate [Member] | Federal Funds Effective Swap Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 0.50% | |||||||||||
Abl Facility [Member] | Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Term loan | $ 50,000 | $ 50,000 | $ 50,000 | |||||||||
Debt instrument payment term description | The $50.0 million term loan payment terms are restricted in that the term loan cannot be repaid unless all loans outstanding under the ABL Facility are repaid, and once repaid, cannot be re-borrowed. The availability under the $950.0 million revolving credit facility is restricted based on eligible monthly merchandise inventories and receivables as defined in the facility agreement. | The $50.0 million term loan payment terms are restricted in that the term loan cannot be repaid unless all loans outstanding under the ABL Facility are repaid, and once repaid, cannot be re-borrowed. The availability under the $950.0 million revolving credit facility is restricted based on eligible monthly merchandise inventories and receivables as defined in the facility agreement. | ||||||||||
Debt instrument interest rate term description | Interest on the term loan is calculated at LIBOR plus a range of 200 to 250 basis points or a base rate plus a range of 100 to 150 basis points, in all cases based on excess availability. | Interest on the term loan is based either on LIBOR plus a range of 300 to 350 basis points or the alternative base rate described above, plus a range of 200 to 250 basis points based on excess availability. | ||||||||||
Debt instrument, description of variable rate basis | Interest on the term loan is calculated at LIBOR plus a range of 200 to 250 basis points | LIBOR plus a range of 300 to 350 basis points | ||||||||||
Abl Facility [Member] | Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.00% | 3.00% | ||||||||||
Abl Facility [Member] | Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.50% | 3.50% | ||||||||||
Abl Facility [Member] | Term Loan [Member] | Alternate Base Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, description of variable rate basis | A base rate plus a range of 100 to 150 basis points, in all cases based on excess availability. | Alternative base rate described above, plus a range of 200 to 250 basis points based on excess availability. | ||||||||||
Abl Facility [Member] | Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 0.125% | |||||||||||
Leverage ratio | 0.03% | 0.03% | ||||||||||
Abl Facility [Member] | Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.00% | 2.00% | ||||||||||
Abl Facility [Member] | Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.50% | 2.50% | ||||||||||
First Lien Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Write off deferred debt issuance cost | 3,100 | |||||||||||
Debt issuance costs | 8,300 | |||||||||||
Capitalized debt issuance costs | 8,500 | 8,500 | ||||||||||
Term loan | $ 1,925,000 | $ 1,925,000 | ||||||||||
Debt instrument interest rate term description | Interest on the First Lien Term Loan is calculated either at LIBOR plus a range of 350 to 375 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus a range of 250 to 275 basis points. | Interest on the First Lien Term Loan is calculated either at LIBOR plus a range of 350 to 375 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus a range of 250 to 275 basis points. | ||||||||||
Debt instrument, description of variable rate basis | Interest on the First Lien Term Loan is calculated either at LIBOR plus a range of 350 to 375 basis points where LIBOR is subject to a floor of zero | Interest on the First Lien Term Loan is calculated either at LIBOR plus a range of 350 to 375 basis points where LIBOR is subject to a floor of zero | ||||||||||
Debt instrument maturity date | Feb. 3, 2024 | Feb. 3, 2024 | ||||||||||
Term loan, original issue discount | $ 4,800 | $ 4,800 | ||||||||||
Debt instrument interest rate | 5.28% | 4.99% | 4.95% | |||||||||
Percentage of original principal amount required to pay in quarterly installments | 0.25% | |||||||||||
Term Loan outstanding | $ 1,533,890 | 1,915,375 | $ 1,533,890 | $ 1,915,375 | $ 1,910,563 | 1,425,273 | ||||||
Term Loan, frequency of periodic payment | Quarterly | |||||||||||
Refinancing fees | $ 1,800 | |||||||||||
Debt issuance costs | 4,400 | |||||||||||
Term Loan drew amount | 350,000 | |||||||||||
Debt instrument principal amount | 1,537,700 | |||||||||||
Debt issuance third party costs | $ 1,800 | |||||||||||
First Lien Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.75% | 3.50% | 3.50% | |||||||||
First Lien Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 3.00% | 3.75% | 3.75% | |||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, description of variable rate basis | An alternative base rate calculation based on the higher of prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus a range of 250 to 275 basis points. | An alternative base rate calculation based on the higher of prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus a range of 250 to 275 basis points. | ||||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.50% | 2.50% | ||||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.75% | 2.75% | ||||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.00% | 1.00% | ||||||||||
Leverage ratio | 0.03% | |||||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.75% | |||||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 2.00% | |||||||||||
First Lien Term Loan [Member] | Alternate Base Rate [Member] | Federal Funds Effective Swap Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 0.50% | 0.50% | ||||||||||
Second Lien Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Write off deferred debt issuance cost | $ 13,000 | $ 4,500 | ||||||||||
Debt issuance costs | 2,800 | |||||||||||
Capitalized debt issuance costs | 8,200 | $ 8,200 | ||||||||||
Term loan | $ 625,000 | $ 625,000 | $ 625,000 | |||||||||
Debt instrument interest rate term description | Interest was calculated either at LIBOR plus 750 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of the prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus 650 basis points. | Interest was calculated either at LIBOR plus 750 basis points where LIBOR is subject to a floor of zero or an alternative base rate calculation based on the higher of the prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus 650 basis points. | ||||||||||
Debt instrument, description of variable rate basis | Interest was calculated either at LIBOR plus 750 basis points where LIBOR is subject to a floor of zero. | Interest was calculated either at LIBOR plus 750 basis points where LIBOR is subject to a floor of zero. | ||||||||||
Debt instrument maturity date | Feb. 3, 2025 | Feb. 3, 2025 | ||||||||||
Term loan, original issue discount | $ 6,200 | 6,200 | $ 6,200 | |||||||||
Term Loan outstanding | $ 625,000 | $ 625,000 | $ 625,000 | $ 577,183 | ||||||||
Debt instrument interest rate | 8.74% | 8.74% | 8.95% | |||||||||
Payments Of debt | 623,200 | |||||||||||
Payment for repayment premiums | 6,200 | |||||||||||
Debt extinguishment charges | $ 19,200 | |||||||||||
Second Lien Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 7.50% | 7.50% | ||||||||||
Second Lien Term Loan [Member] | Alternate Base Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, description of variable rate basis | An alternative base rate calculation based on the higher of the prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus 650 basis points. | An alternative base rate calculation based on the higher of the prime, the federal funds effective rate plus 50 basis points or one-month LIBOR plus 100 basis points, plus 650 basis points. | ||||||||||
Debt instrument, basis spread on variable rate | 6.50% | 6.50% | ||||||||||
Second Lien Term Loan [Member] | Alternate Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 1.00% | 1.00% | ||||||||||
Second Lien Term Loan [Member] | Alternate Base Rate [Member] | Federal Funds Effective Swap Rate [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, basis spread on variable rate | 0.50% | 0.50% | ||||||||||
Amended And Restated ABL Facility [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Credit facility, maturity period | Aug. 17, 2023 | Feb. 3, 2022 | Feb. 3, 2022 | |||||||||
Outstanding loans | $ 340,000 | $ 340,000 | ||||||||||
Refinancing fees | $ 1,000 | |||||||||||
Debt issuance costs | $ 900 |
Debt and Credit Arrangements _3
Debt and Credit Arrangements - Future Minimum Principal Payments (Detail) $ in Thousands | Feb. 03, 2018USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 219,750 |
2,019 | 19,250 |
2,020 | 19,250 |
2,021 | 19,250 |
2,022 | 69,250 |
Thereafter | 2,405,813 |
Total | $ 2,752,563 |
Interest Expense, Net - Summary
Interest Expense, Net - Summary of Interest Expense (Detail) - USD ($) $ in Thousands | Feb. 03, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 |
Other Income and Expenses [Abstract] | ||||||||
Interest on debt | $ 24,411 | $ 40,537 | $ 104,173 | $ 119,849 | $ 163,210 | $ 122,193 | $ 127,273 | |
Interest on capital lease and financing obligations | 1,037 | 1,050 | 3,122 | 3,158 | 4,205 | 4,244 | 5,003 | |
Debt issuance costs amortization | 696 | 950 | 2,626 | 3,045 | 4,060 | 7,693 | 7,408 | |
Original issue discount amortization | 627 | 1,272 | 2,606 | 3,302 | 4,403 | 9,398 | 9,440 | |
Charges related to debt refinancing | 21,061 | |||||||
Loss on debt extinguishment and charges related to debt refinancing | $ (21,100) | 6,246 | (1,402) | 25,405 | 21,061 | |||
Capitalized interest | 12 | (86) | (145) | (204) | (215) | (68) | (1,288) | |
Unrealized loss on interest rate caps | 73 | 2,257 | ||||||
Other interest income | (182) | |||||||
Interest expense, net | $ 33,029 | $ 42,321 | $ 137,787 | $ 150,211 | $ 196,724 | $ 143,351 | $ 150,093 |
Intangible Assets and Liabili_3
Intangible Assets and Liabilities - Schedule of Goodwill, Indefinite Lived, Finite Life Intangible Assets and Liabilities (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Goodwill | $ 924,134 | $ 924,134 | $ 924,134 | $ 924,134 |
Gross Carrying Amount | 464,182 | 464,182 | ||
Accumulated Amortization | (239,306) | (211,023) | ||
Net Amount | $ 206,706 | 224,876 | $ 231,736 | 253,159 |
Trademarks [Member] | ||||
Intangible Assets Not Subject to Amortization | 90,500 | 90,500 | ||
Member Relationships [Member] | ||||
Gross Carrying Amount | 245,000 | 245,000 | ||
Accumulated Amortization | (163,668) | (146,875) | ||
Net Amount | 81,332 | 98,125 | ||
Private Label Brands [Member] | ||||
Gross Carrying Amount | 8,500 | 8,500 | ||
Accumulated Amortization | (4,486) | (3,778) | ||
Net Amount | 4,014 | 4,722 | ||
Below Market Lease [Member] | ||||
Gross Carrying Amount | 120,182 | 120,182 | ||
Accumulated Amortization | (71,152) | (60,370) | ||
Net Amount | 49,030 | 59,812 | ||
Above Market Leases [Member] | ||||
Gross Carrying Amount | (30,515) | (30,515) | ||
Accumulated Amortization | 14,709 | 12,472 | ||
Net Amount | $ (15,806) | $ (18,043) |
Intangible Assets and Liabili_4
Intangible Assets and Liabilities - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Selling, General and Administrative Expenses [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expenses | $ 26 | $ 28.8 | $ 31.8 |
Intangible Assets and Liabili_5
Intangible Assets and Liabilities - Schedule of Amortization Expense Related to Intangible Assets and Liabilities (Detail) $ in Thousands | Feb. 03, 2018USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | $ 21,845 |
2,019 | 19,047 |
2,020 | 17,133 |
2,021 | 15,055 |
2,022 | 12,211 |
Below Market Lease [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | 8,636 |
2,019 | 7,633 |
2,020 | 7,117 |
2,021 | 6,153 |
2,022 | 4,507 |
Above Market Leases [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | (2,162) |
2,019 | (2,077) |
2,020 | (1,846) |
2,021 | (1,581) |
2,022 | (1,526) |
Other Intangible Assets [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | 15,371 |
2,019 | 13,491 |
2,020 | 11,862 |
2,021 | 10,483 |
2,022 | $ 9,230 |
Commitment and Contingencies -
Commitment and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Commitment And Contingencies [Line Items] | |||
Average lease period | 21 years | ||
Real Estate Lease [Member] | |||
Commitment And Contingencies [Line Items] | |||
Average lease period | 20 years | ||
Rental Expense | $ 301.9 | $ 298.1 | $ 287.5 |
Ground Lease [Member] | |||
Commitment And Contingencies [Line Items] | |||
Average lease period | 22 years | ||
EquipmentAndEquipmentSpace [Member] | |||
Commitment And Contingencies [Line Items] | |||
Rental Expense | $ 0.7 | $ 0.7 | $ 0.8 |
Minimum [Member] | |||
Commitment And Contingencies [Line Items] | |||
Renewal lease term period | 5 years | ||
Minimum [Member] | Real Estate Lease [Member] | |||
Commitment And Contingencies [Line Items] | |||
Lease term period | 5 years | ||
Minimum [Member] | Ground Lease [Member] | |||
Commitment And Contingencies [Line Items] | |||
Lease term period | 15 years | ||
Maximum [Member] | |||
Commitment And Contingencies [Line Items] | |||
Renewal lease term period | 65 years | ||
Maximum [Member] | Real Estate Lease [Member] | |||
Commitment And Contingencies [Line Items] | |||
Lease term period | 25 years | ||
Maximum [Member] | Ground Lease [Member] | |||
Commitment And Contingencies [Line Items] | |||
Lease term period | 44 years |
Commitment and Contingencies _2
Commitment and Contingencies - Summary of Future Minimum Lease Payments of Operating Leases (Detail) $ in Thousands | Feb. 03, 2018USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 302,622 |
2,019 | 303,112 |
2,020 | 292,917 |
2,021 | 282,214 |
2,022 | 266,405 |
Thereafter | 1,978,138 |
Total | $ 3,425,408 |
Commitment and Contingencies _3
Commitment and Contingencies - Summary of Future Minimum Lease Payments of Capital Leases (Detail) $ in Thousands | Feb. 03, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 4,791 |
2,019 | 4,510 |
2,020 | 4,807 |
2,021 | 4,833 |
2,022 | 4,894 |
Thereafter | 39,333 |
Total , Gross | 63,168 |
Amount representing interest | (27,466) |
Total | $ 35,702 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Discontinued Operations (Detail) - BJ's Clubs [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Liabilities,beginning balance | $ 8,683 | $ 8,271 | $ 8,271 | $ 9,411 | |
Charges | 590 | 523 | 2,766 | 802 | |
Payments/ Increase | (1,803) | (1,737) | (2,354) | (1,942) | |
Liabilities,ending balance | 7,470 | 7,057 | 8,683 | 8,271 | |
Cumulative Charges to Date, Net | 60,189 | 59,599 | 56,833 | ||
Current portion | 2,126 | 2,013 | 2,122 | 2,013 | $ 2,048 |
Long-term portion | $ 5,344 | $ 5,044 | $ 6,561 | $ 6,258 | $ 7,363 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2018 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income tax expense benefit, discontinued operation | $ 1.1 | $ 0.3 | $ 0.4 | |
New Sub Lease Agreement [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Additional charges to reserve | $ 0.7 | |||
Existing Sub Lease Agreement [Member] | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Additional charges to reserve | $ 1.4 |
Contingently Redeemable Commo_2
Contingently Redeemable Common Stock - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Temporary Equity [Abstract] | ||||
Contingently redeemable common stock | $ 10,438 | $ 8,975 | $ 8,145 | |
Contingently redeemable common stock | 0 | 1,456,000 | 1,365,000 | 1,043,000 |
Stock Incentive Plans - Additio
Stock Incentive Plans - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jun. 13, 2018 | Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | Mar. 24, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of number of option vested | 60.00% | ||||||||
Stock based compensation ,post tax | $ 54,746 | $ 7,649 | $ 9,102 | $ 11,828 | $ 2,265 | ||||
Contractual life of options | 10 years | ||||||||
Stock based unrecognized compensation which is expected to be recognized | $ 4,000 | ||||||||
Total fair value of modification awards recognized | $ 9,000 | ||||||||
Fair value of modification awards recognized | 1,800 | 7,200 | |||||||
Intrinsic value of options exercised | 7,600 | 1,200 | 3,500 | ||||||
Intrinsic value of option vested and expected to vest | 53,900 | ||||||||
Income tax benefit from stock option excercised | $ 3,100 | $ 500 | 1,400 | ||||||
Number of shares, authorized shares | 300,000,000 | 305,000,000 | 300,000,000 | 305,000,000 | 305,000,000 | 305,000,000 | |||
Stock-based Compensation expense | $ 2,600 | $ 1,900 | $ 54,700 | $ 7,600 | |||||
Treasury Shares, value | $ 19,109 | $ 19,109 | |||||||
Share reacquired to satisfy tax withholding | 782 | ||||||||
Decrease In Number Of Common Stock Outstanding | 782 | ||||||||
Minimum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Requisite vesting service period | 3 years | ||||||||
Maximum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Requisite vesting service period | 5 years | ||||||||
Pre-Tax [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock based compensation ,post tax | $ 9,102 | $ 11,828 | 2,265 | ||||||
Post Tax [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock based compensation ,post tax | $ 5,400 | $ 7,100 | $ 1,400 | ||||||
Ebitda [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of number of option vested | 40.00% | ||||||||
2018 Incentive Award Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares reserved and not issued | 985,369 | 985,369 | |||||||
Number of shares, authorized shares | 13,148,058 | 13,148,058 | |||||||
Common stock options to purchase, exercise price | $ 17 | ||||||||
Stock options to purchase common stock | 2,510 | ||||||||
2011 Stock Option Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of share granted under stock incentive plans | 0 | 12,068,364 | |||||||
Number of share future granted under stock incentive plans | 326,669 | ||||||||
2012 Director Stock Option Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of share granted under stock incentive plans | 0 | 350,000 | |||||||
Number of share future granted under stock incentive plans | 276,500 | ||||||||
Restricted Stock [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of share granted under stock incentive plans | 2,960,000 | ||||||||
Number of share future granted under stock incentive plans | 1,003,000 | 1,003,000 | |||||||
Restricted stock options to purchase, grant date fair value | $ 22.04 | ||||||||
Number of vested share under restricted stock award | 1,954 | ||||||||
Restricted Stock [Member] | 2018 Incentive Award Plan [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Restricted stock options to purchase common stock | 2,943 | ||||||||
Restricted stock options to purchase, grant date fair value | $ 22 |
Stock Incentive Plans - Summary
Stock Incentive Plans - Summary of Stock Option Activity and Weighted Average Exercise Prices (Detail) - $ / shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Nov. 03, 2018 | Feb. 03, 2018 | |
Stocks Options [Member] | ||
Stock Option Activity Under The Company's Incentive Plans [Line Items] | ||
Outstanding, beginning balance | 8,981 | 10,430 |
Granted | 2,791 | 350 |
Exercised | (4,602) | (1,491) |
Forfeited | (364) | (308) |
Outstanding, end of period | 6,806 | 8,981 |
Vested and expected to vest, end of period | 8,981 | |
Exercisable, end of period | 6,965 | |
Outstanding, beginning balance | $ 4 | $ 4.50 |
Granted | 16.39 | 7 |
Exercised | 2.90 | 2.67 |
Forfeited | 6.10 | 4.20 |
Outstanding, end of period | $ 9.71 | 4 |
Vested and expected to vest, end of period | 4 | |
Exercisable, end of period | $ 3.48 | |
Weighted average remaining contractual life (in years) | 6 years | |
Weighted average remaining vest period | 6 years | |
Exercisable, end of period | 5 years 4 months 24 days | |
Restricted Stock [Member] | ||
Stock Option Activity Under The Company's Incentive Plans [Line Items] | ||
Granted | 2,960 | |
Exercised | (1,954) | |
Forfeited | (3) | |
Outstanding, end of period | 1,003 | |
Outstanding, beginning balance | $ 0 | |
Granted | 22.04 | |
Exercised/vested | 22 | |
Forfeited/canceled | 22 | |
Outstanding, ending balance | $ 22.13 | $ 0 |
Restricted Stock Units (RSUs) [Member] | ||
Stock Option Activity Under The Company's Incentive Plans [Line Items] | ||
Granted | 13 | |
Outstanding, end of period | 13 | |
Outstanding, beginning balance | $ 0 | |
Granted | 27.85 | |
Outstanding, ending balance | $ 27.85 | $ 0 |
Stock Incentive Plans - Summa_2
Stock Incentive Plans - Summary of Black Scholes Option Pricing Model and Weighted Average Assumptions (Detail) - $ / shares | 12 Months Ended | ||
Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Risk-free interest rate range | 1.40% | 1.35% | 1.50% |
Risk-free interest rate range | 1.40% | 1.98% | 1.76% |
Expected volatility factor | 35.00% | 35.00% | 35.00% |
Weighted-average grant-date fair value | $ 2.51 | $ 4.40 | $ 1.95 |
Weighted Average [Member] | |||
Weighted-average expected option life (yrs.) | 5 years 8 months 12 days | 6 years | 5 years |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision (Benefit) for Income Taxes from Continuing Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Income Tax Disclosure [Abstract] | |||||||
Current | $ 1,976 | $ 42,268 | $ 27,096 | ||||
Deferred | (33,219) | (19,457) | (17,400) | ||||
Current | 5,220 | 9,230 | 6,381 | ||||
Deferred | (2,404) | (4,073) | (4,028) | ||||
Total income tax provision (benefit) | $ 2,730 | $ 15,346 | $ (7,595) | $ (6,575) | $ (28,427) | $ 27,968 | $ 12,049 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Detail) | Feb. 03, 2018 | Dec. 31, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 |
Income Tax Disclosure [Abstract] | |||||||||
Statutory federal income tax rates | 21.00% | 35.00% | 21.00% | 33.70% | 35.00% | 35.00% | |||
State income taxes, net of federal tax benefit | 7.50% | 4.50% | 3.90% | ||||||
Effect of federal rate change | (136.20%) | ||||||||
Work opportunity and solar tax credit | (17.90%) | (1.60%) | (2.10%) | ||||||
Charitable contributions | (1.00%) | (0.30%) | (1.40%) | ||||||
Prior year adjustments | (3.20%) | 0.60% | |||||||
Stock options | (4.80%) | ||||||||
Other | 1.20% | 0.90% | (3.20%) | ||||||
Effective income tax rate | 4.80% | 40.20% | (13.60%) | 29.00% | (120.70%) | 38.50% | 32.80% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | Feb. 03, 2018 | Dec. 31, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 02, 2019 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 |
Income Tax Disclosure [Line Items] | ||||||||||
Effective income tax rate reconciliation, at Federal Statutory tax rate | 21.00% | 35.00% | 21.00% | 33.70% | 35.00% | 35.00% | ||||
Re-measurement of the Company's deferred tax balances | $ 32,100,000 | $ 32,100,000 | ||||||||
Valuation Allowance | 0 | 0 | ||||||||
Unrecognized tax Benefits | 3,900,000 | 3,900,000 | $ 3,400,000 | |||||||
Unrecognized tax Benefits | 3,200,000 | |||||||||
Income tax expenses recognized | 700,000 | 300,000 | $ 300,000 | |||||||
Unrecognized tax benefits, interest on income taxes accrued | $ 1,000,000 | $ 1,000,000 | $ 300,000 | |||||||
Effective income tax rate | 4.80% | 40.20% | (13.60%) | 29.00% | (120.70%) | 38.50% | 32.80% | |||
Additional tax benefit | $ 2,400,000 | |||||||||
Scenario, Forecast [Member] | ||||||||||
Income Tax Disclosure [Line Items] | ||||||||||
Effective income tax rate | 27.00% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Feb. 03, 2018 | Jan. 28, 2017 |
Deferred tax assets: | ||
Self-insurance reserves | $ 27,595 | $ 39,977 |
Rental step liabilities | 21,336 | 28,501 |
Compensation and benefits | 15,975 | 24,276 |
Capital lease and financing obligations | 7,542 | 11,274 |
Intangible liabilities | 4,408 | 7,338 |
Closed store obligations | 2,421 | 3,363 |
Deferred gain amortization | 5,279 | 8,223 |
Environment clean up reserve | 3,312 | 4,401 |
Startup costs | 3,675 | 5,977 |
Lease incentive gain | 3,029 | 4,326 |
Other | 13,677 | 19,077 |
Total deferred tax assets | 108,249 | 156,733 |
Deferred tax liabilities: | ||
Fixed assets | 79,388 | 116,070 |
Intangible assets | 62,716 | 102,955 |
Debt costs | 7,728 | 9,190 |
Capital lease and financings obligations | 7,014 | 10,596 |
Other | 8,477 | 10,822 |
Total deferred tax liabilities | 165,323 | 249,633 |
Net deferred tax liabilities | $ (57,074) | $ (92,900) |
Income Taxes - Schedule of Unre
Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 03, 2018 | Jan. 28, 2017 | |
Income Tax Disclosure [Abstract] | ||
Balance at the beginning of the period | $ 4,199 | $ 5,084 |
Additions for tax positions taken during prior years | 607 | |
Additions for tax positions taken during the current year | 43 | 56 |
Settlements | (260) | |
Lapses in statute of limitations | (232) | (941) |
Balance at the end of the period | $ 4,357 | $ 4,199 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Retirement Benefits [Abstract] | |||
Employers contribution as percentage of employees contribution | 50.00% | ||
Expense under the saving plans | $ 9.6 | $ 8.7 | $ 8.1 |
Pension and other postretirement, Company contributions as percent of base salary | 5.00% | ||
Pension contributions vesting period | 4 years | ||
Pension and other postretirement benefits cost | $ 2.4 | $ 2.3 | $ 2.3 |
Postretirement Medical Benefi_3
Postretirement Medical Benefits - Additional Information (Detail) $ in Millions | 12 Months Ended |
Feb. 03, 2018USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |
Requisite Service Period | 10 years |
Postretirement Benefit Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Contribution cost | $ 0.7 |
Net actuarial gain from AOCI | $ 0.3 |
Pension and Other Postretiremen
Pension and Other Postretirement Benefits - Schedule of Obligations and Funded Status (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 03, 2018 | Jan. 28, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Funded status at end of year | $ (5,360) | $ (5,927) |
Change In Benefit Obligation [Member] | Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Projected benefit obligation at beginning of period | 5,927 | 6,182 |
Company service cost | 182 | 204 |
Interest cost | 147 | 142 |
Plan participants' contributions | 316 | 302 |
Net actuarial gain/(loss) | (392) | 590 |
Benefit payments made directly by the Company | (820) | (1,493) |
Projected benefit obligation at end of period | 5,360 | 5,927 |
Change In Plan Assets [Member] | Pension Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets at beginning of period | 0 | 0 |
Company contributions | 504 | 1,191 |
Plan participants' contributions | 316 | 302 |
Benefit payments made directly by the Company | (820) | (1,493) |
Fair value of plan assets at end of period | $ 0 | $ 0 |
Postretirement Medical Benefi_4
Postretirement Medical Benefits - Summary of Net Periodic Benefit Cost Recognized (Detail) - Selling, General and Administrative Expenses [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |||||||
Company service cost | $ 36 | $ 46 | $ 108 | $ 137 | $ 182 | $ 204 | $ 491 |
Interest cost | 38 | 37 | 113 | 111 | 147 | 142 | 198 |
Defined Benefit Plan, Expected Return (Loss) on Plan Assets | 329 | 346 | 689 | ||||
Net prior service credit amortization | (174) | (174) | (521) | (521) | (693) | (693) | (229) |
Amortization of unrecognized gain | (79) | (63) | (237) | (188) | (250) | (510) | (490) |
Net periodic postretirement benefit cost | $ (179) | $ (154) | $ (537) | $ (461) | $ (614) | $ (857) | $ (30) |
Discount rate used to determine cost | 2.63% | 2.45% | 2.76% | ||||
Health care cost trend rates | 7.00% | 7.00% | 7.00% |
Pension And Other Postretirem_2
Pension And Other Postretirement Benefits - Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Feb. 03, 2018 | Jan. 28, 2017 | |
Defined Benefit Plan [Abstract] | ||
AOCI at the beginning of period | $ (3,882) | $ (5,675) |
Net prior service credit amortization | 693 | 693 |
Amortization of net actuarial gain | 250 | 510 |
Net actuarial (gain) loss for the period | (392) | 590 |
AOCI at the end of the period | $ (3,331) | $ (3,882) |
Pension and Other Postretirem_3
Pension and Other Postretirement Benefits - Schedule of Weighted Average Assumptions Used to Determine Benefit Obligations (Detail) | 12 Months Ended | |
Feb. 03, 2018 | Jan. 28, 2017 | |
Defined Benefit Plan [Abstract] | ||
Discount rate | 3.00% | 2.63% |
Health care cost trend rate assumed for next year | 6.50% | 7.00% |
Ultimate trend rate | 5.00% | 5.00% |
Year that the rate reaches the ultimate trend rate | 2,024 | 2,021 |
Pension and Other Postretirem_4
Pension and Other Postretirement Benefits - Schedule of One-Percentage Point Change in Assumed Rates of Health Care Cost Trend Rates (Detail) $ in Thousands | 12 Months Ended |
Feb. 03, 2018USD ($) | |
Defined Benefit Plan [Abstract] | |
Postretirement benefit obligation increases by | $ 283 |
Total of service and interest cost increases by | 20 |
Postretirement benefit obligation decreases by | 268 |
Total of service and interest cost decreases by | $ 19 |
Pension and Other Postretirem_5
Pension and Other Postretirement Benefits - Schedule of Benefit Payments Expected to be Paid and Expected Medicare Part D Subsidy Receipts (Detail) $ in Thousands | Feb. 03, 2018USD ($) |
Defined Benefit Plan [Abstract] | |
2,018 | $ 733 |
2,019 | 800 |
2,020 | 727 |
2,021 | 712 |
2,022 | 734 |
2023 to 2027 | $ 2,717 |
Asset Retirement Obligations -
Asset Retirement Obligations - Summary of Asset Retirement Obligations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Asset Retirement Obligation [Abstract] | |||
Balance, beginning of period | $ 11,846 | $ 10,714 | $ 17,018 |
Accretion expense | 959 | 895 | 1,436 |
Liabilities incurred during the year | 193 | 237 | 581 |
Change in estimated liability | (8,054) | ||
Settlement of existing liabilities | (267) | ||
Balance, end of period | $ 12,998 | $ 11,846 | $ 10,714 |
Asset Retirement Obligations _2
Asset Retirement Obligations - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Jan. 30, 2016USD ($) | |
Change in estimated liability | $ (8,054) |
Selling, General and Administrative Expenses [Member] | |
Change in estimated liability | (7,100) |
Property, Plant and Equipment [Member] | |
Change in estimated liability | $ (1,000) |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Components of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 | Jan. 30, 2016 |
Accrued expenses and other current liabilities [Abstract] | |||||
Deferred membership fee income | $ 126,216 | $ 116,483 | $ 117,806 | ||
Employee compensation | 82,037 | 80,903 | |||
Insurance reserves | 40,620 | 41,340 | |||
Repairs and maintenance | 18,260 | 23,758 | |||
Outstanding checks | 34,002 | 21,713 | |||
BJ's Perks rewards | 22,736 | 21,125 | |||
Professional services | 7,626 | 19,062 | |||
Fixed asset accruals | 19,405 | 16,915 | |||
Accrued interest | 25,428 | 10,192 | |||
Sales and use taxes | 16,151 | 10,058 | |||
Gift card liability | 10,578 | 10,138 | |||
Utilities, advertising and other | 92,708 | 86,010 | |||
Accrued expenses and other current liabilities | $ 485,786 | $ 495,767 | $ 445,975 | $ 457,697 |
Accrued Expenses and Other Cu_4
Accrued Expenses and Other Current Liabilities - Summary of Deferred Membership Income Activity (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Nov. 03, 2018 | Feb. 03, 2018 | Jan. 28, 2017 | |
Movement in Deferred Revenue [Roll Forward] | |||
Deferred Membership Fees Income, beginning of period | $ 126,216 | $ 116,483 | $ 117,806 |
Cash received from members | 268,327 | 253,912 | |
Revenue recognized in earnings | $ (9,100) | (258,594) | (255,235) |
Deferred Membership Fees Income, end of period | $ 126,216 | $ 116,483 |
Other Noncurrent Liabilities -
Other Noncurrent Liabilities - Schedule of Other Noncurrent Liabilities (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Other Liabilities, Noncurrent [Abstract] | ||||
Workers' compensation and general liability | $ 72,317 | $ 71,243 | ||
Rent escalation liability | 76,867 | 70,082 | ||
Capital leases and financing obligations | 35,147 | 35,783 | ||
Deferred gain on sale leasebacks | 17,639 | 18,929 | ||
Above market leases | 15,806 | 18,043 | ||
Lease incentives | 14,985 | 15,511 | ||
Asset retirement obligations | 12,998 | 11,846 | ||
Postretirement medical benefit and other | 21,634 | 30,231 | ||
Other noncurrent liabilities | $ 261,206 | $ 267,393 | $ 267,351 | $ 271,668 |
Book Overdrafts - Additional In
Book Overdrafts - Additional Information (Detail) - USD ($) $ in Millions | Feb. 03, 2018 | Jan. 28, 2017 |
Debt Instrument [Line Items] | ||
Bank overdraft | $ 70 | $ 62.5 |
Accounts Payable [Member] | ||
Debt Instrument [Line Items] | ||
Bank overdraft | 36 | 40.8 |
Accrued Liabilities And Other Liabilities [Member] | ||
Debt Instrument [Line Items] | ||
Bank overdraft | $ 34 | $ 21.7 |
Derivative Financial Instrume_2
Derivative Financial Instrument - Additional Information (Detail) - USD ($) $ in Millions | Sep. 09, 2015 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | Sep. 29, 2017 | Mar. 31, 2016 |
Interest Rate Cap [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Aggregate notional amount | $ 1,700 | |||||
Forward cap rate | 2.50% | |||||
Notional outstanding principal balance | $ 1,000 | |||||
Unrealized gain (loss) on derivatives | $ 0 | $ 0 | $ (2) | |||
Interest Rate Cap [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Interest Rate Caps | 1.50% | |||||
Interest Rate Swap [Member] | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Aggregate notional amount | 100 | |||||
Unrealized gain (loss) on derivatives | $ 0 | $ 0 | $ 1 | |||
Payment on derivative instrument termination | $ 0.3 | |||||
Derivative instrument loss | $ 0.3 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Fair Value Disclosures [Abstract] | ||||
Carrying value of debt | $ 1,957,900 | $ 2,752,563 | $ 2,802,400 | |
Fair value of total debt | 1,959,300 | 2,750,174 | 2,721,600 | |
First Lien Term Loan [Member] | ||||
Fair Value Disclosures [Abstract] | ||||
Carrying value of debt | 1,533,890 | 1,910,563 | 1,915,375 | $ 1,425,273 |
Fair value of total debt | 1,908,174 | |||
Second Lien Term Loan [Member] | ||||
Fair Value Disclosures [Abstract] | ||||
Carrying value of debt | 625,000 | 625,000 | 577,183 | |
Fair value of total debt | 625,000 | |||
Abl Facility [Member] | ||||
Fair Value Disclosures [Abstract] | ||||
Credit facility, borrowed | $ 424,000 | 217,000 | $ 262,000 | $ 55,000 |
Fair value of total debt | $ 217,000 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Basic and Diluted Net Income Per Share Attributable to Common Stockholders (Detail) - shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Earnings Per Share [Abstract] | |||||||
Weighted-average common shares outstanding, used for basic computation | 135,018,238 | 88,442,052 | 110,162,167 | 88,363,302 | 88,385,864 | 88,163,992 | 87,869,243 |
Plus: Incremental shares of potentially dilutive securities | 4,349,499 | 3,842,956 | 4,781,572 | 3,877,713 | 2,572,087 | 2,372,111 | |
Weighted-average number of common and dilutive potential common shares outstanding | 139,367,737 | 92,285,008 | 114,943,739 | 88,363,302 | 92,263,577 | 90,736,079 | 90,241,354 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Earnings Per Share [Abstract] | |||||||
Stock options not included in the computation of diluted earnings | 652,743 | 1,663,426 | 1,569,949 | 2,017,695 | 811,272 | 3,416,707 | 2,681,287 |
Condensed Financial Informati_3
Condensed Financial Information Of Information Of Registrant (Parent Company Only) - Condensed Balance Sheets (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
ASSETS | ||||
Contingently redeemable common stock, par value $0.01; 1,043 and 1,456 shares issued and outstanding: | $ 10,438 | $ 8,975 | $ 8,145 | |
STOCKHOLDERS' DEFICIT | ||||
Common stock, par value $0.01; 305,000 shares authorized; 87,073 shares issued and outstanding | $ 1,376 | 871 | 871 | 871 |
Additional paid-incapital | 738,134 | 2,883 | 6,303 | 6,397 |
Accumulated deficit | (979,420) | (1,036,012) | (1,101,515) | (356,760) |
Total liabilities and stockholders' deficit | $ 3,464,955 | 3,273,856 | $ 3,366,204 | 3,232,219 |
Parent Company [Member] | ||||
ASSETS | ||||
Investment in subsidiaries | (1,019,419) | (339,066) | ||
Contingently redeemable common stock, par value $0.01; 1,043 and 1,456 shares issued and outstanding: | 10,438 | 8,145 | ||
STOCKHOLDERS' DEFICIT | ||||
Common stock, par value $0.01; 305,000 shares authorized; 87,073 shares issued and outstanding | 871 | 871 | ||
Additional paid-incapital | 4,537 | 7,931 | ||
Accumulated deficit | (1,035,265) | (356,013) | ||
Total liabilities and stockholders' deficit | $ (1,019,419) | $ (339,066) |
Condensed Financial Informati_4
Condensed Financial Information Of Information Of Registrant (Parent Company Only) - Condensed Balance Sheets (Parenthetical) (Detail) - $ / shares | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Contingently redeemable common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Contingently redeemable common stock, shares issued | 0 | 1,456,000 | 1,365,000 | 1,043,000 |
Contingently redeemable common stock, shares outstanding | 0 | 1,456,000 | 1,365,000 | 1,043,000 |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 300,000,000 | 305,000,000 | 305,000,000 | 305,000,000 |
Common stock, shares issued | 137,620,000 | 87,073,000 | 87,073,000 | 87,073,000 |
Common stock, shares outstanding | 136,838,000 | 87,073,000 | 87,073,000 | 87,073,000 |
Parent Company [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Contingently redeemable common stock, par value | $ 0.01 | $ 0.01 | ||
Contingently redeemable common stock, shares issued | 1,456,000 | 1,043,000 | ||
Contingently redeemable common stock, shares outstanding | 1,456,000 | 1,043,000 | ||
Common stock, par value | $ 0.01 | $ 0.01 | ||
Common stock, shares authorized | 305,000,000 | 305,000,000 | ||
Common stock, shares issued | 87,073,000 | 87,073,000 | ||
Common stock, shares outstanding | 87,073,000 | 87,073,000 |
Condensed Financial Informati_5
Condensed Financial Information Of Information Of Registrant (Parent Company Only) - Condensed Statements of Operations and Comprehensive Income (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Nov. 03, 2018 | Oct. 28, 2017 | Nov. 03, 2018 | Oct. 28, 2017 | Feb. 03, 2018 | Jan. 28, 2017 | Jan. 30, 2016 | |
Condensed Income Statements, Captions [Line Items] | |||||||
Net income | $ 54,431 | $ 22,775 | $ 62,954 | $ (16,407) | $ 50,301 | $ 44,224 | $ 24,104 |
Net income per share attributable to common stockholders': | |||||||
Basic | $ 0.40 | $ 0.26 | $ 0.58 | $ (0.18) | $ 0.57 | $ 0.50 | $ 0.27 |
Diluted | $ 0.39 | $ 0.25 | $ 0.55 | $ (0.18) | $ 0.54 | $ 0.48 | $ 0.26 |
Weighted average number of common shares outstanding: | |||||||
Basic | 135,018,238 | 88,442,052 | 110,162,167 | 88,363,302 | 88,385,864 | 88,163,992 | 87,869,243 |
Diluted | 139,367,737 | 92,285,008 | 114,943,739 | 88,363,302 | 92,263,577 | 90,736,079 | 90,241,354 |
Parent Company [Member] | |||||||
Condensed Income Statements, Captions [Line Items] | |||||||
Equity in net income of subsidiaries | $ 50,301 | $ 44,224 | $ 24,104 | ||||
Net income | $ 50,301 | $ 44,224 | $ 24,104 | ||||
Net income per share attributable to common stockholders': | |||||||
Basic | $ 0.57 | $ 0.50 | $ 0.27 | ||||
Diluted | $ 0.54 | $ 0.48 | $ 0.26 | ||||
Weighted average number of common shares outstanding: | |||||||
Basic | 88,386,000 | 88,164,000 | 87,869,000 | ||||
Diluted | 92,264,000 | 90,736,000 | 90,241,000 |
Consolidated Financial Informat
Consolidated Financial Information of Registrant (Parent Company Only) - Additional Information (Detail) - Parent Company [Member] $ in Millions | 12 Months Ended |
Feb. 03, 2018USD ($) | |
Parent Company Only Financial Information [Line Items] | |
Net Income free of restrictions and available for payment of dividends | $ 50.3 |
Restricted Net Of Assets Of the Subsidiaries | $ 144 |
Abl Facility [Member] | |
Parent Company Only Financial Information [Line Items] | |
Debt instrument covenant description | The covenants of the ABL credit agreement restrict the payment of dividends to, among other exceptions, (i) a $25.0 million general basket, (ii) a basket for unlimited dividends and distributions if there is no event of default, availability under the ABL credit agreement is greater than 15% of the lesser of the commitments under the ABL credit agreement and the borrowing base under the ABL credit agreement for 6 months following such dividend or distribution and, if availability is less than 20% of the lesser of the commitments under the ABL credit agreement and the borrowing base under the ABL credit agreement, a 1.00 to 1.00 (or higher) fixed charge coverage ratio for 12 months after giving effect to such dividend or distribution, and (iii) following this offering, a basket for up to 6.0% per annum of the net proceeds received by or contributed to the borrower’s common stock from certain of such public offerings. |
First And Second Lien Credit Facility [Member] | |
Parent Company Only Financial Information [Line Items] | |
Debt instrument covenant description | The covenants of the first and second lien term loan facilities restrict the payment of dividends and distributions to, among other exceptions, (i) a $25.0 million general basket, (ii) a basket for unlimited dividends and distributions if no event of default exists and the pro forma total net leverage ratio is less than or equal to 4.25 to 1.00, (iii) a “growing” basket based on, among other things, retained excess cash flow subject to no event of default and compliance with a pro forma interest coverage ratio of greater than or equal to 2.00 to 1.00, and (iv) following this offering, a basket for 6% per annum of the net cash proceeds received from such qualified IPO that are contributed to the borrower in cash. |
Minimum [Member] | |
Parent Company Only Financial Information [Line Items] | |
Restricted Net Of Assets Of the Subsidiaries | 25.00% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ in Millions | Nov. 13, 2018USD ($) | Jun. 15, 2018shares | Jun. 14, 2018shares | Jun. 13, 2018shares | Nov. 03, 2018shares | Feb. 03, 2018shares | Oct. 28, 2017shares | Jan. 28, 2017shares |
Subsequent Event [Line Items] | ||||||||
Stock split, conversion ratio | 0.14285714 | |||||||
Description of stock split | Seven-to-one | |||||||
Common stock, shares authorized | 300,000,000 | 305,000,000 | 305,000,000 | 305,000,000 | ||||
Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Stock split, conversion ratio | 0.14285714 | |||||||
Description of stock split | Seven to one | |||||||
Common stock, shares authorized | 305,000,000 | 20,000,000 | ||||||
Subsequent Event [Member] | Interest Rate Swap [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Notional transaction amount | $ | $ 1,200 | |||||||
Debt instrument, effective Date | Feb. 13, 2019 | |||||||
Debt instrument interest rate | 3.00% | |||||||
2018 Incentive Award Plan [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, shares authorized | 13,148,058 | |||||||
2018 Incentive Award Plan [Member] | Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, shares authorized | 12,162,689 | |||||||
Authorized shares, description | The number of shares initially reserved for issuance under the 2018 Plan is the sum of (i) 12,162,689 and (ii) any shares which as of the effective date are available for issuance under the 2011 Plan or 2012 Director Plan, or are subject to awards under the 2011 Plan or 2012 Director Plan which are forfeited or lapse unexercised and which following the effective date are not issued under the 2011 Plan or 2012 Director Plan, provided, however, no more than 13,148,058 shares may be issued upon the exercise of incentive stock options. | |||||||
2018 Incentive Award Plan [Member] | Subsequent Event [Member] | Maximum [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, shares authorized | 13,148,058 | |||||||
ESPP [Member] | Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Common stock, shares authorized | 973,014 | |||||||
Number of shares, authorized shares | 486,507 | |||||||
Authorized shares, description | The aggregate number of shares of common stock that will be reserved for issuance under our ESPP will be equal to the sum of (i) 973,014 shares and (ii) an annual increase on the first day of each calendar year beginning in 2019 and ending in 2028 equal to the lesser of (A) 486,507 shares, (B) 0.5% of the shares outstanding (on an as converted basis) on the last day of the immediately preceding fiscal year and (C) such smaller number of shares as determined by the board of directors. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Impact of Adoption of Topic 606 on Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 04, 2018 | Feb. 03, 2018 | Oct. 28, 2017 | Jan. 28, 2017 |
Item Effected [Line Items] | |||||
Prepaid expenses and other current assets | $ 78,179 | $ 81,972 | $ 35,534 | $ 34,105 | |
Accrued expenses and other current liabilities | 485,786 | ||||
Deferred income taxes | 51,810 | 57,074 | 77,142 | 92,900 | |
Accumulated deficit | (979,420) | $ (1,036,012) | $ (1,101,515) | $ (356,760) | |
Accounting Standards Update 2014-09 [Member] | |||||
Item Effected [Line Items] | |||||
Prepaid expenses and other current assets | $ 89,792 | ||||
Accrued expenses and other current liabilities | 512,412 | ||||
Deferred income taxes | 54,611 | ||||
Accumulated deficit | (1,042,374) | ||||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | |||||
Item Effected [Line Items] | |||||
Prepaid expenses and other current assets | 71,603 | 81,972 | |||
Accrued expenses and other current liabilities | 469,447 | 495,767 | |||
Deferred income taxes | 54,346 | 57,074 | |||
Accumulated deficit | (972,193) | (1,036,012) | |||
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | |||||
Item Effected [Line Items] | |||||
Prepaid expenses and other current assets | 6,576 | 7,820 | |||
Accrued expenses and other current liabilities | 16,339 | 16,645 | |||
Deferred income taxes | (2,536) | (2,463) | |||
Accumulated deficit | $ (7,227) | $ (6,362) |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | Nov. 03, 2018 | Feb. 03, 2018 | Oct. 28, 2017 |
Fair Value Disclosures [Abstract] | |||
Fair value of total debt | $ 1,959,300 | $ 2,750,174 | $ 2,721,600 |
Carrying value of debt | $ 1,957,900 | $ 2,752,563 | $ 2,802,400 |
Assets Held for Sale - Addition
Assets Held for Sale - Additional Information (Detail) - USD ($) $ in Millions | Aug. 15, 2018 | Nov. 03, 2018 |
Selling, General and Administrative Expenses [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Impairment loss | $ 4 | |
Hookset, New Hampshire [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Proceeds from assets held for sale | $ 6.1 |