Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
May 01, 2020 | May 21, 2020 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | May 1, 2020 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --01-29 | |
Entity File Number | 001-35832 | |
Entity Registrant Name | Science Applications International Corporation | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-1932921 | |
Entity Address, Address Line One | 12010 Sunset Hills Road | |
Entity Address, State or Province | Reston | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 20190 | |
City Area Code | 703 | |
Local Phone Number | 676-4300 | |
Amendment Flag | false | |
Title of 12(b) Security | Common Stock, par value $.0001 per share | |
Trading Symbol | SAIC | |
Entity Central Index Key | 0001571123 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 58,119,238 | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Document Fiscal Period Focus | Q1 | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NYSE | |
Entity Interactive Data Current | Yes | |
Entity Shell Company | false |
CONDENSED AND CONSOLIDATED STAT
CONDENSED AND CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Revenues | $ 1,757 | $ 1,615 |
Cost of revenues | 1,574 | 1,435 |
Selling, general and administrative expenses | 76 | 77 |
Acquisition and integration costs | 29 | 10 |
Operating income | 78 | 93 |
Interest expense | 31 | 25 |
Other (income) expense, net | 2 | (2) |
Income before income taxes | 45 | 70 |
Provision for income taxes | (8) | (14) |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 37 | 56 |
Net Income (Loss) Attributable to Noncontrolling Interest | 1 | 1 |
Net income | $ 36 | $ 55 |
Earnings per share (Note 2): | ||
Basic (in dollars per share) | $ 0.62 | $ 0.93 |
Diluted (in dollars per share) | $ 0.62 | $ 0.92 |
CONDENSED AND CONSOLIDATED ST_2
CONDENSED AND CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME Statement - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 37 | $ 56 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax | (36) | (10) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, after Tax | 0 | 0 |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest | 1 | 46 |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 1 | 1 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 0 | 45 |
Other Comprehensive Income (Loss), Net of Tax | $ (36) | $ (10) |
CONDENSED AND CONSOLIDATED BALA
CONDENSED AND CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 276 | $ 188 |
Receivables, net | 1,070 | 1,099 |
Inventories, prepaid expenses and other current assets | 179 | 143 |
Total current assets | 1,525 | 1,430 |
Goodwill | 2,754 | 2,139 |
Finite-Lived Intangible Assets, Net | 1,233 | 711 |
Property, plant, and equipment (net of accumulated depreciation of $188 million and $181 million at May 1, 2020 and January 31, 2020, respectively) | 101 | 91 |
Operating Lease, Right-of-Use Asset | 250 | 190 |
Other assets | 153 | 150 |
Total assets | 6,016 | 4,711 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 1,035 | 814 |
Accrued payroll and employee benefits | 334 | 244 |
Long-term debt, current portion | 83 | 70 |
Total current liabilities | 1,452 | 1,128 |
Long-term debt, net of current portion | 2,801 | 1,851 |
Operating Lease, Liability, Noncurrent | 218 | 172 |
Other long-term liabilities | 137 | 133 |
Commitments and contingencies (Note 13) | ||
Equity: | ||
Common stock, $.0001 par value, 1 billion shares authorized, 58 million shares issued and outstanding as of May 1, 2020 and January 31, 2020 | 0 | 0 |
Additional paid-in capital | 983 | 983 |
Retained earnings | 520 | 506 |
Accumulated other comprehensive loss | (108) | (72) |
Total common stockholders' equity | 1,395 | 1,417 |
Stockholders' Equity Attributable to Noncontrolling Interest | 13 | 10 |
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,408 | 1,427 |
Total liabilities and stockholders' equity | $ 6,016 | $ 4,711 |
CONDENSED AND CONSOLIDATED BA_2
CONDENSED AND CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Property, plant and equipment, accumulated depreciation | $ 188 | $ 181 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 58,000,000 | 58,000,000 |
Common stock, shares outstanding (in shares) | 58,000,000 | 58,000,000 |
CONDENSED AND CONSOLIDATED ST_3
CONDENSED AND CONSOLIDATED STATEMENT OF EQUITY - USD ($) $ in Millions | Total | Shares of common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive loss | Non-controlling interest |
Balance, beginning (in shares) at Feb. 01, 2019 | 60,000,000 | |||||
Beginning Balance at Feb. 01, 2019 | $ 1,499 | $ 1,132 | $ 367 | $ (14) | $ 14 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 55 | 55 | ||||
Issuances of stock (in shares) | 0 | |||||
Issuances of stock | 3 | 3 | ||||
Other Comprehensive Income (Loss), Net of Tax | (10) | (10) | ||||
Dividends, Common Stock, Cash | (22) | (22) | ||||
Stock-based compensation | (4) | (4) | 0 | |||
Repurchases of stock (in shares) | (1,000,000) | |||||
Repurchases of stock | (45) | (45) | 0 | |||
Proceeds from (Payments to) Noncontrolling Interests | (4) | (4) | ||||
Net Income (Loss) Attributable to Noncontrolling Interest | 1 | 1 | ||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 56 | |||||
Balance, ending (in shares) at May. 03, 2019 | 59,000,000 | |||||
Ending Balance at May. 03, 2019 | $ 1,473 | 1,086 | 400 | (24) | 11 | |
Balance, beginning (in shares) at Jan. 31, 2020 | 58,000,000 | 58,000,000 | ||||
Beginning Balance at Jan. 31, 2020 | $ 1,427 | 983 | 506 | (72) | 10 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 36 | 36 | ||||
Issuances of stock (in shares) | 0 | |||||
Issuances of stock | 3 | 3 | ||||
Other Comprehensive Income (Loss), Net of Tax | (36) | (36) | ||||
Dividends, Common Stock, Cash | (22) | (22) | ||||
Stock-based compensation | (2) | (2) | 0 | |||
Repurchases of stock (in shares) | 0 | |||||
Repurchases of stock | (1) | (1) | 0 | |||
Proceeds from (Payments to) Noncontrolling Interests | 2 | 2 | ||||
Net Income (Loss) Attributable to Noncontrolling Interest | 1 | 1 | ||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 37 | |||||
Balance, ending (in shares) at May. 01, 2020 | 58,000,000 | 58,000,000 | ||||
Ending Balance at May. 01, 2020 | $ 1,408 | $ 983 | $ 520 | $ (108) | $ 13 |
CONDENSED AND CONSOLIDATED ST_4
CONDENSED AND CONSOLIDATED STATEMENT OF EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Cash dividends paid per share (in dollars per share) | $ 0.37 | $ 0.37 |
Cash dividends declared per share (in dollars per share) | $ 0.37 | $ 0.37 |
CONDENSED AND CONSOLIDATED ST_5
CONDENSED AND CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Cash flows from operating activities: | ||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 37 | $ 56 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 33 | 33 |
Amortization of Debt Issuance Costs | 6 | 3 |
Deferred income taxes | 10 | 9 |
Stock-based compensation expense | 9 | 8 |
Increase (decrease) resulting from changes in operating assets and liabilities, net of the effect of the acquisition: | ||
Receivables | 143 | 11 |
Inventory, prepaid expenses and other current assets | (21) | 16 |
Other assets | (2) | (3) |
Accounts payable and accrued liabilities | 66 | 24 |
Accrued payroll and employee benefits | 83 | 18 |
Operating lease assets and liabilities, net | (2) | (1) |
Other long-term liabilities | 5 | 4 |
Net Cash Provided by (Used in) Operating Activities | 367 | 178 |
Cash flows from investing activities: | ||
Expenditures for property, plant, and equipment | (9) | (9) |
Purchases of marketable securities | (3) | (21) |
Sales of marketable securities | 6 | 0 |
Payments to Acquire Businesses, Gross | (1,196) | 0 |
Net Cash Provided by (Used in) Investing Activities | (1,202) | (30) |
Cash flows from financing activities: | ||
Dividend payments to stockholders | (23) | (23) |
Principal payments on borrowings | (16) | (153) |
Issuances of stock | 3 | 2 |
Stock repurchased and retired or withheld for taxes on equity awards | (12) | (56) |
Proceeds from borrowings | 1,000 | 0 |
Debt issuance costs | (27) | 0 |
Proceeds from (Payments to) Noncontrolling Interests | 2 | (4) |
Net Cash Provided by (Used in) Financing Activities | 927 | (234) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 92 | (86) |
Cash, cash equivalents and restricted cash at beginning of period | 202 | 246 |
Cash, cash equivalents and restricted cash at end of period | $ 294 | $ 160 |
Business Overview and Summary o
Business Overview and Summary of Significant Accounting Policies | 3 Months Ended |
May 01, 2020 | |
Accounting Policies [Abstract] | |
Business Overview and Summary of Significant Accounting Policies | Business Overview and Summary of Significant Accounting Policies: Overview Science Applications International Corporation (collectively, with its consolidated subsidiaries, the “Company”) is a leading provider of technical, engineering and enterprise information technology (IT) services primarily to the U.S. government. The Company provides engineering and integration services for large, complex projects and offers a broad range of services with a targeted emphasis on higher-end, differentiated technology services. The Company is organized as a matrix comprised of three customer facing operating segments supported by a solutions and technology group. Each of the Company’s three customer facing operating segments is focused on providing the Company’s comprehensive technical and enterprise IT service offerings to one or more agencies of the U.S. federal government. The Company's operating segments are aggregated into one reportable segment for financial reporting purposes. On March 13, 2020, the Company completed the acquisition of Unisys Federal, a former operating unit of Unisys Corporation, which enhances our capabilities in government priority areas, expands our portfolio of intellectual property and technology-driven offerings, and increases our access to current and new customers. On January 14, 2019, the Company completed the acquisition of Engility Holdings, Inc. (collectively with its consolidated subsidiaries, "Engility"), which provides increased customer and market access, as well as increased scale in strategic business areas of national interest, such as defense, federal civilian agencies, intelligence and space. Principles of Consolidation and Basis of Presentation The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting purposes. References to “financial statements” refer to the condensed and consolidated financial statements of the Company, which include the statements of income and comprehensive income, balance sheets, statements of equity and statements of cash flows. These financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP). All intercompany transactions and account balances within the Company have been eliminated. The financial statements are unaudited, but in the opinion of management include all adjustments, which consist of normal recurring adjustments, necessary for a fair presentation thereof. The results reported in these financial statements are not necessarily indicative of results that may be expected for the entire year and should be read in conjunction with the information contained in the Company’s Annual Report on Form 10-K for the year ended January 31, 2020 . Certain amounts in the prior year financial statements have been reclassified to conform to the current year presentation. Non-controlling Interest. The Company holds a 50.1% majority interest in Forfeiture Support Associates J.V. (FSA). The results of operations of FSA are included in the Company's condensed and consolidated statements of income and comprehensive income. The non-controlling interest reported on the condensed and consolidated balance sheets represents the portion of FSA's equity that is attributable to the non-controlling interest. Use of Estimates The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Significant estimates inherent in the preparation of the financial statements may include, but are not limited to estimated profitability of long-term contracts, income taxes, fair value measurements, fair value of goodwill and other intangible assets, pension and defined benefit plan obligations, and contingencies. Estimates have been prepared by management on the basis of the most current and best available information at the time of estimation and actual results could differ from those estimates. Reporting Periods The Company utilizes a 52/53 week fiscal year ending on the Friday closest to January 31, with fiscal quarters typically consisting of 13 weeks. Fiscal 2020 began on February 2, 2019 and ended on January 31, 2020 , while fiscal 2021 began on February 1, 2020 and ends on January 29, 2021 . Operating Cycle The Company’s operating cycle may be greater than one year and is measured by the average time intervening between the inception and the completion of contracts. Derivative Instruments Designated as Cash Flow Hedges Derivative instruments are recorded on the condensed and consolidated balance sheets at fair value. Unrealized gains and losses on derivatives designated as cash flow hedges are reported in other comprehensive income (loss) and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. The Company’s fixed interest rate swaps are considered over-the-counter derivatives, and fair value is calculated using a standard pricing model for interest rate swaps with contractual terms for maturities, amortization and interest rates. Level 2, or market observable inputs (such as yield and credit curves), are used within the standard pricing models in order to determine fair value. The fair value is an estimate of the amount that the Company would pay or receive as of a measurement date if the agreements were transferred to a third party or canceled. See Note 9 for further discussion on the Company’s derivative instruments designated as cash flow hedges. Inventory Inventory is substantially comprised of finished goods inventory purchased for resale to customers, such as tires and lubricants, and is valued at the lower of cost or net realizable value, generally using the average method. The Company evaluates current inventory against historical and planned usage to estimate the appropriate provision for obsolete inventory. Marketable Securities Investments in marketable securities consist of equity securities which are recorded at fair value using observable inputs such as quoted prices in active markets (Level 1). As of May 1, 2020 and January 31, 2020 , the fair value of our investments total $21 million and $27 million , respectively, and was included in other assets on the condensed and consolidated balance sheets. The Company's investments are primarily held in a custodial account, which includes investments to fund our deferred compensation plan liabilities. Cash, Cash Equivalents and Restricted Cash The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the condensed and consolidated balance sheets for the periods presented: May 1, January 31, (in millions) Cash and cash equivalents $ 276 $ 188 Restricted cash included in inventory, prepaid expenses and other current assets 5 4 Restricted cash included in other assets 13 10 Cash, cash equivalents and restricted cash $ 294 $ 202 Acquisition and Integration Costs Acquisition-related costs that are not part of the purchase price consideration are generally expensed as incurred, except for certain costs that are deferred in connection with the issuance of debt. These costs typically include transaction-related costs, such as finder’s fees, legal, accounting, and other professional costs. Integration-related costs represent costs directly related to combining the Company and its acquired businesses. Integration-related costs typically include strategic consulting services, employee related costs, such as severance and accelerated vesting of assumed stock awards, costs to integrate information technology infrastructure, enterprise planning systems, processes, and other non-recurring integration-related costs. Acquisition and integration costs are presented together as acquisition and integration costs on the condensed and consolidated statements of income. Accounting Standards Updates In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which requires entities to use a forward-looking model to estimate credit losses over the contractual term of financial assets, including short-term trade receivables and contract assets. The Company adopted ASU 2016-13 in the first quarter of fiscal 2021 using the modified retrospective approach. The adoption did not have a material impact on the Company’s financial statements. Other Accounting Standards Updates effective after May 1, 2020 are not expected to have a material effect on the Company’s financial statements. |
Earnings Per Share and Dividend
Earnings Per Share and Dividends | 3 Months Ended |
May 01, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share and Dividends: Basic earnings per share (EPS) is computed by dividing net income attributable to common stockholders by the basic weighted-average number of shares outstanding. Diluted EPS is computed similarly to basic EPS, except the weighted-average number of shares outstanding is increased to include the dilutive effect of outstanding stock options and other stock-based awards. A reconciliation of the weighted-average number of shares outstanding used to compute basic and diluted EPS was: Three Months Ended May 1, May 3, (in millions) Basic weighted-average number of shares outstanding 57.9 59.3 Dilutive common share equivalents - stock options and other stock-based awards 0.6 0.7 Diluted weighted-average number of shares outstanding 58.5 60.0 The following stock-based awards were excluded from the weighted-average number of shares outstanding used to compute diluted EPS: Three Months Ended May 1, May 3, (in millions) Antidilutive stock options excluded 0.4 0.4 Dividends The Company declared and paid a quarterly dividend of $0.37 per share of its common stock during the three months ended May 1, 2020. On June 3, 2020, the Company's Board of Directors declared a quarterly dividend of $0.37 per share of the Company's common stock payable on July 31, 2020 to stockholders of record on July 17, 2020. |
Revenues
Revenues | 3 Months Ended |
May 01, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues: Changes in Estimates Changes in estimates of revenues, cost of revenues or profits related to performance obligations satisfied over time are recognized in operating income in the period in which such changes are made for the inception-to-date effect of the changes. Changes in these estimates can routinely occur over the performance period for a variety of reasons, which include: changes in scope; changes in cost estimates due to unanticipated cost growth or reassessments of risks impacting costs; changes in the estimated transaction price, such as variable amounts for incentive or award fees; and performance being better or worse than previously estimated. In cases when total expected costs exceed total estimated revenues for a performance obligation, the Company recognizes the total estimated loss in the quarter identified. Total estimated losses are inclusive of any unexercised options that are probable of award, only if they increase the amount of the loss. Aggregate net changes in these estimates increased operating income by $3 million ( $0.03 per diluted share) and $8 million ( $0.11 per diluted share) for the three months ended May 1, 2020 and May 3, 2019 , respectively. Changes in these estimates increased net income by $2 million for the three months ended May 1, 2020 . In addition, revenues were $4 million higher for the three months ended May 1, 2020 , due to net revenue recognized from performance obligations satisfied in prior periods. Disaggregation of Revenues The Company's revenues are generated primarily from long-term contracts with the U.S. government including subcontracts with other contractors engaged in work for the U.S. government. The Company disaggregates revenues by customer, contract-type and prime vs. subcontractor to the federal government. Disaggregated revenues by customer were as follows: Three Months Ended May 1, May 3, (in millions) Department of Defense $ 859 $ 864 Other federal government agencies 863 722 Commercial, state and local 35 29 Total $ 1,757 $ 1,615 Disaggregated revenues by contract-type were as follows: Three Months Ended May 1, May 3, (in millions) Cost reimbursement $ 970 $ 921 Time and materials (T&M) 374 325 Firm-fixed price (FFP) 413 369 Total $ 1,757 $ 1,615 Disaggregated revenues by prime vs. subcontractor were as follows: Three Months Ended May 1, May 3, (in millions) Prime contractor to federal government $ 1,588 $ 1,434 Subcontractor to federal government 134 152 Other 35 29 Total $ 1,757 $ 1,615 Contract Balances Contract balances for the periods presented were as follows: Balance Sheet line item May 1, January 31, (in millions) Billed and billable receivables, net (1) Receivables, net $ 741 $ 720 Contract assets - unbillable receivables Receivables, net 329 379 Contract assets - contract retentions Other assets 19 17 Contract liabilities - current Accounts payable and accrued liabilities 101 41 Contract liabilities - non-current Other long-term liabilities $ 13 $ 10 (1) Net of allowance for doubtful accounts of $4 million as of May 1, 2020 and January 31, 2020 . During the three months ended May 1, 2020 and May 3, 2019 , the Company recognized revenues of $17 million and $13 million relating to amounts that were included in the opening balance of contract liabilities as of January 31, 2020 and February 1, 2019 , respectively. Deferred Costs Deferred costs for the periods presented were as follows: Balance Sheet line item May 1, January 31, (in millions) Pre-contract costs Inventory, prepaid expenses and other current assets $ 2 $ 3 Fulfillment costs - non-current Other assets $ 13 $ 12 Pre-contract costs of $3 million and $1 million were expensed during the three months ended May 1, 2020 and May 3, 2019 , respectively. Fulfillment costs of $1 million were amortized during the three months ended May 1, 2020 and May 3, 2019 . Remaining Performance Obligations As of May 1, 2020 , the Company had $4.7 billion of remaining performance obligations. Remaining performance obligations exclude any variable consideration that is allocated entirely to unsatisfied performance obligations on our supply chain contracts. The Company expects to recognize revenue on approximately 85% of the remaining performance obligations over the next 12 months and approximately 90% over the next 24 months, with the remaining recognized thereafter. |
Acquisitions
Acquisitions | 3 Months Ended |
May 01, 2020 | |
Business Combinations [Abstract] | |
Unisys Federal Acquisition | Acquisitions: On March 13, 2020, the Company completed the acquisition of Unisys Federal, a former operating unit of Unisys Corporation. Unisys Federal provides infrastructure modernization, cloud migration, managed services, and enterprise IT-as-a-service solutions to U.S. federal civilian agencies and the Department of Defense. This strategic acquisition enhances our capabilities in government priority areas, expands our portfolio of intellectual property and technology-driven offerings, and increases our access to current and new customers. The Company purchased substantially all of the assets and liabilities of Unisys Federal for an aggregate purchase price of $1.2 billion , subject to a post-closing net working capital adjustment. The Company used the net proceeds from its offering of Senior Notes and borrowings under the Term Loan B2 Facility (as discussed in Note 8 ), proceeds from the sale of receivables under its MARPA Facility (as discussed in Note 11 ), and cash on its balance sheet to finance the acquisition and pay related fees and expenses. The purchase price was allocated, on a preliminary basis, among assets acquired and liabilities assumed at fair value on the acquisition date, March 13, 2020, based on the best available information, with the excess purchase price recorded as goodwill. As of May 1, 2020, the Company had not finalized the determination of fair values allocated to various assets and liabilities, including, but not limited to, receivables, intangible assets, property, plant, and equipment, other assets, accounts payable and accrued liabilities, and goodwill. The allocation of the purchase price is subject to change as the Company continues to obtain and assess relevant information that existed as of the acquisition date, including but not limited to, property, plant, and equipment, lease arrangements, deferred income taxes, contracts with customers, receivables, and deferred revenue. The Company expects to have sufficient information available to resolve these items by the first quarter of fiscal 2022, which could potentially result in changes in assets or liabilities on Unisys Federal’s opening balance sheet and an adjustment to goodwill. The purchase accounting entries were recorded on a preliminary basis as follows: (in millions) Receivables $ 114 Inventory, prepaid expenses and other current assets 14 Goodwill 615 Intangible assets 548 Property, plant, and equipment 4 Operating lease right of use assets 43 Other assets 1 Total assets acquired 1,339 Accounts payable and accrued liabilities 105 Accrued payroll and employee benefits 7 Operating lease liabilities 30 Other long-term liabilities 1 Total liabilities assumed 143 Net assets acquired $ 1,196 Amount of tax deductible goodwill $ 615 Goodwill resulting from the acquisition of Unisys Federal was primarily associated with intellectual capital, an acquired assembled work force, and future customer relationships. The identifiable intangible assets and goodwill acquired by the Company are amortizable for tax purposes. The following table summarizes the fair value of intangible assets and the related weighted-average useful lives: Amount Weighted-Average Amortization Period (in millions) (in years) Customer relationships $ 510 13 Backlog 30 1 Developed technology 8 1 Total intangible assets $ 548 12 The backlog intangible asset is comprised solely of funded backlog as of the acquisition date. The customer relationships intangible asset consists of unfunded backlog as of the acquisition date and estimated future renewals and recompetes. The backlog and customer relationships intangible assets were valued using the excess earnings method (income approach) in which the value is derived from an estimation of the after-tax cash flows specifically attributable to the intangible asset being valued. The analysis included assumptions for projections of revenues and expenses, tax rates, contributory asset charges, discount rates, and a tax amortization benefit. The developed technology asset was valued using the relief from royalty method (income approach) in which the value is derived by estimation of the after-tax royalty savings attributable to owning the developed technology asset. Assumptions in this analysis included projections of revenues, royalty rates representing costs avoided due to ownership of the developed technology asset, discount rates, a tax amortization benefit, and future obsolescence of the technology. During the three months ended May 1, 2020 , the Company incurred $47 million in acquisition-related costs associated with the acquisition of Unisys Federal, including $27 million of debt issue costs (as discussed in Note 8 ). The amounts recognized in acquisition and integration costs on the condensed and consolidated statements of income are as follows: Three Months Ended May 1, May 3, (in millions) Acquisition (1) $ 20 $ — Integration (2)(3) 9 10 Total acquisition and integration costs $ 29 $ 10 (1) Acquisition expenses recognized for the three months ended May 1, 2020 are related to the acquisition of Unisys Federal. (2) Includes $4 million of restructuring costs for the three months ended May 1, 2020 and May 3, 2019 . See Note 5 for additional information related to restructuring costs. (3) Integration expenses for the three months ended May 1, 2020 include $3 million related to the integration of Unisys Federal and $6 million related to the integration of Engility. Integration expenses for the three months ended May 3, 2019 relate to the integration of Engility. The amount of Unisys Federal's revenue included in the condensed and consolidated statements of income for the three months ended May 1, 2020 was $104 million and the amount of net income attributable to common stockholders included in the condensed and consolidated statements of income for the three months ended May 1, 2020 was $ 11 million . The following unaudited pro forma financial information presents the combined results of operations for Unisys Federal and the Company for the three months ended May 1, 2020 and May 3, 2019 , respectively: Three Months Ended May 1, May 3, (in millions) Revenues $ 1,847 $ 1,756 Net income attributable to common stockholders $ 53 $ 39 The unaudited pro forma combined financial information presented above has been prepared from historical financial statements that have been adjusted to give effect to the acquisition of Unisys Federal as though it had occurred on February 2, 2019. They include adjustments for intangible asset amortization; interest expense and debt issuance costs on long-term debt; acquisition and other transaction costs; and certain costs allocated from the former parent. The unaudited pro forma financial information is not intended to reflect the actual results of operations that would have occurred if the acquisition had occurred on February 2, 2019, nor is it indicative of future operating results. |
Restructuring (Notes)
Restructuring (Notes) | 3 Months Ended |
May 01, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring: Restructuring costs recognized were as follows: Three Months Ended May 1, May 3, (in millions) Severance and other employee costs $ 1 $ 3 Other associated costs 3 1 Total restructuring costs $ 4 $ 4 In fiscal 2019, the Company initiated restructuring activities to realize cost synergies from the integration of Engility, which includes employee termination costs and other costs associated with the optimization and consolidation of facilities. Total restructuring costs for fiscal 2021 and fiscal 2020 are presented within acquisition and integration costs in the condensed and consolidated statements of income. The Company expects to complete restructuring activities in fiscal 2021, incurring total restructuring costs of approximately $50 million , comprised of $38 million for severance and other employee costs and $12 million of other associated costs, such as contract terminations and costs incurred for facility consolidation. Cash paid for severance and other employee costs were $2 million and $5 million for the three months ended May 1, 2020 and May 3, 2019 , respectively. During the three months ended May 1, 2020 , the Company paid $3 million for other associated costs and expects to incur an additional $2 million in fiscal 2021. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Notes) | 3 Months Ended |
May 01, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets: Goodwill Goodwill had a carrying value of $2,754 million and $2,139 million as of May 1, 2020 and January 31, 2020 , respectively. Goodwill increased by $615 million during the three months ended May 1, 2020 due to the acquisition of Unisys Federal. There were no impairments of goodwill during the periods presented. Intangible Assets Intangible assets, all of which were finite-lived, consisted of the following: May 1, 2020 January 31, 2020 Gross carrying value Accumulated amortization Net carrying value Gross carrying value Accumulated amortization Net carrying value (in millions) Customer relationships $ 1,361 $ (163 ) $ 1,198 $ 851 $ (142 ) $ 709 Backlog 30 (4 ) 26 — — — Developed technology 10 (1 ) 9 2 — 2 Total intangible assets $ 1,401 $ (168 ) $ 1,233 $ 853 $ (142 ) $ 711 Amortization expense related to intangible assets was $26 million and $25 million for the three months ended May 1, 2020 and May 3, 2019 , respectively. There were no intangible asset impairment losses during the periods presented. As of May 1, 2020 , the estimated future annual amortization expense related to intangible assets is as follows: Fiscal Year Ending (in millions) Remainder of 2021 $ 106 2022 108 2023 105 2024 102 2025 102 Thereafter 710 Total $ 1,233 Actual amortization expense in future periods could differ from these estimates as a result of future acquisitions, divestitures, impairments and other factors. |
Income Taxes
Income Taxes | 3 Months Ended |
May 01, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes: The Company's effective income tax rate was 17.5% for the three months ended May 1, 2020 and 19.8% for the three months ended May 3, 2019 . The Company's effective tax rate was lower for the three months ended May 1, 2020 compared to the prior year period due principally to the reversal of foreign tax reserves and a favorable adjustment to research and development tax credits. Tax rates for the periods ended May 1, 2020 were lower than the combined federal and state statutory rates due principally to excess tax benefits related to employee share-based compensation, research and development credits, and other permanent book tax differences. As of May 1, 2020 , the balance of unrecognized tax benefits included liabilities for uncertainty in income taxes of $53 million , which is classified as other long-term liabilities on the condensed and consolidated balance sheets. Of this balance, $52 million , if recognized, would impact the effective income tax rate for the Company. While the Company believes it has adequate accruals for uncertainty in income taxes, the tax authorities, on review of the Company’s tax filings, may determine that the Company owes taxes in excess of recorded accruals, or the recorded accruals may be in excess of the final settlement amounts agreed to by tax authorities. Although the timing of such reviews is not certain, over the next 12 months the Company does not expect a significant increase or decrease in the unrecognized tax benefits recorded at May 1, 2020 . |
Debt Obligations
Debt Obligations | 3 Months Ended |
May 01, 2020 | |
Debt Disclosure [Abstract] | |
Debt Obligations | Debt Obligations: The Company’s long-term debt as of the dates presented was as follows: May 1, 2020 January 31, 2020 Stated interest rate Effective interest rate Principal Unamortized debt issuance costs Net Principal Unamortized debt issuance costs Net (in millions) Term Loan A Facility due October 2023 1.90 % 2.22 % $ 891 $ (8 ) $ 883 $ 904 $ (9 ) $ 895 Term Loan B Facility due October 2025 2.28 % 2.47 % 1,034 (11 ) 1,023 1,037 (11 ) 1,026 Term Loan B2 Facility due March 2027 2.65 % 3.08 % 600 (16 ) 584 — — — Senior Notes due April 2028 4.88 % 5.04 % 400 (6 ) 394 — — — Total long-term debt $ 2,925 $ (41 ) $ 2,884 $ 1,941 $ (20 ) $ 1,921 Less current portion 83 — 83 70 — 70 Total long-term debt, net of current portion $ 2,842 $ (41 ) $ 2,801 $ 1,871 $ (20 ) $ 1,851 As of May 1, 2020 , the Company has a $2.9 billion credit facility (the Credit Facility) consisting of a $400 million secured Revolving Credit Facility due October 2023, a $891 million secured Term Loan A Facility due October 2023, a $1,034 million secured Term Loan B Facility due October 2025, and a $600 million secured Term Loan B2 Facility due March 2027 (together, the Term Loan Facilities). There is no balance outstanding on the Revolving Credit Facility as of May 1, 2020 . As of May 1, 2020 , the Company was in compliance with the covenants under its Credit Facility. On March 13, 2020, the Company entered into the Second Amendment to the Third Amended and Restated Credit Agreement (Second Amendment), which established, among other things, a new $600 million senior secured term loan "B" credit facility commitment (the Term Loan B2 Facility due March 2027) that was funded in full contemporaneously with the closing of the acquisition of Unisys Federal (see Note 4 ). The Term Loan B2 Facility due March 2027 bears interest at a variable rate of interest based on LIBOR or a base rate, plus, an applicable margin of 2.25% for LIBOR loans and 1.25% for base rate loans. Effective upon funding the Term Loan B2 Facility due March 2027, the applicable margin for the Term Loan B Facility due October 2025 was increased from 1.75% to 1.875% for LIBOR loans and from 0.75% to 0.875% for Base Rate loans. Borrowings under the Term Loan B2 Facility due March 2027 amortize quarterly beginning on July 31, 2020 at 0.25% of the original borrowed amount with the remaining unamortized balance due in full upon its maturity, March 13, 2027. The Term Loan B2 Facility due March 2027 is subject to the same mandatory prepayments as the Company’s existing term loans under the Credit Facility and is subject to the same covenants and events of default as the Company's Term Loan B Facility due October 2025. In the event any portion of the Term Loan B2 Facility due March 2027 is repaid prior to September 13, 2020 with the proceeds of certain types of new indebtedness, the Company will be required to pay a 1.00% fee of the amount repaid. On March 13, 2020, to partially finance the acquisition of Unisys Federal, the Company issued $400 million of unsecured 4.875% Senior Notes due 2028 (the Senior Notes) through a private offering. Interest is payable semi-annually on April 1 and October 1 of each year, commencing on October 1, 2020, and the principal is due on April 1, 2028. The Company incurred $27 million of debt issue costs associated with the Second Amendment, the issuance of the Senior Notes, and an undrawn bridge facility that terminated upon the consummation of the acquisition of Unisys Federal. The Company recognized $5 million in expenses associated with the undrawn bridge facility, which is included in interest expense. The Company deferred $22 million in financing fees that are amortized to interest expense utilizing the effective interest method. As of May 1, 2020 and January 31, 2020 , the carrying value of the Company’s outstanding debt obligations approximated its fair value. The fair value of long-term debt is calculated using Level 2 inputs, based on interest rates available for debt with terms and maturities similar to the Company’s Term Loan Facilities and Senior Notes. Maturities of long-term debt as of May 1, 2020 are: Fiscal Year Ending Total (in millions) Remainder of 2021 $ 59 2022 72 2023 154 2024 668 2025 16 Thereafter 1,956 Total principal payments $ 2,925 Subsequent to the end of the first quarter of fiscal 2021, the Company made $125 million of voluntary principal prepayments on the Term Loan B2 Facility due March 2027. |
Derivative Instruments Designat
Derivative Instruments Designated as Cash Flow Hedges | 3 Months Ended |
May 01, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments Designated as Cash Flow Hedges | Derivative Instruments Designated as Cash Flow Hedges: The Company’s derivative instruments designated as cash flow hedges consist of: Liability Fair Value (1) at Notional Amount at May 1, 2020 Pay Fixed Rate Receive Variable Rate Settlement and Termination May 1, 2020 January 31, 2020 (in millions) (in millions) Interest rate swaps #1 $ 278 2.78 % 1-month LIBOR Monthly through $ (8 ) $ (6 ) Interest rate swaps #2 500 3.07 % 1-month LIBOR Monthly through October 31, 2025 (91 ) (62 ) Interest rate swaps #3 550 2.49 % 1-month LIBOR Monthly through October 31, 2023 (40 ) (24 ) Total $ 1,328 $ (139 ) $ (92 ) (1) The fair value of the fixed interest rate swaps liability is included in accounts payable and accrued liabilities on the condensed and consolidated balance sheets. The Company is party to fixed interest rate swap instruments that are designated and accounted for as cash flow hedges to manage risks associated with interest rate fluctuations on a portion of the Company’s floating rate debt. The counterparties to all swap agreements are financial institutions. See Note 10 for the unrealized change in fair values on cash flow hedges recognized in other comprehensive loss and the amounts reclassified from accumulated other comprehensive loss into earnings for the current and comparative periods presented. The Company estimates that it will reclassify $34 million of unrealized losses from accumulated other comprehensive loss into earnings in the twelve months following May 1, 2020 . |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income by Component | 3 Months Ended |
May 01, 2020 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income by Component | Changes in Accumulated Other Comprehensive Loss by Component: The following table presents the changes in accumulated other comprehensive loss attributable to the Company’s fixed interest rate swap cash flow hedges that are discussed in Note 9 and the Company's defined benefit plans. Unrealized Gains (Losses) on Fixed Interest Rate Swap Cash Flow Hedges (1) Defined Benefit Obligation Adjustment Total (in millions) Three months ended May 1, 2020 Balance at January 31, 2020 $ (67 ) $ (5 ) $ (72 ) Other comprehensive loss before reclassifications (52 ) — (52 ) Amounts reclassified from accumulated other comprehensive loss 4 — 4 Income tax impact 12 — 12 Net other comprehensive loss (36 ) — (36 ) Balance at May 1, 2020 $ (103 ) $ (5 ) $ (108 ) Three months ended May 3, 2019 Balance at February 1, 2019 $ (14 ) $ — $ (14 ) Other comprehensive loss before reclassifications (14 ) — (14 ) Amounts reclassified from accumulated other comprehensive loss — — — Income tax impact 4 — 4 Net other comprehensive loss (10 ) — (10 ) Balance at May 3, 2019 $ (24 ) $ — $ (24 ) (1) The amount reclassified from accumulated other comprehensive loss is included in interest expense. |
Sale of Receivables (Notes)
Sale of Receivables (Notes) | 3 Months Ended |
May 01, 2020 | |
Receivables [Abstract] | |
Sales of Receivables | Sales of Receivables On January 21, 2020 the Company entered into a Master Accounts Receivable Purchase Agreement (MARPA Facility) with MUFG Bank, Ltd. (the Purchaser), for the sale of certain designated eligible receivables with the U.S. government. Under the MARPA Facility, the Company can sell eligible receivables up to a maximum amount of $200 million . On March 17, 2020 the Company amended the MARPA Facility to increase the aggregate facility limit from $200 million to $300 million . The receivables sold under the MARPA Facility are without recourse for any U.S. government credit risk. The MARPA Facility has an initial term of one year. The Company accounts for these receivable transfers under the MARPA Facility as sales under ASC 860, Transfers and Servicing, and removes the sold receivables from its balance sheet. The fair value of the sold receivables approximated their book value due to their short-term nature. The Company does not retain an ongoing financial interest in the transferred receivables other than cash collection and administrative services. The Company estimated that its servicing fee was at fair value and therefore has not recognized a servicing asset or liability as of May 1, 2020. Proceeds from the sale of receivables are reflected as cash flows from operating activities on the condensed and consolidated statement of cash flows. During the three months ended May 1, 2020 , the Company incurred purchase discount fees of $1 million , which are presented in Other (income) expense, net on the condensed and consolidated statement of income. MARPA Facility activity consisted of the following: Three Months Ended May 1, 2020 (in millions) Beginning balance $ — Sale of receivables 806 Cash collections (606 ) Increase to cash flows from operating activities 200 Cash collected, not remitted to Purchaser (1) (59 ) Remaining sold receivables $ 141 (1) Includes the cash collected on behalf of but not yet remitted to the Purchaser as of May 1, 2020 . This balance is included in accounts payable and accrued liabilities on the condensed and consolidated balance sheet as of May 1, 2020 |
Leases
Leases | 3 Months Ended |
May 01, 2020 | |
Leases [Abstract] | |
Leases | Leases: Total operating lease cost is comprised of the following: Three Months Ended Income Statement line item(s) May 1, May 3, (in millions) Operating lease cost Cost of revenues and selling, general and administrative expenses $ 17 $ 16 Variable lease cost Cost of revenues and selling, general and administrative expenses 5 4 Short-term lease cost Cost of revenues and selling, general and administrative expenses 6 1 Sublease income Cost of revenues and selling, general and administrative expenses (1 ) (1 ) Total lease cost $ 27 $ 20 The Company's ROU assets and lease liabilities consisted of the following: Balance Sheet line item May 1, January 31, (in millions) Operating lease ROU asset Operating lease right of use assets $ 250 $ 190 Operating lease current liability Accounts payable and accrued liabilities 54 34 Operating lease non-current liability Operating lease liabilities 218 172 Total operating lease liabilities $ 272 $ 206 Other supplemental operating lease information consists of the following: Three Months Ended May 1, May 3, (in millions) Cash paid for amounts included in the measurement of operating lease liabilities $ 19 $ 16 ROU assets obtained in exchange for new operating lease obligations $ 74 $ 11 Maturities of operating lease liabilities as of May 1, 2020 were as follows: Fiscal Year Ending Total (in millions) Remainder of 2021 $ 44 2022 70 2023 48 2024 40 2025 31 Thereafter 71 Total minimum lease payments 304 Less: imputed interest (32 ) Present value of operating lease liabilities $ 272 As of May 1, 2020 , the weighted-average remaining lease term and the weighted-average discount rate was 6 years and 3.8% , respectively. For transactions where the Company is considered the lessor, revenue for operating leases is recognized on a monthly basis over the term of the lease. These amounts were immaterial for the three months ended May 1, 2020 . |
Legal Proceedings and Other Com
Legal Proceedings and Other Commitments and Contingencies | 3 Months Ended |
May 01, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings and Other Commitments and Contingencies | Legal Proceedings and Other Commitments and Contingencies: Legal Proceedings The Company is involved in various claims and lawsuits arising in the normal conduct of its business, none of which the Company’s management believes, based on current information, is expected to have a material adverse effect on the Company’s financial position, results of operations or cash flows. AAV Termination for Convenience On August 27, 2018, the Company received a stop-work order from the United States Marine Corps on the Assault Amphibious Vehicle (AAV) contract and on October 3, 2018 the program was terminated for convenience by the customer. Beginning in fiscal 2018, the Company entered into contracts with various vendors for long-lead time materials that would be necessary to complete the low-rate initial production (LRIP) phase of the program, including portions of the LRIP phase which had not yet been awarded. As a result of the program termination, the Company recognized an inventory provision for long-lead items during fiscal 2019. The Company is continuing to negotiate with the Marine Corps to recover all costs associated with the termination. Government Investigations, Audits and Reviews The Company is routinely subject to investigations and reviews relating to compliance with various laws and regulations with respect, in particular, to its role as a contractor to federal, state and local government customers and in connection with performing services in countries outside of the United States. U.S. government agencies, including the DCAA, the Defense Contract Management Agency and others, routinely audit and review a contractor’s performance on government contracts, indirect rates and pricing practices, and compliance with applicable contracting and procurement laws, regulations and standards. They also review the adequacy of the contractor’s compliance with government standards for its business systems. Adverse findings in these investigations, audits, or reviews can lead to criminal, civil or administrative proceedings, and the Company could face disallowance of previously billed costs, penalties, fines, compensatory damages and suspension or debarment from doing business with governmental agencies. Due to the Company’s reliance on government contracts, adverse findings could also have a material impact on the Company’s business, including its financial position, results of operations and cash flows. The indirect cost audits by the DCAA of the Company’s business remain open for certain prior years and the current year. Although the Company has recorded contract revenues based on an estimate of costs that the Company believes will be approved on final audit, the Company does not know the outcome of any ongoing or future audits. If future completed audit adjustments exceed the Company’s reserves for potential adjustments, the Company’s profitability could be materially adversely affected. The Company has recorded reserves for estimated net amounts to be refunded to customers for potential adjustments for indirect cost audits and compliance with Cost Accounting Standards. As of May 1, 2020 , the Company has recorded a total liability of $49 million . Letters of Credit and Surety Bonds The Company has outstanding obligations relating to letters of credit of $10 million as of May 1, 2020 , principally related to guarantees on insurance policies. The Company also has outstanding obligations relating to surety bonds in the amount of $18 million , principally related to performance and payment bonds on the Company’s contracts. |
Business Overview and Summary_2
Business Overview and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
May 01, 2020 | |
Accounting Policies [Abstract] | |
Segment Reporting | The Company is organized as a matrix comprised of three customer facing operating segments supported by a solutions and technology group. Each of the Company’s three customer facing operating segments is focused on providing the Company’s comprehensive technical and enterprise IT service offerings to one or more agencies of the U.S. federal government. The Company's operating segments are aggregated into one reportable segment for financial reporting purposes. |
Basis of Presentation | The accompanying financial information has been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting purposes. References to “financial statements” refer to the condensed and consolidated financial statements of the Company, which include the statements of income and comprehensive income, balance sheets, statements of equity and statements of cash flows. These financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP). |
Consolidation | All intercompany transactions and account balances within the Company have been eliminated. |
Use of Estimates | The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods. Significant estimates inherent in the preparation of the financial statements may include, but are not limited to estimated profitability of long-term contracts, income taxes, fair value measurements, fair value of goodwill and other intangible assets, pension and defined benefit plan obligations, and contingencies. Estimates have been prepared by management on the basis of the most current and best available information at the time of estimation and actual results could differ from those estimates. |
Reporting Periods | The Company utilizes a 52/53 week fiscal year ending on the Friday closest to January 31, with fiscal quarters typically consisting of 13 weeks. Fiscal 2020 began on February 2, 2019 and ended on January 31, 2020 , while fiscal 2021 began on February 1, 2020 and ends on January 29, 2021 . |
Operating Cycle | The Company’s operating cycle may be greater than one year and is measured by the average time intervening between the inception and the completion of contracts. |
Derivative Instruments Designated as Cash Flow Hedges | Derivative instruments are recorded on the condensed and consolidated balance sheets at fair value. Unrealized gains and losses on derivatives designated as cash flow hedges are reported in other comprehensive income (loss) and reclassified to earnings in a manner that matches the timing of the earnings impact of the hedged transactions. The Company’s fixed interest rate swaps are considered over-the-counter derivatives, and fair value is calculated using a standard pricing model for interest rate swaps with contractual terms for maturities, amortization and interest rates. Level 2, or market observable inputs (such as yield and credit curves), are used within the standard pricing models in order to determine fair value. The fair value is an estimate of the amount that the Company would pay or receive as of a measurement date if the agreements were transferred to a third party or canceled. See Note 9 for further discussion on the Company’s derivative instruments designated as cash flow hedges. |
Earnings Per Share | Basic earnings per share (EPS) is computed by dividing net income attributable to common stockholders by the basic weighted-average number of shares outstanding. Diluted EPS is computed similarly to basic EPS, except the weighted-average number of shares outstanding is increased to include the dilutive effect of outstanding stock options and other stock-based awards. |
Change in Estimates and Disaggregation of Revenues | Disaggregation of Revenues The Company's revenues are generated primarily from long-term contracts with the U.S. government including subcontracts with other contractors engaged in work for the U.S. government. The Company disaggregates revenues by customer, contract-type and prime vs. subcontractor to the federal government. Changes in Estimates Changes in estimates of revenues, cost of revenues or profits related to performance obligations satisfied over time are recognized in operating income in the period in which such changes are made for the inception-to-date effect of the changes. Changes in these estimates can routinely occur over the performance period for a variety of reasons, which include: changes in scope; changes in cost estimates due to unanticipated cost growth or reassessments of risks impacting costs; changes in the estimated transaction price, such as variable amounts for incentive or award fees; and performance being better or worse than previously estimated. In cases when total expected costs exceed total estimated revenues for a performance obligation, the Company recognizes the total estimated loss in the quarter identified. Total estimated losses are inclusive of any unexercised options that are probable of award, only if they increase the amount of the loss. |
Inventory | Inventory is substantially comprised of finished goods inventory purchased for resale to customers, such as tires and lubricants, and is valued at the lower of cost or net realizable value, generally using the average method. The Company evaluates current inventory against historical and planned usage to estimate the appropriate provision for obsolete inventory. |
Marketable Securities | Investments in marketable securities consist of equity securities which are recorded at fair value using observable inputs such as quoted prices in active markets (Level 1). As of May 1, 2020 and January 31, 2020 , the fair value of our investments total $21 million and $27 million , respectively, and was included in other assets on the condensed and consolidated balance sheets. The Company's investments are primarily held in a custodial account, which includes investments to fund our deferred compensation plan liabilities. |
Business Combinations Policy | Acquisition and Integration Costs Acquisition-related costs that are not part of the purchase price consideration are generally expensed as incurred, except for certain costs that are deferred in connection with the issuance of debt. These costs typically include transaction-related costs, such as finder’s fees, legal, accounting, and other professional costs. Integration-related costs represent costs directly related to combining the Company and its acquired businesses. Integration-related costs typically include strategic consulting services, employee related costs, such as severance and accelerated vesting of assumed stock awards, costs to integrate information technology infrastructure, enterprise planning systems, processes, and other non-recurring integration-related costs. Acquisition and integration costs are presented together as acquisition and integration costs on the condensed and consolidated statements of income. |
Accounting Standards Updates | Accounting Standards Updates In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , which requires entities to use a forward-looking model to estimate credit losses over the contractual term of financial assets, including short-term trade receivables and contract assets. The Company adopted ASU 2016-13 in the first quarter of fiscal 2021 using the modified retrospective approach. The adoption did not have a material impact on the Company’s financial statements. Other Accounting Standards Updates effective after May 1, 2020 are not expected to have a material effect on the Company’s financial statements. |
Business Overview and Summary_3
Business Overview and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
May 01, 2020 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the condensed and consolidated balance sheets for the periods presented: May 1, January 31, (in millions) Cash and cash equivalents $ 276 $ 188 Restricted cash included in inventory, prepaid expenses and other current assets 5 4 Restricted cash included in other assets 13 10 Cash, cash equivalents and restricted cash $ 294 $ 202 |
Earnings Per Share and Divide_2
Earnings Per Share and Dividends (Tables) | 3 Months Ended |
May 01, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of Weighted Average Number of Shares Outstanding Used to Compute Basic and Diluted EPS | A reconciliation of the weighted-average number of shares outstanding used to compute basic and diluted EPS was: Three Months Ended May 1, May 3, (in millions) Basic weighted-average number of shares outstanding 57.9 59.3 Dilutive common share equivalents - stock options and other stock-based awards 0.6 0.7 Diluted weighted-average number of shares outstanding 58.5 60.0 |
Stock-Based Awards Excluded from Weighted Average Number of Shares Outstanding Used to Compute Diluted EPS | The following stock-based awards were excluded from the weighted-average number of shares outstanding used to compute diluted EPS: Three Months Ended May 1, May 3, (in millions) Antidilutive stock options excluded 0.4 0.4 |
Revenues (Tables)
Revenues (Tables) | 3 Months Ended |
May 01, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregated Revenues | Disaggregated revenues by customer were as follows: Three Months Ended May 1, May 3, (in millions) Department of Defense $ 859 $ 864 Other federal government agencies 863 722 Commercial, state and local 35 29 Total $ 1,757 $ 1,615 Disaggregated revenues by contract-type were as follows: Three Months Ended May 1, May 3, (in millions) Cost reimbursement $ 970 $ 921 Time and materials (T&M) 374 325 Firm-fixed price (FFP) 413 369 Total $ 1,757 $ 1,615 Disaggregated revenues by prime vs. subcontractor were as follows: Three Months Ended May 1, May 3, (in millions) Prime contractor to federal government $ 1,588 $ 1,434 Subcontractor to federal government 134 152 Other 35 29 Total $ 1,757 $ 1,615 |
Contract Related Assets and Liabilities | Contract balances for the periods presented were as follows: Balance Sheet line item May 1, January 31, (in millions) Billed and billable receivables, net (1) Receivables, net $ 741 $ 720 Contract assets - unbillable receivables Receivables, net 329 379 Contract assets - contract retentions Other assets 19 17 Contract liabilities - current Accounts payable and accrued liabilities 101 41 Contract liabilities - non-current Other long-term liabilities $ 13 $ 10 (1) Net of allowance for doubtful accounts of $4 million as of May 1, 2020 and January 31, 2020 . |
Deferred Costs | Deferred costs for the periods presented were as follows: Balance Sheet line item May 1, January 31, (in millions) Pre-contract costs Inventory, prepaid expenses and other current assets $ 2 $ 3 Fulfillment costs - non-current Other assets $ 13 $ 12 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
May 01, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The purchase accounting entries were recorded on a preliminary basis as follows: (in millions) Receivables $ 114 Inventory, prepaid expenses and other current assets 14 Goodwill 615 Intangible assets 548 Property, plant, and equipment 4 Operating lease right of use assets 43 Other assets 1 Total assets acquired 1,339 Accounts payable and accrued liabilities 105 Accrued payroll and employee benefits 7 Operating lease liabilities 30 Other long-term liabilities 1 Total liabilities assumed 143 Net assets acquired $ 1,196 Amount of tax deductible goodwill $ 615 |
Schedule of Indefinite-lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | The following table summarizes the fair value of intangible assets and the related weighted-average useful lives: Amount Weighted-Average Amortization Period (in millions) (in years) Customer relationships $ 510 13 Backlog 30 1 Developed technology 8 1 Total intangible assets $ 548 12 |
Business Combination, Separately Recognized Transactions [Table Text Block] | The amounts recognized in acquisition and integration costs on the condensed and consolidated statements of income are as follows: Three Months Ended May 1, May 3, (in millions) Acquisition (1) $ 20 $ — Integration (2)(3) 9 10 Total acquisition and integration costs $ 29 $ 10 (1) Acquisition expenses recognized for the three months ended May 1, 2020 are related to the acquisition of Unisys Federal. (2) Includes $4 million of restructuring costs for the three months ended May 1, 2020 and May 3, 2019 . See Note 5 for additional information related to restructuring costs. (3) Integration expenses for the three months ended May 1, 2020 include $3 million related to the integration of Unisys Federal and $6 million related to the integration of Engility. Integration expenses for the three months ended May 3, 2019 relate to the integration of Engility. |
Business Acquisition, Pro Forma Information [Table Text Block] | The following unaudited pro forma financial information presents the combined results of operations for Unisys Federal and the Company for the three months ended May 1, 2020 and May 3, 2019 , respectively: Three Months Ended May 1, May 3, (in millions) Revenues $ 1,847 $ 1,756 Net income attributable to common stockholders $ 53 $ 39 |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
May 01, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | Restructuring costs recognized were as follows: Three Months Ended May 1, May 3, (in millions) Severance and other employee costs $ 1 $ 3 Other associated costs 3 1 Total restructuring costs $ 4 $ 4 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
May 01, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Intangible assets, all of which were finite-lived, consisted of the following: May 1, 2020 January 31, 2020 Gross carrying value Accumulated amortization Net carrying value Gross carrying value Accumulated amortization Net carrying value (in millions) Customer relationships $ 1,361 $ (163 ) $ 1,198 $ 851 $ (142 ) $ 709 Backlog 30 (4 ) 26 — — — Developed technology 10 (1 ) 9 2 — 2 Total intangible assets $ 1,401 $ (168 ) $ 1,233 $ 853 $ (142 ) $ 711 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | As of May 1, 2020 , the estimated future annual amortization expense related to intangible assets is as follows: Fiscal Year Ending (in millions) Remainder of 2021 $ 106 2022 108 2023 105 2024 102 2025 102 Thereafter 710 Total $ 1,233 |
Debt Obligations (Tables)
Debt Obligations (Tables) | 3 Months Ended |
May 01, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt | The Company’s long-term debt as of the dates presented was as follows: May 1, 2020 January 31, 2020 Stated interest rate Effective interest rate Principal Unamortized debt issuance costs Net Principal Unamortized debt issuance costs Net (in millions) Term Loan A Facility due October 2023 1.90 % 2.22 % $ 891 $ (8 ) $ 883 $ 904 $ (9 ) $ 895 Term Loan B Facility due October 2025 2.28 % 2.47 % 1,034 (11 ) 1,023 1,037 (11 ) 1,026 Term Loan B2 Facility due March 2027 2.65 % 3.08 % 600 (16 ) 584 — — — Senior Notes due April 2028 4.88 % 5.04 % 400 (6 ) 394 — — — Total long-term debt $ 2,925 $ (41 ) $ 2,884 $ 1,941 $ (20 ) $ 1,921 Less current portion 83 — 83 70 — 70 Total long-term debt, net of current portion $ 2,842 $ (41 ) $ 2,801 $ 1,871 $ (20 ) $ 1,851 |
Schedule of Maturities of Long-term Debt [Table Text Block] | Maturities of long-term debt as of May 1, 2020 are: Fiscal Year Ending Total (in millions) Remainder of 2021 $ 59 2022 72 2023 154 2024 668 2025 16 Thereafter 1,956 Total principal payments $ 2,925 |
Derivative Instruments Design_2
Derivative Instruments Designated as Cash Flow Hedges (Tables) | 3 Months Ended |
May 01, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The Company’s derivative instruments designated as cash flow hedges consist of: Liability Fair Value (1) at Notional Amount at May 1, 2020 Pay Fixed Rate Receive Variable Rate Settlement and Termination May 1, 2020 January 31, 2020 (in millions) (in millions) Interest rate swaps #1 $ 278 2.78 % 1-month LIBOR Monthly through $ (8 ) $ (6 ) Interest rate swaps #2 500 3.07 % 1-month LIBOR Monthly through October 31, 2025 (91 ) (62 ) Interest rate swaps #3 550 2.49 % 1-month LIBOR Monthly through October 31, 2023 (40 ) (24 ) Total $ 1,328 $ (139 ) $ (92 ) (1) The fair value of the fixed interest rate swaps liability is included in accounts payable and accrued liabilities on the condensed and consolidated balance sheets. |
Changes in Accumulated Other _2
Changes in Accumulated Other Comprehensive Income by Component (Tables) | 3 Months Ended |
May 01, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | The following table presents the changes in accumulated other comprehensive loss attributable to the Company’s fixed interest rate swap cash flow hedges that are discussed in Note 9 and the Company's defined benefit plans. Unrealized Gains (Losses) on Fixed Interest Rate Swap Cash Flow Hedges (1) Defined Benefit Obligation Adjustment Total (in millions) Three months ended May 1, 2020 Balance at January 31, 2020 $ (67 ) $ (5 ) $ (72 ) Other comprehensive loss before reclassifications (52 ) — (52 ) Amounts reclassified from accumulated other comprehensive loss 4 — 4 Income tax impact 12 — 12 Net other comprehensive loss (36 ) — (36 ) Balance at May 1, 2020 $ (103 ) $ (5 ) $ (108 ) Three months ended May 3, 2019 Balance at February 1, 2019 $ (14 ) $ — $ (14 ) Other comprehensive loss before reclassifications (14 ) — (14 ) Amounts reclassified from accumulated other comprehensive loss — — — Income tax impact 4 — 4 Net other comprehensive loss (10 ) — (10 ) Balance at May 3, 2019 $ (24 ) $ — $ (24 ) (1) The amount reclassified from accumulated other comprehensive loss is included in interest expense. |
Sale of Receivables (Tables)
Sale of Receivables (Tables) | 3 Months Ended |
May 01, 2020 | |
Receivables [Abstract] | |
Transfers Of Financial Assets Accounted For As Sales, Marpa [Table Text Block] | MARPA Facility activity consisted of the following: Three Months Ended May 1, 2020 (in millions) Beginning balance $ — Sale of receivables 806 Cash collections (606 ) Increase to cash flows from operating activities 200 Cash collected, not remitted to Purchaser (1) (59 ) Remaining sold receivables $ 141 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
May 01, 2020 | |
Leases [Abstract] | |
Lease, Cost [Table Text Block] | Total operating lease cost is comprised of the following: Three Months Ended Income Statement line item(s) May 1, May 3, (in millions) Operating lease cost Cost of revenues and selling, general and administrative expenses $ 17 $ 16 Variable lease cost Cost of revenues and selling, general and administrative expenses 5 4 Short-term lease cost Cost of revenues and selling, general and administrative expenses 6 1 Sublease income Cost of revenues and selling, general and administrative expenses (1 ) (1 ) Total lease cost $ 27 $ 20 |
Supplemental Balance Sheet Disclosures [Text Block] | The Company's ROU assets and lease liabilities consisted of the following: Balance Sheet line item May 1, January 31, (in millions) Operating lease ROU asset Operating lease right of use assets $ 250 $ 190 Operating lease current liability Accounts payable and accrued liabilities 54 34 Operating lease non-current liability Operating lease liabilities 218 172 Total operating lease liabilities $ 272 $ 206 |
OtherSupplementalLeaseInformation [Table Text Block] | Other supplemental operating lease information consists of the following: Three Months Ended May 1, May 3, (in millions) Cash paid for amounts included in the measurement of operating lease liabilities $ 19 $ 16 ROU assets obtained in exchange for new operating lease obligations $ 74 $ 11 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Maturities of operating lease liabilities as of May 1, 2020 were as follows: Fiscal Year Ending Total (in millions) Remainder of 2021 $ 44 2022 70 2023 48 2024 40 2025 31 Thereafter 71 Total minimum lease payments 304 Less: imputed interest (32 ) Present value of operating lease liabilities $ 272 |
Business Overview and Summary_4
Business Overview and Summary of Significant Accounting Policies - Narrative (Detail) $ in Millions | 3 Months Ended | |
May 01, 2020USD ($)segment | Jan. 31, 2020USD ($) | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Number of operating segments | 3 | |
Number of reportable segments | 1 | |
Operating cycle (greater than) | 1 year | |
Retained earnings | $ | $ 520 | $ 506 |
Forfeiture Support Associates J.V. [Member] | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Noncontrolling Interest, Ownership Percentage by Parent | 50.10% |
Business Overview and Summary_5
Business Overview and Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 | May 03, 2019 | Feb. 01, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 276 | $ 188 | ||
Restricted cash included in other assets | 13 | 10 | ||
Restricted Cash Equivalents, Current | 5 | 4 | ||
Cash, cash equivalents and restricted cash | $ 294 | $ 202 | $ 160 | $ 246 |
Business Overview and Summary_6
Business Overview and Summary of Significant Accounting Policies Significant Accounting Policies (Details) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Marketable Securities, Noncurrent | $ 21 | $ 27 |
Earnings Per Share and Divide_3
Earnings Per Share and Dividends (Detail) - $ / shares shares in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Computation Of Earnings Per Share [Line Items] | ||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.37 | $ 0.37 |
Basic weighted-average number of shares outstanding (in shares) | 57.9 | 59.3 |
Dilutive common share equivalents - stock options and other stock-based awards (in shares) | 0.6 | 0.7 |
Diluted weighted-average number of shares outstanding (in shares) | 58.5 | 60 |
Stock Options | ||
Computation Of Earnings Per Share [Line Items] | ||
Antidilutive stock options excluded (in shares) | 0.4 | 0.4 |
Dividend Declared [Member] | ||
Computation Of Earnings Per Share [Line Items] | ||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.37 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Increase (decrease) in income from change in contract estimates | $ 78 | $ 93 |
Increase (decrease) in income from change in contract estimates per diluted share (in dollars per share) | $ 0.62 | $ 0.92 |
Net income | $ 36 | $ 55 |
Contract with customer, performance obligation satisfied in previous period | 4 | |
Contract with Customer, Liability, Revenue Recognized | 17 | 13 |
Remaining performance obligation | 4,700 | |
Change in Accounting Method Accounted for as Change in Estimate | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Increase (decrease) in income from change in contract estimates | $ 3 | $ 8 |
Increase (decrease) in income from change in contract estimates per diluted share (in dollars per share) | $ 0.03 | $ 0.11 |
Net income | $ 2 | |
Pre-contract costs | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Capitalized Contract Cost, Amortization | $ 3 | $ 1 |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 1,757 | $ 1,615 |
Prime contractor to federal government | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 1,588 | 1,434 |
Subcontractor to federal government | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 134 | 152 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 35 | 29 |
Cost reimbursement | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 970 | 921 |
Time and materials (T&M) | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 374 | 325 |
Firm-fixed price (FFP) | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 413 | 369 |
Department of Defense | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 859 | 864 |
Other federal government agencies | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | 863 | 722 |
Commercial, state and local | ||
Disaggregation of Revenue [Line Items] | ||
Total revenues | $ 35 | $ 29 |
Revenues - Contract Related Ass
Revenues - Contract Related Assets and Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | ||
May 01, 2020 | May 03, 2019 | Jan. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Allowance for doubtful accounts | $ 4 | $ 4 | |
Contract with Customer, Liability, Revenue Recognized | 17 | $ 13 | |
Receivables, net | |||
Disaggregation of Revenue [Line Items] | |||
Billed and billable receivables, net | 741 | 720 | |
Contract assets | 329 | 379 | |
Accounts payable and accrued liabilities | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities - current | 101 | 41 | |
Other long-term liabilities | |||
Disaggregation of Revenue [Line Items] | |||
Contract liabilities - non-current | 13 | 10 | |
Contract retentions | Other assets | |||
Disaggregation of Revenue [Line Items] | |||
Contract assets | $ 19 | $ 17 |
Revenues - Deferred Costs (Deta
Revenues - Deferred Costs (Details) - USD ($) $ in Millions | 3 Months Ended | ||
May 01, 2020 | May 03, 2019 | Jan. 31, 2020 | |
Pre-contract costs | |||
Capitalized Contract Cost [Line Items] | |||
Capitalized Contract Cost, Amortization | $ 3 | $ 1 | |
Fulfillment costs - non-current | |||
Capitalized Contract Cost [Line Items] | |||
Capitalized Contract Cost, Amortization | 1 | $ 1 | |
Inventory, prepaid expenses and other current assets | Pre-contract costs | |||
Capitalized Contract Cost [Line Items] | |||
Deferred costs | 2 | $ 3 | |
Other assets | Fulfillment costs - non-current | |||
Capitalized Contract Cost [Line Items] | |||
Deferred costs | $ 13 | $ 12 |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligations (Details) | May 01, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-08-02 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation (percent) | 85.00% |
Revenue, remaining performance obligation, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-07-31 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation (percent) | 90.00% |
Revenue, remaining performance obligation, period | 1 year |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Millions | Mar. 13, 2020 | May 01, 2020 | May 03, 2019 |
Business Acquisition [Line Items] | |||
Business Combination, Acquisition Related Costs | $ 20 | $ 0 | |
Payments to Acquire Businesses, Gross | 1,196 | 0 | |
Payments of Debt Issuance Costs | 27 | $ 0 | |
Unisys Federal [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 104 | ||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 11 | ||
Business Combination, Acquisition Related Costs | $ 47 | ||
Payments to Acquire Businesses, Gross | 1,200 | ||
Payments of Debt Issuance Costs | $ 27 |
Acquisitions Fair Values of Ass
Acquisitions Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | May 01, 2020 | Mar. 13, 2020 | Jan. 31, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,754 | $ 2,139 | |
Unisys Federal [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | $ 114 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory, Current Assets, Prepaid Expense and Other Assets | 14 | ||
Goodwill | 615 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 548 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 4 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed Operating Lease Right of Use Asset | 43 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets Including Goodwill | 1,339 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable and Accrued Liabilities | 105 | ||
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Current Liabilities Accrued Payroll And Employee Benefits | 7 | ||
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Operating Lease Liabilities | 30 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 1 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 143 | ||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 1,196 | ||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 615 |
Acquisitions Fair Value of Inta
Acquisitions Fair Value of Intangible Assets and Related Weighted Average Useful Lives (Details) - Unisys Federal [Member] $ in Millions | Mar. 13, 2020USD ($) |
Business Acquisition [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 548 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years |
Order or Production Backlog [Member] | |
Business Acquisition [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 30 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Technology-Based Intangible Assets [Member] | |
Business Acquisition [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 8 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 1 year |
Customer Relationships [Member] | |
Business Acquisition [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 510 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 13 years |
Acquisitions Acquisition, Integ
Acquisitions Acquisition, Integration, and Restructuring (Details) - USD ($) $ in Millions | Mar. 13, 2020 | May 01, 2020 | May 03, 2019 |
Business Acquisition [Line Items] | |||
Business Combination, Integration Related Costs | $ 9 | $ 10 | |
Business Combination, Acquisition Related Costs | 20 | 0 | |
Acquisition and integration costs | 29 | 10 | |
Restructuring Costs | 4 | $ 4 | |
Unisys Federal [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Integration Related Costs | 3 | ||
Business Combination, Acquisition Related Costs | $ 47 | ||
Engility Holdings Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Business Combination, Integration Related Costs | $ 6 |
Acquisitions Pro Forma Earnings
Acquisitions Pro Forma Earnings (Details) - Unisys Federal [Member] - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Business Acquisition [Line Items] | ||
Business Acquisition, Pro Forma Revenue | $ 1,847 | $ 1,756 |
Business Acquisition, Pro Forma Net Income (Loss) | $ 53 | $ 39 |
Restructuring (Details)
Restructuring (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Severance Costs | $ 1 | $ 3 |
Other Restructuring Costs | 3 | 1 |
Restructuring Costs | 4 | 4 |
Integration of Engility [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and Related Cost, Incurred Cost | 50 | |
Severance Costs | 38 | |
Other Restructuring Costs | 12 | |
Restructuring and Related Cost, Expected Cost | 2 | |
Employee Severance [Member] | Integration of Engility [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Payments for Restructuring | 2 | $ 5 |
Other Restructuring [Member] | Integration of Engility [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Payments for Restructuring | $ 3 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Details) - USD ($) | 3 Months Ended | ||
May 01, 2020 | May 03, 2019 | Jan. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 2,754,000,000 | $ 2,139,000,000 | |
Goodwill, Period Increase (Decrease) | 615,000,000 | ||
Goodwill, Impairment Loss | 0 | $ 0 | |
Amortization of Intangible Assets | 26,000,000 | 25,000,000 | |
Impairment of Intangible Assets, Finite-lived | $ 0 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets Intangible Assets (Details) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 1,401 | $ 853 |
Finite-Lived Intangible Assets, Accumulated Amortization | (168) | (142) |
Finite-Lived Intangible Assets, Net | 1,233 | 711 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 1,361 | 851 |
Finite-Lived Intangible Assets, Accumulated Amortization | (163) | (142) |
Finite-Lived Intangible Assets, Net | 1,198 | 709 |
Order or Production Backlog [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 30 | 0 |
Finite-Lived Intangible Assets, Accumulated Amortization | (4) | 0 |
Finite-Lived Intangible Assets, Net | 26 | 0 |
Technology-Based Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 10 | 2 |
Finite-Lived Intangible Assets, Accumulated Amortization | (1) | 0 |
Finite-Lived Intangible Assets, Net | $ 9 | $ 2 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets Intangible Assets Amortization (Details) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Finite-Lived Intangible Asset, Expected Amortization, Remainder of Fiscal Year | $ 106 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Two | 108 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Three | 105 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Four | 102 | |
Finite-Lived Intangible Asset, Expected Amortization, Year Five | 102 | |
Finite-Lived Intangible Asset, Expected Amortization, after Year Five | 710 | |
Finite-Lived Intangible Assets, Net | $ 1,233 | $ 711 |
Income Taxes (Detail)
Income Taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
Income Taxes [Line Items] | ||
Effective income tax rate | 17.50% | 19.80% |
Liabilities for uncertainty in income taxes | $ 53 | |
Unrecognized tax benefits | $ 52 |
Debt Obligations - Long-term De
Debt Obligations - Long-term Debt (Detail) - USD ($) | May 01, 2020 | Mar. 13, 2020 | Jan. 31, 2020 |
Debt Instrument [Line Items] | |||
Principal amount of long-term debt | $ 2,925,000,000 | $ 1,941,000,000 | |
Unamortized debt issuance costs, total long-term debt | (41,000,000) | (20,000,000) | |
Total long-term debt | 2,884,000,000 | 1,921,000,000 | |
Less current portion | 83,000,000 | 70,000,000 | |
Debt Issuance Costs, Current, Net | 0 | 0 | |
Principal amount of long-term debt, net of current portion | 2,842,000,000 | 1,871,000,000 | |
Unamortized debt issuance costs, total long-term debt, net of current portion | (41,000,000) | (20,000,000) | |
Total long-term debt, net of current portion | $ 2,801,000,000 | 1,851,000,000 | |
Term Loan A Facility Commitment Due October Two Thousand Twenty Three | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 1.90% | ||
Effective interest rate | 2.22% | ||
Principal amount of long-term debt | $ 891,000,000 | 904,000,000 | |
Unamortized debt issuance costs, total long-term debt | (8,000,000) | (9,000,000) | |
Total long-term debt | $ 883,000,000 | 895,000,000 | |
Term Loan B Facility Due October Two Thousand Twenty Five | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 2.28% | ||
Effective interest rate | 2.47% | ||
Principal amount of long-term debt | $ 1,034,000,000 | 1,037,000,000 | |
Unamortized debt issuance costs, total long-term debt | (11,000,000) | (11,000,000) | |
Total long-term debt | $ 1,023,000,000 | $ 1,026,000,000 | |
Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 2.65% | ||
Effective interest rate | 3.08% | 0.00% | |
Principal amount of long-term debt | $ 600,000,000 | $ 600,000,000 | $ 0 |
Unamortized debt issuance costs, total long-term debt | (16,000,000) | ||
Total long-term debt | $ 584,000,000 | $ 0 | |
Senior Notes Due April Two Thousand Twenty Eight | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 4.88% | 4.875% | |
Effective interest rate | 5.04% | 0.00% | |
Principal amount of long-term debt | $ 400,000,000 | $ 400,000,000 | $ 0 |
Unamortized debt issuance costs, total long-term debt | (6,000,000) | ||
Total long-term debt | 394,000,000 | $ 0 | |
Line of Credit [Member] | Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 2,900,000,000 | ||
Line of Credit [Member] | Revolving Credit Facility | Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 400,000,000 | ||
Line of Credit [Member] | Secured Debt [Member] | Term Loan A Facility Commitment Due October Two Thousand Twenty Three | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | 891,000,000 | ||
Line of Credit [Member] | Secured Debt [Member] | Term Loan B Facility Due October Two Thousand Twenty Five | |||
Debt Instrument [Line Items] | |||
Principal amount of long-term debt | 1,034,000,000 | ||
Line of Credit [Member] | Secured Debt [Member] | Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | |||
Debt Instrument [Line Items] | |||
Principal amount of long-term debt | $ 600,000,000 |
Debt Obligations - Narrative (D
Debt Obligations - Narrative (Detail) - USD ($) | Mar. 13, 2020 | Oct. 31, 2018 | Jul. 31, 2020 | May 01, 2020 | May 03, 2019 | Jan. 31, 2020 |
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 2,925,000,000 | $ 1,941,000,000 | ||||
Amortization of Debt Issuance Costs | 6,000,000 | $ 3,000,000 | ||||
Debt Issuance Costs, Net | 41,000,000 | 20,000,000 | ||||
Term Loan A Facility Commitment Due October Two Thousand Twenty Three | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 891,000,000 | 904,000,000 | ||||
Stated interest rate | 1.90% | |||||
Debt Issuance Costs, Net | $ 8,000,000 | 9,000,000 | ||||
Term Loan B Facility Due October Two Thousand Twenty Five | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 1,034,000,000 | 1,037,000,000 | ||||
Stated interest rate | 2.28% | |||||
Debt Issuance Costs, Net | $ 11,000,000 | 11,000,000 | ||||
Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 600,000,000 | $ 600,000,000 | 0 | |||
DebtInstrumentAmortizationRate | 0.25% | |||||
DebtPrepaymentFee | 1.00% | |||||
Stated interest rate | 2.65% | |||||
Debt Issuance Costs, Net | $ 16,000,000 | |||||
Senior Notes Due April Two Thousand Twenty Eight | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 400,000,000 | $ 400,000,000 | $ 0 | |||
Stated interest rate | 4.875% | 4.88% | ||||
Debt Issuance Costs, Net | $ 6,000,000 | |||||
Line of Credit [Member] | Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 2,900,000,000 | |||||
Second Amendmente to the Third Amended Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Issuance Costs, Gross | 27,000,000 | |||||
Amortization of Debt Issuance Costs | 5,000,000 | |||||
Debt Issuance Costs, Net | 22,000,000 | |||||
Second Amendmente to the Third Amended Credit Agreement [Member] | Term Loan B Facility Due October Two Thousand Twenty Five | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.875% | |||||
Second Amendmente to the Third Amended Credit Agreement [Member] | Term Loan B Facility Due October Two Thousand Twenty Five | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.875% | |||||
Second Amendmente to the Third Amended Credit Agreement [Member] | Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |||||
Second Amendmente to the Third Amended Credit Agreement [Member] | Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||||
First Amendment to the Third Amended Credit Agreement [Member] | Term Loan B Facility Due October Two Thousand Twenty Five | London Interbank Offered Rate (LIBOR) [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||
First Amendment to the Third Amended Credit Agreement [Member] | Term Loan B Facility Due October Two Thousand Twenty Five | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |||||
Revolving Credit Facility | Line of Credit [Member] | Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 400,000,000 | |||||
Secured Debt [Member] | Line of Credit [Member] | Term Loan A Facility Commitment Due October Two Thousand Twenty Three | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Face Amount | 891,000,000 | |||||
Secured Debt [Member] | Line of Credit [Member] | Term Loan B Facility Due October Two Thousand Twenty Five | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | 1,034,000,000 | |||||
Secured Debt [Member] | Line of Credit [Member] | Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term Debt, Gross | $ 600,000,000 | |||||
Subsequent Event | Term Loan B2 Facility Due March Two Thousand Twenty Seven [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of Long-term Debt | $ 125,000,000 |
Debt Obligations Debt Maturitie
Debt Obligations Debt Maturities (Details) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Debt Disclosure [Abstract] | ||
Long-Term Debt, Maturity, Remainder of Fiscal Year | $ 59 | |
Long-Term Debt, Maturity, Year Two | 72 | |
Long-Term Debt, Maturity, Year Three | 154 | |
Long-Term Debt, Maturity, Year Four | 668 | |
Long-Term Debt, Maturity, Year Five | 16 | |
Long-Term Debt, Maturity, after Year Five | 1,956 | |
Long-term Debt, Gross | $ 2,925 | $ 1,941 |
Derivative Instruments Design_3
Derivative Instruments Designated as Cash Flow Hedges - Schedule of Derivative Instruments (Detail) - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | Jan. 31, 2020 | |
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 1,328 | |
Asset Fair Value | (139) | $ (92) |
Interest rate swaps 1 | Interest Rate Swaps | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 278 | |
Pay fixed rate | 2.78% | |
Receive variable rate | 1-month LIBOR | |
Settlement and termination | Monthly through July 30, 2021 | |
Asset Fair Value | $ (8) | (6) |
Interest rate swaps 2 | Interest Rate Swaps | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 500 | |
Pay fixed rate | 3.07% | |
Receive variable rate | 1-month LIBOR | |
Settlement and termination | Monthly through October 31, 2025 | |
Asset Fair Value | $ (91) | (62) |
Interest rate swaps 3 | Interest Rate Swaps | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 550 | |
Pay fixed rate | 2.49% | |
Receive variable rate | 1-month LIBOR | |
Settlement and termination | Monthly through October 31, 2023 | |
Asset Fair Value | $ (40) | $ (24) |
Derivative Instruments Design_4
Derivative Instruments Designated as Cash Flow Hedges - Narrative (Detail) $ in Millions | May 01, 2020USD ($) |
Interest Rate Swaps | |
Derivative [Line Items] | |
Unrealized gains estimated to be reclassified from accumulated other comprehensive income into earnings in the next twelve months | $ 34 |
Changes in Accumulated Other _3
Changes in Accumulated Other Comprehensive Income by Component (Detail) - USD ($) $ in Millions | 3 Months Ended | |||
May 01, 2020 | May 03, 2019 | Jan. 31, 2020 | Feb. 01, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, before Tax | $ (108) | $ (24) | $ (72) | $ (14) |
Other Comprehensive Income (Loss), before Reclassifications, before Tax | (52) | (14) | ||
Other Comprehensive Income (Loss), Tax | 12 | 4 | ||
Other Comprehensive Income (Loss), Net of Tax | (36) | (10) | ||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 4 | 0 | ||
Accumulated Gain (Loss), Cash Flow Hedge, Including Noncontrolling Interest [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, before Tax | (103) | (24) | (67) | (14) |
Other Comprehensive Income (Loss), before Reclassifications, before Tax | (52) | (14) | ||
Other Comprehensive Income (Loss), Tax | 12 | 4 | ||
Other Comprehensive Income (Loss), Net of Tax | (36) | (10) | ||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | 4 | 0 | ||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, before Tax | (5) | 0 | $ (5) | $ 0 |
Other Comprehensive Income (Loss), before Reclassifications, before Tax | 0 | 0 | ||
Other Comprehensive Income (Loss), Tax | 0 | 0 | ||
Other Comprehensive Income (Loss), Net of Tax | 0 | 0 | ||
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax | $ 0 | $ 0 |
Sale of Receivables (Details)
Sale of Receivables (Details) - USD ($) $ in Millions | 3 Months Ended | ||
May 01, 2020 | Jan. 31, 2020 | Jan. 21, 2020 | |
Receivables [Abstract] | |||
TransfersOfFinancialAssetsAccountedForAsSalesMarpaMaximumCommitment | $ 300 | $ 200 | |
TransfersOfFinancialAssetsAccountedForAsSalesDiscountFee | 1 | ||
TransfersOfFinancialAssetsAccountedForAsSalesCashCollected | (606) | ||
TransferOfFinancialAssetsAccountedForAsSalesAmountOutstanding | 200 | $ 0 | |
TransferOfFinancialAssetsAccountedForAsSalesReceivablesSoldDuringPeriod | 806 | ||
TransfersOfFinancialAssetsAccountedForAsSalesCashCollectedNotRemittedToPurchaser | (59) | ||
TransferOfFinancialAssetsAccountedForAsSalesRemainingSoldReceivables | $ 141 |
Leases - Assets and Liabilitie
Leases - Assets and Liabilities, Leases (Details) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Assets and Liabilities, Lessee [Abstract] | ||
Operating Lease, Right-of-Use Asset | $ 250 | $ 190 |
Operating Lease, Liability, Current | 54 | 34 |
Operating Lease, Liability, Noncurrent | 218 | 172 |
Operating Lease, Liability | $ 272 | $ 206 |
Leases - Operating Lease Liabi
Leases - Operating Lease Liabilities, Payments Due (Details) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
Lessee, Operating Lease, Liability, to be Paid, Remainder of Fiscal Year | $ 44 | |
Operating Leases, Future Minimum Payments, Due in Two Years | 70 | |
Operating Leases, Future Minimum Payments, Due in Three Years | 48 | |
Operating Leases, Future Minimum Payments, Due in Four Years | 40 | |
Operating Leases, Future Minimum Payments, Due in Five Years | 31 | |
Operating Leases, Future Minimum Payments, Due Thereafter | 71 | |
Operating Leases, Future Minimum Payments Due | 304 | |
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | (32) | |
Operating Lease, Liability | $ 272 | $ 206 |
Leases - Other Supplemental Le
Leases - Other Supplemental Lease Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 03, 2019 | |
OtherSupplementalLeaseInformation [Abstract] | ||
Operating Lease, Payments | $ 19 | $ 16 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 74 | $ 11 |
Operating Lease, Weighted Average Remaining Lease Term | 6 years | |
Operating Lease, Weighted Average Discount Rate, Percent | 3.80% |
Leases - Lease, Cost (Details)
Leases - Lease, Cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
May 01, 2020 | May 04, 2018 | |
Lease, Cost [Abstract] | ||
Operating Lease, Cost | $ 17 | $ 16 |
Variable Lease, Cost | 5 | 4 |
Short-term Lease, Cost | 6 | 1 |
Sublease Income | (1) | (1) |
Lease, Cost | $ 27 | $ 20 |
Legal Proceedings and Other C_2
Legal Proceedings and Other Commitments and Contingencies (Detail) - USD ($) $ in Millions | May 01, 2020 | Jan. 31, 2020 |
Commitments And Contingencies [Line Items] | ||
Inventories, prepaid expenses and other current assets | $ 179 | $ 143 |
Government Investigations And Reviews | ||
Commitments And Contingencies [Line Items] | ||
Estimated net amounts to be refunded for potential adjustments | 49 | |
Letters of Credit | ||
Commitments And Contingencies [Line Items] | ||
Outstanding obligations | 10 | |
Surety Bonds | ||
Commitments And Contingencies [Line Items] | ||
Outstanding obligations | $ 18 |