Document and Entity Information
Document and Entity Information | 6 Months Ended |
Aug. 01, 2020shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Aug. 1, 2020 |
Document Fiscal Year Focus | 2020 |
Document Fiscal Period Focus | Q2 |
Trading Symbol | BURL |
Entity Registrant Name | BURLINGTON STORES, INC. |
Entity Central Index Key | 0001579298 |
Current Fiscal Year End Date | --01-30 |
Entity Filer Category | Large Accelerated Filer |
Entity Small Business | false |
Entity Emerging Growth Company | false |
Entity Common Stock, Shares Outstanding | 66,163,573 |
Entity Current Reporting Status | Yes |
Entity Shell Company | false |
Entity File Number | 001-36107 |
Entity Incorporation, State or Country Code | DE |
Entity Tax Identification Number | 80-0895227 |
Entity Address, Address Line One | 2006 Route 130 North |
Entity Address, City or Town | Burlington |
Entity Address, State or Province | NJ |
Entity Address, Postal Zip Code | 08016 |
City Area Code | 609 |
Local Phone Number | 387-7800 |
Entity Interactive Data Current | Yes |
Title of 12(b) Security | Common stock |
Security Exchange Name | NYSE |
Document Quarterly Report | true |
Document Transition Report | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of (Loss) Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | |
REVENUES: | ||||
Net sales | $ 1,009,882 | $ 1,656,363 | $ 1,807,877 | $ 3,284,910 |
Type of Revenue [Extensible List] | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember | us-gaap:ProductMember |
Other revenue | $ 2,446 | $ 5,659 | $ 5,974 | $ 11,306 |
Total revenue | 1,012,328 | 1,662,022 | 1,813,851 | 3,296,216 |
COSTS AND EXPENSES: | ||||
Cost of sales | 547,550 | 970,421 | 1,329,734 | 1,931,739 |
Selling, general and administrative expenses | 491,598 | 531,843 | 976,686 | 1,049,221 |
Costs related to debt issuances and amendments | 7 | 4,352 | (375) | |
Depreciation and amortization | 54,404 | 52,261 | 108,694 | 102,902 |
Impairment charges - long-lived assets | 1,077 | 3,001 | ||
Other income - net | (824) | (1,663) | (2,946) | (3,754) |
Loss on extinguishment of debt | 202 | |||
Interest expense | 28,359 | 13,435 | 43,052 | 26,805 |
Total costs and expenses | 1,122,164 | 1,566,304 | 2,462,775 | 3,106,538 |
(Loss) income before income tax (benefit) expense | (109,836) | 95,718 | (648,924) | 189,678 |
Income tax (benefit) expense | (63,055) | 11,151 | (268,415) | 27,346 |
Net (loss) income | $ (46,781) | $ 84,567 | $ (380,509) | $ 162,332 |
Net income per common stock - basic | $ (0.71) | $ 1.28 | $ (5.79) | $ 2.46 |
Net income per common stock - diluted | $ (0.71) | $ 1.26 | $ (5.79) | $ 2.40 |
Weighted average number of common stock - basic | 65,947 | 65,918 | 65,760 | 66,011 |
Weighted average number of common stock - diluted | 65,947 | 67,274 | 65,760 | 67,502 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive (Loss) Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (46,781) | $ 84,567 | $ (380,509) | $ 162,332 |
Interest rate derivative contracts: | ||||
Net unrealized losses arising during the period | (1,982) | (10,222) | (11,591) | (13,494) |
Reclassification into earnings during the period | 2,049 | 150 | 3,157 | (35) |
Other comprehensive income (loss), net of tax | 67 | (10,072) | (8,434) | (13,529) |
Total comprehensive (loss) income | $ (46,714) | $ 74,495 | $ (388,943) | $ 148,803 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Current assets: | |||
Cash and cash equivalents | $ 1,077,146 | $ 403,074 | $ 97,207 |
Restricted cash and cash equivalents | 6,582 | 6,582 | 21,882 |
Accounts receivable—net | 50,255 | 91,508 | 98,201 |
Merchandise inventories | 607,554 | 777,248 | 823,787 |
Assets held for disposal | 2,261 | ||
Prepaid and other current assets | 150,253 | 136,698 | 144,832 |
Total current assets | 1,891,790 | 1,417,371 | 1,185,909 |
Property and equipment—net | 1,431,476 | 1,403,173 | 1,317,562 |
Operating lease assets | 2,456,919 | 2,397,111 | 2,160,828 |
Tradenames | 238,000 | 238,000 | 238,000 |
Favorable leases—net | 634 | 731 | 829 |
Goodwill | 47,064 | 47,064 | 47,064 |
Deferred tax assets | 4,678 | 4,678 | 4,125 |
Other assets | 299,373 | 85,731 | 92,120 |
Total assets | 6,369,934 | 5,593,859 | 5,046,437 |
Current liabilities: | |||
Accounts payable | 492,349 | 759,107 | 690,597 |
Current operating lease liabilities | 277,211 | 302,185 | 277,411 |
Other current liabilities | 451,877 | 397,032 | 344,584 |
Current maturities of long term debt | 3,760 | 3,577 | 3,176 |
Total current liabilities | 1,225,197 | 1,461,901 | 1,315,768 |
Long term debt | 2,161,166 | 1,001,723 | 1,079,775 |
Long term operating lease liabilities | 2,390,344 | 2,322,000 | 2,069,613 |
Other liabilities | 113,580 | 97,798 | 94,601 |
Deferred tax liabilities | 217,387 | 182,288 | 171,543 |
Commitments and contingencies (Note 12) | |||
Stockholders’ equity: | |||
Preferred stock, $0.0001 par value: authorized: 50,000,000 shares; no shares issued and outstanding | |||
Common stock, $0.0001 par value: Authorized: 500,000,000 shares; Issued: 80,414,151 shares, 79,882,506 shares and 79,605,368 shares, respectively; Outstanding: 66,163,573 shares, 65,929,972 shares and 66,270,608 shares, respectively | 7 | 7 | 7 |
Additional paid-in-capital | 1,770,091 | 1,587,146 | 1,545,185 |
Accumulated (deficit) earnings | (175,712) | 204,797 | (97,987) |
Accumulated other comprehensive loss | (27,394) | (18,960) | (17,142) |
Treasury stock, at cost | (1,304,732) | (1,244,841) | (1,114,926) |
Total stockholders' equity | 262,260 | 528,149 | 315,137 |
Total liabilities and stockholders' equity | $ 6,369,934 | $ 5,593,859 | $ 5,046,437 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Statement Of Financial Position [Abstract] | |||
Preferred Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred Stock, Authorized | 50,000,000 | 50,000,000 | 50,000,000 |
Preferred Stock, Issued | 0 | 0 | 0 |
Preferred Stock, Outstanding | 0 | 0 | 0 |
Common Stock, Par Value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common Stock, Authorized | 500,000,000 | 500,000,000 | 500,000,000 |
Common Stock, Shares Issued | 80,414,151 | 79,882,506 | 79,605,368 |
Common Stock, Shares Outstanding | 66,163,573 | 65,929,972 | 66,270,608 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | ||
Aug. 01, 2020 | Aug. 03, 2019 | ||
OPERATING ACTIVITIES | |||
Net (loss) income | $ (380,509) | $ 162,332 | |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities | |||
Depreciation and amortization | 108,694 | 102,902 | |
Impairment charges—long-lived assets | 3,001 | ||
Amortization of deferred financing costs | 1,786 | 641 | |
Accretion of long term debt instruments | 9,146 | 406 | |
Deferred income taxes | (5,923) | (1,817) | |
Non-cash loss on extinguishment of debt | 202 | ||
Non-cash stock compensation expense | [1] | 30,045 | 20,974 |
Non-cash lease expense | 1,226 | 7,318 | |
Cash received from landlord allowances | 12,825 | 23,427 | |
Changes in assets and liabilities: | |||
Accounts receivable | 59,304 | (22,754) | |
Merchandise inventories | 169,694 | 129,890 | |
Prepaid and other current assets | (13,553) | (21,729) | |
Accounts payable | (269,750) | (158,675) | |
Other current liabilities | 10,131 | (16,189) | |
Other long term assets and long term liabilities | (216,888) | 1,829 | |
Other operating activities | 7,539 | 868 | |
Net cash (used in) provided by operating activities | (473,030) | 229,423 | |
INVESTING ACTIVITIES | |||
Cash paid for property and equipment | (133,722) | (163,480) | |
Lease acquisition costs | (459) | ||
Other investing activities | (395) | (44) | |
Net cash (used in) investing activities | (134,117) | (163,983) | |
FINANCING ACTIVITIES | |||
Proceeds from long term debt—Convertible Note | 805,000 | ||
Proceeds from long term debt—Secured Note | 300,000 | ||
Purchase of treasury shares | (59,891) | (193,165) | |
Proceeds from stock option exercises | 20,984 | 15,216 | |
Deferred financing costs | (28,815) | ||
Other financing activities | (6,059) | 542 | |
Net cash provided by (used in) financing activities | 1,281,219 | (80,507) | |
Increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents | 674,072 | (15,067) | |
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period | 409,656 | 134,156 | |
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period | 1,083,728 | 119,089 | |
Supplemental disclosure of cash flow information: | |||
Interest paid | 17,722 | 25,461 | |
Income tax payments - net | 8,754 | 70,628 | |
Non-cash investing activities: | |||
Accrued purchases of property and equipment | 60,693 | 47,754 | |
ABL senior secured revolving facility | |||
FINANCING ACTIVITIES | |||
Proceeds from long term debt | 400,000 | 1,053,500 | |
Principal payments on long term debt | $ (150,000) | $ (956,600) | |
[1] | The amounts presented in the table above exclude taxes. For the three and six month periods ended August 1, 2020, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.2 million and $6.0 million, respectively. For the three and six month periods ended August 3, 2019, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.9 million and $5.2 million, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Aug. 01, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation As of August 1, 2020, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), operated 739 retail stores. These unaudited Condensed Consolidated Financial Statements include the accounts of Burlington Stores, Inc. and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Condensed Consolidated Financial Statements are unaudited, but in the opinion of management reflect all adjustments (which are of a normal and recurring nature) necessary for the fair presentation of the results of operations for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 1, 2020 (Fiscal 2019 10-K). The balance sheet at February 1, 2020 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2019 10-K. Because of the COVID-19 pandemic discussed below, and because the Company’s business is seasonal in nature, the operating results for the three and six month periods ended August 1, 2020 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1, “Summary of Significant Accounting Policies,” included in Part II, Item 8 of the Fiscal 2019 10-K. Fiscal Year The Company defines its fiscal year as the 52- or 53-week period ending on the Saturday closest to January 31. The current fiscal year ending January 30, 2021 (Fiscal 2020) and the prior fiscal year ended February 1, 2020 (Fiscal 2019) both consist of 52 weeks. COVID-19 On March 11, 2020, the World Health Organization declared the novel coronavirus (known as COVID-19) outbreak to be a global pandemic. As a result, the Company began the temporary closing of some of its stores, and effective March 22, 2020, it made the decision to temporarily close all of its stores, distribution centers (other than sporadic processing of received inventory) and corporate offices to combat the rapid spread of COVID-19. These developments have caused significant disruptions to the Company’s business and have had a significant adverse impact on its financial condition, results of operations and cash flows, the continuing extent of which will be primarily based on a variety of factors, including the timing and extent of any recovery in traffic and consumer spending at the Company’s stores, as well as any future required store closures because of COVID-19 resurgences. The Company began reopening stores on May 11, 2020, with the majority of stores, as well as all distribution centers, re-opened by mid-June 2020, and substantially all stores re-opened by the end of the second quarter. However, the Company is In response to the COVID-19 pandemic and the temporary closing of stores, the Company provided two weeks of financial support to associates impacted by these store closures and by the shutdown of distribution centers. The Company temporarily furloughed most store and distribution center associates, as well as some corporate associates, but continued to provide benefits to furloughed associates, including paying 100% of their current medical benefit premiums. As of August 1, 2020, the Company has recalled all furloughed associates at its re-opened stores, as well as its corporate and distribution facilities. In order to maintain maximum financial flexibility during these uncertain times, the Company completed several debt transactions in the first quarter of Fiscal 2020. In March 2020, the Company borrowed $400 million on its existing $600 million senior secured asset-based revolving credit facility (the ABL Line of Credit) , $ 150 million of which was repaid during the second quarter . In April 2020, the Company issued $ 805 million of 2.25 % Converti ble Senior Notes due 2025 (the Convertible Notes ), and BCFWC issued $ 300 million of 6.25 % Seni or Secured Notes due 2025 (the Secured Notes ). Refer to Note 4, “Long Term Debt,” for further discussion regarding these debt transactions. Additionally, the Company took the following steps to further enhance its financial flexibility: • Carefully managed operating expenses, working capital and capital expenditures, including ceasing substantially all buying activity while stores were closed. The Company has subsequently resumed its buying activities, while continuing its conservative approach toward operating expenses and capital expenditures. • Negotiated rent deferral agreements with landlords. • Suspended the Company’s share repurchase program. • The Company’s CEO voluntarily agreed to not take a salary; the Company’s board of directors voluntarily forfeited their cash compensation; the Company’s executive leadership team voluntarily agreed to decrease their salary by 50%, and smaller salary reductions were temporarily put in place for all employees through a certain level. This compensation has been reinstated now that substantially all of the Company’s stores have reopened. • The annual incentive bonus payments related to Fiscal 2019 performance were delayed to the second quarter of Fiscal 2020, and merit pay increases for Fiscal 2020 were delayed to the third quarter of Fiscal 2020. Due to the aging of inventory related to the temporary store closures discussed above, as well as the impact of seasonality on the Company’s merchandise, the Company recognized inventory markdown reserves of $271.9 million during the three month period ended May 2, 2020. These reserves covered markdowns taken during the second quarter of Fiscal 2020. These charges were included in “Cost of sales” on the Company’s Condensed Consolidated Statement of (Loss) Income. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was signed into law, which provides emergency economic assistance for American workers, families and businesses affected by the COVID-19 pandemic. The economic relief package includes government loan enhancement programs and various tax provisions to help improve liquidity for American businesses. Based on the Company’s evaluation of the CARES Act, the Company believes that it qualifies for certain employer refundable payroll credits, deferral of applicable payroll taxes, net operating loss (NOL) carrybacks and immediate expensing for eligible qualified improvement property. The Company recorded a tax benefit of $24.8 million and $87.3 million in its effective income tax rate for the three and six month periods ended August 1, 2020, respectively, for the increased benefit from NOL carrybacks to earlier years when the tax rate was higher than the current year. The Company estimates that it will obtain a tax refund of $221.2 million from the carryback of federal NOLs, which is included in the line item “Other assets” on the Company’s Condensed Consolidated Balance Sheet. Refer to Note 8, “Income Taxes” for further discussion. The Company could experience other potential adverse impacts as a result of the COVID-19 pandemic, including, but not limited to, charges from adjustments to the carrying amount of goodwill and other intangible assets or long-lived asset impairment charges. In addition, the negative impacts of the COVID-19 pandemic may result in further changes in the amount of valuation allowance required. Actual results may differ materially from the Company’s current estimates as the scope of the COVID-19 pandemic evolves, depending largely, though not exclusively, on the duration and extent of the disruption to its business. Recently Adopted Accounting Standards Reference Rate Reform On March 12, 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which aims to address accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The amendments in this update provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The optional amendments are effective for all entities as of March 12, 2020, through December 31, 2022. The Company intends to elect to apply certain of the optional expedients when evaluating the impact of reference rate reform on its debt and derivative instruments that reference LIBOR. Intangible Assets On January 26, 2017, the FASB issued ASU 2017-04, “Intangibles—Goodwill and Other: Simplifying the Test for Goodwill Impairment,” which aims to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, goodwill impairment will be measured as the amount by which the carrying value exceeds the fair value. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The new guidance became effective for the Company as of the beginning of Fiscal 2020. Adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements and notes thereto. In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” This ASU requires that implementation costs incurred in a hosting arrangement that is a service contract be assessed in accordance with the existing guidance in Subtopic 350-40, “Internal-Use Software.” Accordingly, costs incurred during the preliminary project stage must be expensed as incurred, while costs incurred during the application development stage must be capitalized. Capitalized implementation costs associated with a hosting arrangement that is a service contract must be expensed over the term of the hosting arrangement. Additionally, the new guidance requires that the expense of these capitalized costs be presented in the same line item in the statements of income as the fees associated with the hosting element of the arrangement. The new guidance became effective for the Company as of the beginning of Fiscal 2020. Adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements and notes thereto. Pending Accounting Standards Convertible Debt On August 5, 2020, the FASB issued ASU 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity,” which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments. The new guidance removes from GAAP the separation models for convertible debt with a cash conversion feature. As a result, after adopting the guidance, entities will no longer separately present imbedded conversion features in equity, and will instead account for the convertible debt wholly as debt. Among other things, the new guidance also requires use of the if-converted method when calculating the dilutive impact of convertible debt on earnings per share. The new guidance will be effective for fiscal years beginning after December 15, 2021 and interim periods within those years, and may be early adopted for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Entities can elect either the full or modified retrospective method of adoption. While the Company is still in the process of determining the impact of adopting this guidance, it does anticipate that the new guidance will have a material impact on its consolidated financial statements and notes thereto. The Company anticipates a significant reclassification from equity to debt, as well as a reduction in interest expense, due to eliminating the amortization of the debt discount. Additionally, this guidance may cause a change to our diluted share count in certain periods. There were no other new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements and notes thereto during the three and six month periods ended August 1, 2020, and there were no other new accounting standards or pronouncements that were issued but not yet effective as of August 1, 2020 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective. |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Aug. 01, 2020 | |
Stockholders Equity Note [Abstract] | |
Stockholders’ Equity | 2. Stockholders’ Equity Activity for the three and six month periods ended August 1, 2020 and August 3, 2019 in the Company’s stockholders’ equity are summarized below: (in thousands, except share data) Common Stock Additional Paid-in Accumulated Accumulated Other Comprehensive Treasury Stock Shares Amount Capital Earnings (Deficit) Loss Shares Amount Total Balance at February 1, 2020 79,882,506 $ 7 $ 1,587,146 $ 204,797 $ (18,960 ) (13,952,534 ) $ (1,244,841 ) $ 528,149 Net loss — — — (333,728 ) — — — (333,728 ) Stock options exercised 180,950 — 1,454 — — — — 1,454 Shares used for tax withholding — — — — — (41,363 ) (7,383 ) (7,383 ) Shares purchased as part of publicly announced programs — — — — — (243,573 ) (50,158 ) (50,158 ) Vesting of restricted shares, net of forfeitures of 4,166 restricted shares 20,715 — — — — — — — Stock based compensation — — 17,352 — — — — 17,352 Equity component of convertible notes issuance, net — — 131,916 — — — — 131,916 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $3.6 million — — — — (9,609 ) — — (9,609 ) Amount reclassified into earnings, net of related taxes of $0.4 million — — — — 1,108 — — 1,108 Balance at May 2, 2020 80,084,171 7 1,737,868 (128,931 ) (27,461 ) (14,237,470 ) (1,302,382 ) 279,101 Net loss — — — (46,781 ) — — — (46,781 ) Stock options exercised 324,500 — 19,530 — — — — 19,530 Shares used for tax withholding — — — — — (13,108 ) (2,350 ) (2,350 ) Vesting of restricted shares, net of forfeitures of 2,499 restricted shares 5,480 — — — — — — — Stock based compensation — — 12,693 — — — — 12,693 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $0.7 million — — — — (1,982 ) — — (1,982 ) Amount reclassified into earnings, net of related taxes of $0.8 million — — — — 2,049 — — 2,049 Balance at August 1, 2020 80,414,151 $ 7 $ 1,770,091 $ (175,712 ) $ (27,394 ) (14,250,578 ) $ (1,304,732 ) $ 262,260 (in thousands, except share data) Common Stock Additional Paid-in Accumulated Accumulated Other Comprehensive Treasury Stock Shares Amount Capital Deficit Loss Shares Amount Total Balance at February 2, 2019 79,224,669 $ 7 $ 1,508,996 $ (260,919 ) $ (3,613 ) (12,079,572 ) $ (921,761 ) $ 322,710 Net income — — — 77,765 — — — 77,765 Stock options exercised 110,493 — 1,821 — — — — 1,821 Shares used for tax withholding — — — — — (45,447 ) (7,538 ) (7,538 ) Shares purchased as part of publicly announced programs — — — — — (841,460 ) (122,780 ) (122,780 ) Forfeiture of restricted shares, net of issuance of 1,759 restricted shares (2,585 ) — — — — — — — Stock based compensation — — 9,427 — — — — 9,427 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $1.3 million — — — — (3,272 ) — — (3,272 ) Amount reclassified into earnings, net of related taxes of $0.1 million — — — — (185 ) — — (185 ) Cumulative-effect adjustment — — — 600 — — — 600 Balance at May 4, 2019 79,332,577 7 1,520,244 (182,554 ) (7,070 ) (12,966,479 ) (1,052,079 ) 278,548 Net income — — — 84,567 — — — 84,567 Stock options exercised 280,955 — 13,394 — — — — 13,394 Shares used for tax withholding — — — — — (67,539 ) (11,521 ) (11,521 ) Shares purchased as part of publicly announced programs — — — — — (300,742 ) (51,326 ) (51,326 ) Forfeiture of restricted shares (8,164 ) — — — — — — — Stock based compensation — — 11,547 — — — — 11,547 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $3.9 million — — — — (10,222 ) — — (10,222 ) Amount reclassified into earnings, net of related taxes of $0.1 million — — — — 150 — — 150 Balance at August 3, 2019 79,605,368 $ 7 $ 1,545,185 $ (97,987 ) $ (17,142 ) (13,334,760 ) $ (1,114,926 ) $ 315,137 |
Lease Commitments
Lease Commitments | 6 Months Ended |
Aug. 01, 2020 | |
Leases [Abstract] | |
Lease Commitments | 3. Lease Commitments The Company’s leases primarily consist of stores, distribution facilities and office space under operating and finance leases that will expire principally during the next 30 years. The leases typically include renewal options at five year intervals and escalation clauses. Lease renewals are only included in the lease liability to the extent that they are reasonably assured of being exercised. The Company’s leases typically provide for contingent rentals based on a percentage of gross sales. Contingent rentals are not included in the lease liability, and they are recognized as variable lease cost when incurred. As a result of the COVID-19 pandemic and the associated store closures discussed above, the Company worked with landlords to modify payment terms for certain leases. The FASB has provided relief under ASC 842, “Leases,” related to the COVID-19 pandemic. Under this relief, companies can make a policy election on how to treat lease concessions resulting directly from COVID-19, provided that the modified contracts result in total cash flows that are substantially the same or less than the cash flows in the original contract. The Company has made the policy election to account for lease concessions that result from the COVID-19 pandemic as if they were made as enforceable rights under the original contract. Additionally, the Company has elected to account for these concessions outside of the lease modification framework described under ASC 842. As a result, deferred payments related to these leases of $47.9 million are included in the line item “Other current liabilities” on the Company’s Condensed Consolidated Balance Sheet. The following is a schedule of the Company’s future lease payments: (in thousands) Fiscal Year Operating Leases Finance Leases 2020 (remainder) $ 190,025 $ 3,081 2021 450,918 6,841 2022 433,387 7,513 2023 410,257 7,589 2024 373,917 7,417 2025 339,930 5,298 Thereafter 1,160,133 33,353 Total future minimum lease payments 3,358,567 71,092 Amount representing interest (691,012 ) (22,244 ) Total lease liabilities 2,667,555 48,848 Less: current portion of lease liabilities (277,211 ) (3,760 ) Total long term lease liabilities $ 2,390,344 $ 45,088 Weighted average discount rate 5.4 % 6.9 % Weighted average remaining lease term (years) 8.5 11.9 The above schedule excludes approximately $332.8 million for 51 stores that the Company has committed to open or relocate but has not yet taken possession of the space. The discount rates used in valuing the Company’s leases are not readily determinable, and are based on the Company’s incremental borrowing rate on a fully collateralized basis. The following is a schedule of net lease costs for the periods indicated: (in thousands) Three Months Ended Six Months Ended Three Months Ended Six Months Ended August 1, 2020 August 1, 2020 August 3, 2019 August 3, 2019 Finance lease cost: Amortization of finance lease asset (a) $ 1,211 $ 2,422 $ 972 $ 1,945 Interest on lease liabilities (b) 857 1,729 641 1,296 Operating lease cost (c) 109,592 218,565 101,504 202,428 Variable lease cost (c) 45,643 86,861 38,442 77,261 Total lease cost 157,303 309,577 141,559 282,930 Less all rental income(d) (1,265 ) (2,513 ) (1,233 ) (2,473 ) Total net rent expense (e) $ 156,038 $ 307,064 $ 140,326 $ 280,457 (a) Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of (Loss) Income. (b) Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of (Loss) Income. (c) Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of (Loss) Income. (d) Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of (Loss) Income. (e) Excludes an immaterial amount of short-term lease cost. Supplemental cash flow disclosures related to leases are as follows: (in thousands) Six Months Ended Six Months Ended August 1, 2020 August 3, 2019 Cash paid for amounts included in the measurement of lease liabilities: Cash payments arising from operating lease liabilities (a) $ 169,391 $ 198,287 Cash payments for the principal portion of finance lease liabilities (b) $ 1,743 $ 1,407 Cash payments for the interest portion of finance lease liabilities (a) $ 1,729 $ 1,296 Supplemental non-cash information: Operating lease liabilities arising from obtaining right-of-use assets $ 228,344 $ 273,030 (a) Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. (b) Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. |
Long Term Debt
Long Term Debt | 6 Months Ended |
Aug. 01, 2020 | |
Debt Disclosure [Abstract] | |
Long Term Debt | 4. Long Term Debt Long term debt consists of: (in thousands) August 1, February 1, August 3, 2020 2020 2019 $1,200,000 senior secured term loan facility (Term B-5 Loans), LIBOR (with a floor of 0.00%) plus 1.75% $ 958,025 $ 957,505 $ 957,099 $805,000 convertible senior notes, 2.25%, matures on April 15, 2025 633,076 — — $300,000 senior secured notes, 6.25%, matures on April 15, 2025 300,000 — — $600,000 ABL senior secured revolving facility, LIBOR plus spread based on average outstanding balance, matures on June 29, 2023 250,000 — 96,900 Finance lease obligations 48,848 50,130 31,541 Unamortized deferred financing costs (25,023 ) (2,335 ) (2,589 ) Total debt 2,164,926 1,005,300 1,082,951 Less: current maturities (3,760 ) (3,577 ) (3,176 ) Long term debt, net of current maturities $ 2,161,166 $ 1,001,723 $ 1,079,775 Term Loan Facility On February 26, 2020, the Company entered into Amendment No. 8 (the Eighth Amendment) to the Term Loan Credit Agreement governing its senior secured credit term loan facility (the Term Loan Facility). The Eighth Amendment, among other things, reduced the interest rate margins applicable to the Term Loan Facility from 1.00% to 0.75%, in the case of prime rate loans, and from 2.00% to 1.75%, in the case of LIBOR loans, with the LIBOR floor remaining at 0.00%. In connection with the execution of the Eighth Amendment, the Company incurred fees of $1.1 million, primarily related to legal and placement fees, which were recorded in the line item “Costs related to debt issuances and amendments” in the Company’s Condensed Consolidated Statement of (Loss) Income. Additionally, the Company recognized a non-cash loss on the extinguishment of debt of $0.2 million, representing the write-off of unamortized deferred financing costs and original issue discount, which was recorded in the line item “Loss on extinguishment of debt” in the Company’s Condensed Consolidated Statement of (Loss) Income. At August 1, 2020 and August 3, 2019, the Company’s interest rate related to the Term Loan Facility was 1.9 Convertible Notes On April 16, 2020, the Company issued $805 million of Convertible Notes. An aggregate of up to 3,656,149 shares of common stock may be issued upon conversion of the Convertible Notes, which number is subject to adjustment up to an aggregate of 4,844,410 shares following certain corporate events that occur prior to the maturity date or if the Company issues a notice of redemption, and which is also subject to certain anti-dilution adjustments. The Convertible Notes are general unsecured obligations of the Company. The Convertible Notes bear interest at a rate of 2.25% per year, payable semi-annually in cash, in arrears, on April 15 and October 15 of each year, beginning on October 15, 2020. The Convertible Notes will mature on April 15, 2025, unless earlier converted, redeemed or repurchased. Prior to the close of business on the business day immediately preceding January 15, 2025, the Convertible Notes will be convertible at the option of the holders only upon the occurrence of certain events and during certain periods. Thereafter, the Convertible Notes will be convertible at the option of the holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. The Convertible Notes have an initial conversion rate of 4.5418 shares per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $220.18 per share of the Company’s common stock), subject to adjustment if certain events occur. The initial conversion price represents a conversion premium of approximately 32.50% over $166.17 per share, the last reported sale price of the Company’s common stock on April 13, 2020 (the pricing date of the offering) on the New York Stock Exchange. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of its common stock or a combination of cash and shares of its common stock, at its election. The Company may not redeem the Convertible Notes prior to April 15, 2023. On or after April 15, 2023, the Company will be able to redeem for cash all or any portion of the Convertible Notes, at its option, if the last reported sale price of the Company’s common stock is equal to or greater than 130% of the conversion price for a specified period of time, at a redemption price equal to 100% of the principal aggregate amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Holders of the Convertible Notes may require the Company to repurchase their Convertible Notes upon the occurrence of certain events that constitute a fundamental change under the indenture governing the Convertible Notes at a purchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of repurchase. In connection with certain corporate events or if the Company issues a notice of redemption, it will, under certain circumstances, increase the conversion rate for holders who elect to convert their Convertible Notes in connection with such corporate event or during the relevant redemption period for such Convertible Notes. The Convertible Notes contain a cash conversion feature, and as a result, the Company has separated it into liability and equity components. The Company valued the liability component based on its borrowing rate for a similar debt instrument that does not contain a conversion feature. The equity component, which is recognized as a debt discount, was valued as the difference between the face value of the Convertible Notes and the fair value of the liability component. In connection with the Convertible Notes issuance, the Company incurred deferred financing costs of $21.0 million, primarily related to fees paid to the bookrunners of the offering, as well as legal, accounting and rating agency fees. These costs were allocated on a pro rata basis, with $16.4 million allocated to the debt component and $4.6 million allocated to the equity component. The debt discount and the debt portion of the deferred costs are being amortized to interest expense over the term of the Convertible Notes at an effective interest rate of 8.2%. The Convertible Notes consist of the following components as of the periods indicated: (in thousands) August 1, February 1, August 3, 2020 2020 2019 Liability component: Principal $ 805,000 $ — $ — Unamortized debt discount (171,924 ) — — Unamortized deferred debt costs (15,571 ) — — Net carrying amount $ 617,505 $ — $ — Equity component, net $ 131,916 $ — $ — Interest expense related to the Convertible Notes consists of the following as of the periods indicated: (in thousands) Three Months Ended Six Months Ended Three Months Ended Six Months Ended August 1, 2020 August 1, 2020 August 3, 2019 August 3, 2019 Coupon interest $ 4,513 $ 5,356 $ — $ — Amortization of debt discount 7,387 8,753 — — Amortization of deferred debt costs 672 793 — — Convertible Notes interest expense $ 12,572 $ 14,902 $ — $ — Secured Notes On April 16, 2020, BCFWC issued $300 million of Secured Notes. The Secured Notes are senior, secured obligations of BCFWC, and interest is payable semiannually in cash, in arrears, at a rate of 6.25% per annum on April 15 and October 15 of each year, beginning on October 15, 2020. The Secured Notes are guaranteed on a senior secured basis by Burlington Coat Factory Holdings, LLC, Burlington Coat Factory Investments Holdings, Inc. and BCFWC’s subsidiaries that guarantee the loans under the Term Loan Facility. The Secured Notes mature on April 15, 2025, unless earlier redeemed or repurchased. In connection with the Secured Notes issuance, the Company incurred deferred financing costs of $7.8 million, primarily related to fees paid to the bookrunners of the offering, as well as legal fees. These costs are being amortized to interest expense over the term of the Secured Notes. The Company incurred additional costs of $3.2 million, primarily related to legal fees, which are recorded in the line item, “Costs related to debt issuances and amendments” in the Company’s Condensed Consolidated Statement of (Loss) Income. ABL Line of Credit On March 17, 2020, the Company borrowed $400 million under the ABL Line of Credit as a precautionary measure in order to increase the Company’s cash position and facilitate financial flexibility in light of the uncertainty resulting from COVID-19. The Company repaid $150 million of this amount during the second quarter of Fiscal 2020. At August 1, 2020, the Company had $120.4 million available under the ABL Line of Credit. The maximum borrowings under the ABL Line of Credit during the three and six month periods ended August 1, 2020 amounted to $400.0 million. Average borrowings during the three and six month periods ended August 1, 2020 amounted to $372.0 million and $289.3 million, respectively, at an average interest rate of 2.1% in both periods. At August 3, 2019, the Company had $428.6 million available under the ABL Line of Credit. The maximum borrowings under the ABL Line of Credit during the three and six month periods ended August 3, 2019 amounted to $245.0 million and $255.0 million, respectively. Average borrowings during the three and six month periods ended August 3, 2019 amounted to $146.0 million and $146.7 million, respectively, at an average interest rate of 3.7% in both periods. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Aug. 01, 2020 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | 5. Derivative Instruments and Hedging Activities The Company accounts for derivatives and hedging activities in accordance with ASC Topic No. 815, “Derivatives and Hedging” (Topic No. 815). As required by Topic No. 815, the Company records all derivatives on the balance sheet at fair value and adjusts to market on a quarterly basis. In addition, to comply with the provisions of ASC Topic No. 820, “Fair Value Measurements” (Topic No. 820), credit valuation adjustments, which consider the impact of any credit enhancements to the contracts, are incorporated in the fair values to account for potential nonperformance risk. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered any applicable credit enhancements such as collateral postings, thresholds, mutual puts, and guarantees. In accordance with Topic No. 820, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. There is no impact of netting, because the Company has only one derivative. The Company classifies its derivative valuations in Level 2 of the fair value hierarchy. Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish these objectives, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. As of August 1, 2020, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Instruments Notional Aggregate Principal Amount Interest Cap/Swap Rate Maturity Date Interest rate swap contract One $ 450.0 million 2.72% December 29, 2023 Tabular Disclosure The table below presents the fair value of the Company’s derivative financial instruments on a gross basis as well as their classification on the Company’s Condensed Consolidated Balance Sheets: (in thousands) Fair Values of Derivative Instruments August 1, 2020 February 1, 2020 August 3, 2019 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Interest rate swap contract Other liabilities $ 37,798 Other liabilities $ 26,220 Other liabilities $ 23,703 The following table presents the unrealized gains and losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative financial instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Interest Rate Derivatives: August 1, 2020 August 3, 2019 August 1, 2020 August 3, 2019 Unrealized losses, before taxes $ (2,730 ) $ (14,133 ) $ (15,894 ) $ (18,656 ) Income tax benefit 748 3,911 4,303 5,162 Unrealized losses, net of taxes $ (1,982 ) $ (10,222 ) $ (11,591 ) $ (13,494 ) The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Component of Earnings: August 1, 2020 August 3, 2019 August 1, 2020 August 3, 2019 Interest expense $ 2,820 $ 200 $ 4,352 $ (56 ) Income tax (benefit) expense (771 ) (50 ) (1,195 ) 21 Net reclassification into earnings $ 2,049 $ 150 $ 3,157 $ (35 ) The Company estimates that approximately $11.5 million will be reclassified from accumulated other comprehensive loss into interest expense during the next twelve months. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Aug. 01, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 6. Accumulated Other Comprehensive Loss Amounts included in accumulated other comprehensive loss are recorded net of the related income tax effects. The following table details the changes in accumulated other comprehensive loss: (in thousands) Derivative Instruments Balance at February 1, 2020 $ (18,960 ) Unrealized losses, net of related tax benefit of $4.3 million (11,591 ) Amount reclassified into earnings, net of related taxes of $1.2 million 3,157 Balance at August 1, 2020 $ (27,394 ) |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Aug. 01, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 7. Fair Value Measurements The Company accounts for fair value measurements in accordance with Topic No. 820, which defines fair value, establishes a framework for measurement and expands disclosure about fair value measurements. Topic No. 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price), and classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices for identical assets or liabilities in active markets. Level 2: Quoted market prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3: Pricing inputs that are unobservable for the assets and liabilities and include situations where there is little, if any, market activity for the assets and liabilities. The inputs into the determination of fair value require significant management judgment or estimation. The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. Refer to Note 5, “Derivative Instruments and Hedging Activities,” for further discussion regarding the fair value of the Company’s interest rate swap contract. Financial Assets The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of August 1, 2020, February 1, 2020 and August 3, 2019 are summarized below: (in thousands) Fair Value Measurements at August 1, February 1, August 3, 2020 2020 2019 Level 1 Cash equivalents (including restricted cash) $ 1,001,253 $ 369,733 $ 22,527 Long-Lived Assets Long-lived assets are measured at fair value on a non-recurring basis for purposes of calculating impairment using the fair value hierarchy of Topic No. 820. The fair value of the Company’s long-lived assets is generally calculated using discounted cash flows. During the three and six months ended August 1, 2020, the Company recorded impairment charges of $1.1 million and $3.0 million, respectively, primarily related to declines in revenues and operating results for five stores and ten stores, respectively. These costs were recorded in the line item “Impairment charges – long-lived assets” in the Company’s Condensed Consolidated Statements of (Loss) Income. All of the fixed assets for these ten stores were fully impaired and therefore had zero fair value as of August 1, 2020, and would be categorized as Level 3 in the fair value hierarchy described above. Two of these stores also had partially impaired lease assets, with an aggregate fair value of $0.7 million as of August 1, 2020, and are categorized as Level 3 in the fair value hierarchy described above. Financial Liabilities The fair values of the Company’s financial liabilities are summarized below: (in thousands) August 1, 2020 February 1, 2020 August 3, 2019 Principal Amount Fair Value Principal Amount Fair Value Principal Amount Fair Value Term B-5 Loans $ 961,415 $ 914,546 $ 961,415 $ 959,899 $ 961,415 $ 959,791 Convertible Notes 805,000 896,070 — — — — Secured Notes 300,000 319,875 — — — — ABL Line of Credit 250,000 250,000 — — 96,900 96,900 Total debt (a) $ 2,316,415 $ 2,380,491 $ 961,415 $ 959,899 $ 1,058,315 $ 1,056,691 (a) The table above excludes finance lease obligations, debt discount and deferred debt costs. The fair values presented herein are based on pertinent information available to management as of the respective period end dates. The estimated fair values of the Company’s debt are classified as Level 2 in the fair value hierarchy, and are based on current market quotes received from inactive markets. |
Income Taxes
Income Taxes | 6 Months Ended |
Aug. 01, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes On March 27, 2020, the CARES Act was enacted into law. The CARES Act includes several significant business tax provisions that, among other things, would eliminate the taxable income limit for certain net operating losses (NOLs) and allow businesses to carry back NOLs arising in 2018, 2019, and 2020 to the five prior tax years, loosen the business interest limitation under section 163(j), and correct certain revisions made to qualified improvement property regulations enacted in the 2017 Tax Cuts and Jobs Act. As a result of the CARES Act, to the extent that there are taxable losses at the end of 2020, the Company estimates that it will be able to obtain a tax refund from the carryback of federal NOLs. Income tax benefit was $268.4 million during the six month period ended August 1, 2020, compared with income tax expense of $27.3 million during the six month period ended August 3, 2019. The effective tax rate for the six month period ended August 1, 2020 was 41.4%, compared with 14.4% during the six month period ended August 3, 2019. The effective tax rate for the six month period ended August 1, 2020 differs from the federal statutory rate of 21% and is an increase over the prior year primarily due to the Company’s pretax loss and applying various provisions of the CARES Act, namely the benefit related to the carryback of federal NOLs in Fiscal 2020 to earlier tax years with higher tax rates than the current year, which represents a rate impact of 13.5%. Additionally, there was a 3.5% tax rate impact related to permanent benefits related to stock compensation. Net deferred taxes are as follows: (in thousands) August 1, February 1, August 3, 2020 2020 2019 Deferred tax asset $ 4,678 $ 4,678 $ 4,125 Deferred tax liability 217,387 182,288 171,543 Net deferred tax liability $ 212,709 $ 177,610 $ 167,418 Net deferred tax assets relate to Puerto Rico deferred balances that have a future net benefit for tax purposes. Net deferred tax liabilities primarily relate to intangible assets and depreciation expense where the Company has a future obligation for tax purposes. The increase in deferred tax liability is primarily attributable to the tax treatment of certain debt transactions entered into during the first quarter of Fiscal 2020. As of August 1, 2020, the Company had a deferred tax asset related to net operating losses of $20.7 million, inclusive of $20.4 million related to state net operating losses that expire at various dates between 2021 and 2040, as well as $0.3 million related to Puerto Rico net operating losses that will expire in 2025. As of August 1, 2020, the Company had a deferred tax asset related to tax credit carry-forwards of $11.1 million, inclusive of $1.4 million of federal tax credits, which will expire in 2040, and $8.3 million of state tax credit carry-forwards, which will begin to expire in 2021, and $1.4 million of deferred tax assets recorded for Puerto Rico alternative minimum tax credits that have an indefinite life. As of August 1, 2020, February 1, 2020 and August 3, 2019, valuation allowances amounted to $11.5 million, $9.8 million and $9.2 million, respectively, related to state and Puerto Rico net operating losses and state tax credit carry-forwards. The Company believes that it is more likely than not that this portion of state and Puerto Rico net operating losses and state tax credit carry-forwards will not be realized. |
Capital Stock
Capital Stock | 6 Months Ended |
Aug. 01, 2020 | |
Capital Stock [Abstract] | |
Capital Stock | 9. Capital Stock Treasury Stock The Company accounts for treasury stock under the cost method. During the six month period ended August 1, 2020, the Company acquired 54,471 shares of common stock from employees for approximately $9.7 million to satisfy their minimum statutory tax withholdings related to the vesting of restricted stock and restricted stock unit awards, which was recorded in the line item “Treasury stock” on the Company’s Condensed Consolidated Balance Sheets, and the line item “Purchase of treasury shares” on the Company’s Condensed Consolidated Statements of Cash Flows. Share Repurchase Program On August 14, 2019, the Company’s Board of Directors authorized the repurchase of up to $400 million of common stock, which is authorized to be executed through August 2021. This repurchase program is funded using the Company’s available cash and borrowings under the ABL Line of Credit. From the beginning of Fiscal 2020 through the time the program was suspended, the Company repurchased 243,573 shares of its common stock for $50.2 million under its share repurchase program, which was recorded in the line item “Treasury stock” on the Company’s Condensed Consolidated Balance Sheets, and the line item “Purchase of treasury shares” on the Company’s Condensed Consolidated Statements of Cash Flows. As part of the Company’s cash management efforts during the COVID-19 pandemic, the Company suspended its share repurchase program in March 2020. As of August 1, 2020, the Company had $348.4 million remaining under its share repurchase authorization. |
Net (Loss) Income Per Share
Net (Loss) Income Per Share | 6 Months Ended |
Aug. 01, 2020 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income Per Share | 10. Net (Loss) Income Per Share Basic net income per share is calculated by dividing net income by the weighted-average number of common shares outstanding. Diluted net income per share is calculated by dividing net income by the weighted-average number of common shares and potentially dilutive securities outstanding during the period using the treasury stock method. The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Six Months Ended August 1, August 3, August 1, August 3, 2020 2019 2020 2019 Basic net (loss) income per share Net (loss) income $ (46,781 ) $ 84,567 $ (380,509 ) $ 162,332 Weighted average number of common shares – basic 65,947 65,918 65,760 66,011 Net (loss) income per common share – basic $ (0.71 ) $ 1.28 $ (5.79 ) $ 2.46 Diluted net (loss) income per share Net (loss) income $ (46,781 ) $ 84,567 $ (380,509 ) $ 162,332 Shares for basic and diluted net (loss) income per share: Weighted average number of common shares – basic 65,947 65,918 65,760 66,011 Assumed exercise of stock options and vesting of restricted stock — 1,356 — 1,491 Assumed conversion of convertible debt — — — — Weighted average number of common shares – diluted 65,947 67,274 65,760 67,502 Net (loss) income per common share – diluted $ (0.71 ) $ 1.26 $ (5.79 ) $ 2.40 Approximately 2,005,000 and 2,015,000 shares were excluded from diluted net loss per share for the three and six month periods ended August 1, 2020, respectively, since all of the Company’s stock option, restricted stock and restricted stock unit awards have an anti-dilutive effect while in a net loss position. Approximately 600,000 and 500,000 shares related to the Company’s stock option, restricted stock and restricted stock unit awards were excluded from diluted net income per share for the three and six month periods ended August 3, 2019, respectively, since their effect was anti-dilutive. During the three and six months ended August 1, 2020, shares of common stock issuable upon conversion of the Convertible Notes have been excluded from the computation of diluted earnings per share as the effect would be anti-dilutive, since the conversion price of $220.18 exceeded the average market price of the Company’s common stock during the period. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Aug. 01, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 11. Stock-Based Compensation As of August 1, 2020, there were 2,432,377 Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Six Months Ended August 1, August 3, August 1, August 3, Type of Non-Cash Stock Compensation 2020 2019 2020 2019 Restricted stock and restricted stock unit grants (a) $ 5,739 $ 5,591 $ 12,638 $ 10,543 Stock option grants (a) 4,696 4,767 11,028 9,184 Performance stock unit grants (a) 2,258 1,189 6,379 1,247 Total (b) $ 12,693 $ 11,547 $ 30,045 $ 20,974 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of (Loss) Income. (b) The amounts presented in the table above exclude taxes. For the three and six month periods ended August 1, 2020, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.2 million and $6.0 million, respectively. For the three and six month periods ended August 3, 2019, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.9 million and $5.2 million, respectively. Stock Options Stock option transactions during the six month period ended August 1, 2020 are summarized as follows: Number of Shares Weighted Average Exercise Price Per Share Options outstanding, February 1, 2020 1,890,955 $ 94.17 Options granted 236,833 180.12 Options exercised (a) (505,450 ) 41.51 Options forfeited (31,349 ) 109.94 Options outstanding, August 1, 2020 1,590,989 $ 123.39 (a) Options exercised during the six month period ended August 1, 2020 had a total intrinsic value of $ 77.5 The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of August 1, 2020: Options Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) Vested and expected to vest 1,590,989 6.4 $ 123.39 $ 103.8 The fair value of each stock option granted during the six month period ended August 1, 2020 was estimated using the Black Scholes option pricing model using the following assumptions: Six Months Ended August 1, 2020 Risk-free interest rate 0.45% - 1.48% Expected volatility 35% - 36% Expected life (years) 6.25 Contractual life (years) 10.0 Expected dividend yield 0.0% Weighted average grant date fair value of options issued $ 63.39 The expected dividend yield was based on the Company’s expectation of not paying dividends in the near term. Since the Company completed its initial public offering in October 2013, it does not have sufficient history as a publicly traded company to evaluate its volatility factor. As such, the expected stock price volatility is based upon the historical volatility of the stock price over the expected life of the options of peer companies that are publicly traded. The risk free interest rate was based on the U.S. Treasury rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the awards being valued. For grants issued during the six month period ended August 1, 2020 , the expected life of the options was calculated using the simplified method. The simplified method defines the life as the average of the contractual term of the options and the weighted average vesting period for all option tranches. This methodology was utilized due to the relatively short length of time the Company’s common stock has been publicly traded. Restricted Stock Prior to May 1, 2019, the Company granted shares of restricted stock. Grants made on and after May 1, 2019 are in the form of restricted stock units. Restricted stock transactions during the six month period ended August 1, 2020 are summarized as follows: Number of Shares Weighted Average Grant Date Fair Value Per Award Non-vested awards outstanding, February 1, 2020 451,774 $ 131.03 Awards granted 182,410 186.07 Awards vested (a) (165,324 ) 101.73 Awards forfeited (11,738 ) 141.16 Non-vested awards outstanding, August 1, 2020 457,122 163.33 (a) Restricted stock awards vested during the six month period ended August 1, 2020 had a total intrinsic value of $29.8 million. The fair value of each share of restricted stock granted during Fiscal 2020 was based upon the closing price of the Company’s common stock on the grant date Performance Stock Units The Company grants performance-based restricted stock units to its senior executives. Vesting of these performance stock units is based on pre-established EBIT margin expansion and sales compounded annual growth rate (CAGR) goals (each weighted equally) over a three-year three-year Performance stock unit transactions during the six month period ended August 1, 2020 are summarized as follows: Number of Shares Weighted Average Grant Date Fair Value Per Award Non-vested units outstanding, February 1, 2020 80,951 $ 173.87 Units granted 74,783 179.46 Awards forfeited (1,783 ) 170.08 Non-vested units outstanding, August 1, 2020 153,951 176.63 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Aug. 01, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Legal Like many retailers, the Company has been named in potential class or collective actions on behalf of groups alleging violations of federal and state wage and hour and other labor statutes, and alleged violations of state consumer and/or privacy protection and other statutes. The Company is involved in a federal wage and hour lawsuit alleging that certain exempt employees were misclassified under the Fair Labor Standards Act (FLSA). In addition, the Company is involved in a putative class action matter raising similar allegations of misclassification under the wage and hour laws of three states. In June 2020, the Company agreed to settle both matters for approximately $ 19.6 million (plus applicable employer-side payroll taxes). The parties are currently working to obtain final Court approval of the settlement. The Company is also party to representative claims under the California Private Attorneys’ General Act and various other lawsuits and regulatory proceedings including, among others, commercial, product, product safety, employee, customer, intellectual property and other claims. Actions against us are in various procedural stages. Many of these proceedings raise factual and legal issues and are subject to uncertainties. While no assurance can be given as to the ultimate outcome of these matters, the Company believes that the final resolution of these actions will not have a material adverse effect on the Company’s results of operations, financial position, liquidity or capital resources. Letters of Credit The Company had letters of credit arrangements with various banks in the aggregate amount of $53.9 million, $53.1 million and $74.5 million as of August 1, 2020, February 1, 2020 and August 3, 2019, respectively. Among these arrangements, as of August 1, 2020, February 1, 2020 and August 3, 2019, the Company had letters of credit outstanding in the amount of $47.2 million, $46.6 million and $50.9 million, respectively, guaranteeing performance under various insurance contracts and utility agreements. In addition, the Company had outstanding letters of credit arrangements in the amounts of $6.7 million, $6.5 million and $23.6 million at August 1, 2020, February 1, 2020 and August 3, 2019, respectively, related to certain merchandising agreements. Based on the terms of the agreement governing the ABL Line of Credit, the Company had the ability to enter into letters of credit up to $120.4 million, $501.8 million and $428.6 million as of August 1, 2020, February 1, 2020 and August 3, 2019, respectively. Purchase Commitments The Company had $955.6 million of purchase commitments related to goods that were not received as of August 1, 2020. Death Benefits In November 2005, the Company entered into agreements with three of the Company’s former executives whereby upon each of their deaths the Company will pay $1.0 million to each respective designated beneficiary. |
Related Parties
Related Parties | 6 Months Ended |
Aug. 01, 2020 | |
Related Party Transactions [Abstract] | |
Related Parties | 13. Related Parties The brother-in-law of one of the Company’s Executive Vice Presidents is an independent sales representative of one of the Company’s suppliers of merchandise inventory. This relationship predated the commencement of the Executive Vice President’s employment with the Company. The Company has determined that the dollar amount of purchases through such supplier represents an insignificant amount of its inventory purchases. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Aug. 01, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation As of August 1, 2020, Burlington Stores, Inc., a Delaware corporation (collectively with its subsidiaries, the Company), through its indirect subsidiary Burlington Coat Factory Warehouse Corporation (BCFWC), operated 739 retail stores. These unaudited Condensed Consolidated Financial Statements include the accounts of Burlington Stores, Inc. and its subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The Condensed Consolidated Financial Statements are unaudited, but in the opinion of management reflect all adjustments (which are of a normal and recurring nature) necessary for the fair presentation of the results of operations for the interim periods presented. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 1, 2020 (Fiscal 2019 10-K). The balance sheet at February 1, 2020 presented herein has been derived from the audited Consolidated Financial Statements contained in the Fiscal 2019 10-K. Because of the COVID-19 pandemic discussed below, and because the Company’s business is seasonal in nature, the operating results for the three and six month periods ended August 1, 2020 are not necessarily indicative of results for the fiscal year. Accounting policies followed by the Company are described in Note 1, “Summary of Significant Accounting Policies,” included in Part II, Item 8 of the Fiscal 2019 10-K. |
Fiscal Year | Fiscal Year The Company defines its fiscal year as the 52- or 53-week period ending on the Saturday closest to January 31. The current fiscal year ending January 30, 2021 (Fiscal 2020) and the prior fiscal year ended February 1, 2020 (Fiscal 2019) both consist of 52 weeks. |
COVID-19 | COVID-19 On March 11, 2020, the World Health Organization declared the novel coronavirus (known as COVID-19) outbreak to be a global pandemic. As a result, the Company began the temporary closing of some of its stores, and effective March 22, 2020, it made the decision to temporarily close all of its stores, distribution centers (other than sporadic processing of received inventory) and corporate offices to combat the rapid spread of COVID-19. These developments have caused significant disruptions to the Company’s business and have had a significant adverse impact on its financial condition, results of operations and cash flows, the continuing extent of which will be primarily based on a variety of factors, including the timing and extent of any recovery in traffic and consumer spending at the Company’s stores, as well as any future required store closures because of COVID-19 resurgences. The Company began reopening stores on May 11, 2020, with the majority of stores, as well as all distribution centers, re-opened by mid-June 2020, and substantially all stores re-opened by the end of the second quarter. However, the Company is In response to the COVID-19 pandemic and the temporary closing of stores, the Company provided two weeks of financial support to associates impacted by these store closures and by the shutdown of distribution centers. The Company temporarily furloughed most store and distribution center associates, as well as some corporate associates, but continued to provide benefits to furloughed associates, including paying 100% of their current medical benefit premiums. As of August 1, 2020, the Company has recalled all furloughed associates at its re-opened stores, as well as its corporate and distribution facilities. In order to maintain maximum financial flexibility during these uncertain times, the Company completed several debt transactions in the first quarter of Fiscal 2020. In March 2020, the Company borrowed $400 million on its existing $600 million senior secured asset-based revolving credit facility (the ABL Line of Credit) , $ 150 million of which was repaid during the second quarter . In April 2020, the Company issued $ 805 million of 2.25 % Converti ble Senior Notes due 2025 (the Convertible Notes ), and BCFWC issued $ 300 million of 6.25 % Seni or Secured Notes due 2025 (the Secured Notes ). Refer to Note 4, “Long Term Debt,” for further discussion regarding these debt transactions. Additionally, the Company took the following steps to further enhance its financial flexibility: • Carefully managed operating expenses, working capital and capital expenditures, including ceasing substantially all buying activity while stores were closed. The Company has subsequently resumed its buying activities, while continuing its conservative approach toward operating expenses and capital expenditures. • Negotiated rent deferral agreements with landlords. • Suspended the Company’s share repurchase program. • The Company’s CEO voluntarily agreed to not take a salary; the Company’s board of directors voluntarily forfeited their cash compensation; the Company’s executive leadership team voluntarily agreed to decrease their salary by 50%, and smaller salary reductions were temporarily put in place for all employees through a certain level. This compensation has been reinstated now that substantially all of the Company’s stores have reopened. • The annual incentive bonus payments related to Fiscal 2019 performance were delayed to the second quarter of Fiscal 2020, and merit pay increases for Fiscal 2020 were delayed to the third quarter of Fiscal 2020. Due to the aging of inventory related to the temporary store closures discussed above, as well as the impact of seasonality on the Company’s merchandise, the Company recognized inventory markdown reserves of $271.9 million during the three month period ended May 2, 2020. These reserves covered markdowns taken during the second quarter of Fiscal 2020. These charges were included in “Cost of sales” on the Company’s Condensed Consolidated Statement of (Loss) Income. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was signed into law, which provides emergency economic assistance for American workers, families and businesses affected by the COVID-19 pandemic. The economic relief package includes government loan enhancement programs and various tax provisions to help improve liquidity for American businesses. Based on the Company’s evaluation of the CARES Act, the Company believes that it qualifies for certain employer refundable payroll credits, deferral of applicable payroll taxes, net operating loss (NOL) carrybacks and immediate expensing for eligible qualified improvement property. The Company recorded a tax benefit of $24.8 million and $87.3 million in its effective income tax rate for the three and six month periods ended August 1, 2020, respectively, for the increased benefit from NOL carrybacks to earlier years when the tax rate was higher than the current year. The Company estimates that it will obtain a tax refund of $221.2 million from the carryback of federal NOLs, which is included in the line item “Other assets” on the Company’s Condensed Consolidated Balance Sheet. Refer to Note 8, “Income Taxes” for further discussion. The Company could experience other potential adverse impacts as a result of the COVID-19 pandemic, including, but not limited to, charges from adjustments to the carrying amount of goodwill and other intangible assets or long-lived asset impairment charges. In addition, the negative impacts of the COVID-19 pandemic may result in further changes in the amount of valuation allowance required. Actual results may differ materially from the Company’s current estimates as the scope of the COVID-19 pandemic evolves, depending largely, though not exclusively, on the duration and extent of the disruption to its business. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards Reference Rate Reform On March 12, 2020, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which aims to address accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The amendments in this update provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The amendments in this update apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The optional amendments are effective for all entities as of March 12, 2020, through December 31, 2022. The Company intends to elect to apply certain of the optional expedients when evaluating the impact of reference rate reform on its debt and derivative instruments that reference LIBOR. Intangible Assets On January 26, 2017, the FASB issued ASU 2017-04, “Intangibles—Goodwill and Other: Simplifying the Test for Goodwill Impairment,” which aims to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the new guidance, goodwill impairment will be measured as the amount by which the carrying value exceeds the fair value. The loss recognized should not exceed the total amount of goodwill allocated to the reporting unit. The new guidance became effective for the Company as of the beginning of Fiscal 2020. Adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements and notes thereto. In August 2018, the FASB issued ASU 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” This ASU requires that implementation costs incurred in a hosting arrangement that is a service contract be assessed in accordance with the existing guidance in Subtopic 350-40, “Internal-Use Software.” Accordingly, costs incurred during the preliminary project stage must be expensed as incurred, while costs incurred during the application development stage must be capitalized. Capitalized implementation costs associated with a hosting arrangement that is a service contract must be expensed over the term of the hosting arrangement. Additionally, the new guidance requires that the expense of these capitalized costs be presented in the same line item in the statements of income as the fees associated with the hosting element of the arrangement. The new guidance became effective for the Company as of the beginning of Fiscal 2020. Adoption of this guidance did not have a significant impact on the Company’s consolidated financial statements and notes thereto. |
Pending Accounting Standards | Pending Accounting Standards Convertible Debt On August 5, 2020, the FASB issued ASU 2020-06, “Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity,” which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments. The new guidance removes from GAAP the separation models for convertible debt with a cash conversion feature. As a result, after adopting the guidance, entities will no longer separately present imbedded conversion features in equity, and will instead account for the convertible debt wholly as debt. Among other things, the new guidance also requires use of the if-converted method when calculating the dilutive impact of convertible debt on earnings per share. The new guidance will be effective for fiscal years beginning after December 15, 2021 and interim periods within those years, and may be early adopted for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. Entities can elect either the full or modified retrospective method of adoption. While the Company is still in the process of determining the impact of adopting this guidance, it does anticipate that the new guidance will have a material impact on its consolidated financial statements and notes thereto. The Company anticipates a significant reclassification from equity to debt, as well as a reduction in interest expense, due to eliminating the amortization of the debt discount. Additionally, this guidance may cause a change to our diluted share count in certain periods. There were no other new accounting standards that had a material impact on the Company’s Condensed Consolidated Financial Statements and notes thereto during the three and six month periods ended August 1, 2020, and there were no other new accounting standards or pronouncements that were issued but not yet effective as of August 1, 2020 that the Company expects to have a material impact on its financial position or results of operations upon becoming effective. |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Stockholders Equity Note [Abstract] | |
Company's Stockholders Equity | Activity for the three and six month periods ended August 1, 2020 and August 3, 2019 in the Company’s stockholders’ equity are summarized below: (in thousands, except share data) Common Stock Additional Paid-in Accumulated Accumulated Other Comprehensive Treasury Stock Shares Amount Capital Earnings (Deficit) Loss Shares Amount Total Balance at February 1, 2020 79,882,506 $ 7 $ 1,587,146 $ 204,797 $ (18,960 ) (13,952,534 ) $ (1,244,841 ) $ 528,149 Net loss — — — (333,728 ) — — — (333,728 ) Stock options exercised 180,950 — 1,454 — — — — 1,454 Shares used for tax withholding — — — — — (41,363 ) (7,383 ) (7,383 ) Shares purchased as part of publicly announced programs — — — — — (243,573 ) (50,158 ) (50,158 ) Vesting of restricted shares, net of forfeitures of 4,166 restricted shares 20,715 — — — — — — — Stock based compensation — — 17,352 — — — — 17,352 Equity component of convertible notes issuance, net — — 131,916 — — — — 131,916 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $3.6 million — — — — (9,609 ) — — (9,609 ) Amount reclassified into earnings, net of related taxes of $0.4 million — — — — 1,108 — — 1,108 Balance at May 2, 2020 80,084,171 7 1,737,868 (128,931 ) (27,461 ) (14,237,470 ) (1,302,382 ) 279,101 Net loss — — — (46,781 ) — — — (46,781 ) Stock options exercised 324,500 — 19,530 — — — — 19,530 Shares used for tax withholding — — — — — (13,108 ) (2,350 ) (2,350 ) Vesting of restricted shares, net of forfeitures of 2,499 restricted shares 5,480 — — — — — — — Stock based compensation — — 12,693 — — — — 12,693 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $0.7 million — — — — (1,982 ) — — (1,982 ) Amount reclassified into earnings, net of related taxes of $0.8 million — — — — 2,049 — — 2,049 Balance at August 1, 2020 80,414,151 $ 7 $ 1,770,091 $ (175,712 ) $ (27,394 ) (14,250,578 ) $ (1,304,732 ) $ 262,260 (in thousands, except share data) Common Stock Additional Paid-in Accumulated Accumulated Other Comprehensive Treasury Stock Shares Amount Capital Deficit Loss Shares Amount Total Balance at February 2, 2019 79,224,669 $ 7 $ 1,508,996 $ (260,919 ) $ (3,613 ) (12,079,572 ) $ (921,761 ) $ 322,710 Net income — — — 77,765 — — — 77,765 Stock options exercised 110,493 — 1,821 — — — — 1,821 Shares used for tax withholding — — — — — (45,447 ) (7,538 ) (7,538 ) Shares purchased as part of publicly announced programs — — — — — (841,460 ) (122,780 ) (122,780 ) Forfeiture of restricted shares, net of issuance of 1,759 restricted shares (2,585 ) — — — — — — — Stock based compensation — — 9,427 — — — — 9,427 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $1.3 million — — — — (3,272 ) — — (3,272 ) Amount reclassified into earnings, net of related taxes of $0.1 million — — — — (185 ) — — (185 ) Cumulative-effect adjustment — — — 600 — — — 600 Balance at May 4, 2019 79,332,577 7 1,520,244 (182,554 ) (7,070 ) (12,966,479 ) (1,052,079 ) 278,548 Net income — — — 84,567 — — — 84,567 Stock options exercised 280,955 — 13,394 — — — — 13,394 Shares used for tax withholding — — — — — (67,539 ) (11,521 ) (11,521 ) Shares purchased as part of publicly announced programs — — — — — (300,742 ) (51,326 ) (51,326 ) Forfeiture of restricted shares (8,164 ) — — — — — — — Stock based compensation — — 11,547 — — — — 11,547 Unrealized losses on interest rate derivative contracts, net of related tax benefit of $3.9 million — — — — (10,222 ) — — (10,222 ) Amount reclassified into earnings, net of related taxes of $0.1 million — — — — 150 — — 150 Balance at August 3, 2019 79,605,368 $ 7 $ 1,545,185 $ (97,987 ) $ (17,142 ) (13,334,760 ) $ (1,114,926 ) $ 315,137 |
Lease Commitments (Tables)
Lease Commitments (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Leases [Abstract] | |
Future Lease Payments | The following is a schedule of the Company’s future lease payments: (in thousands) Fiscal Year Operating Leases Finance Leases 2020 (remainder) $ 190,025 $ 3,081 2021 450,918 6,841 2022 433,387 7,513 2023 410,257 7,589 2024 373,917 7,417 2025 339,930 5,298 Thereafter 1,160,133 33,353 Total future minimum lease payments 3,358,567 71,092 Amount representing interest (691,012 ) (22,244 ) Total lease liabilities 2,667,555 48,848 Less: current portion of lease liabilities (277,211 ) (3,760 ) Total long term lease liabilities $ 2,390,344 $ 45,088 Weighted average discount rate 5.4 % 6.9 % Weighted average remaining lease term (years) 8.5 11.9 |
Schedule of Net Lease Costs | The following is a schedule of net lease costs for the periods indicated: (in thousands) Three Months Ended Six Months Ended Three Months Ended Six Months Ended August 1, 2020 August 1, 2020 August 3, 2019 August 3, 2019 Finance lease cost: Amortization of finance lease asset (a) $ 1,211 $ 2,422 $ 972 $ 1,945 Interest on lease liabilities (b) 857 1,729 641 1,296 Operating lease cost (c) 109,592 218,565 101,504 202,428 Variable lease cost (c) 45,643 86,861 38,442 77,261 Total lease cost 157,303 309,577 141,559 282,930 Less all rental income(d) (1,265 ) (2,513 ) (1,233 ) (2,473 ) Total net rent expense (e) $ 156,038 $ 307,064 $ 140,326 $ 280,457 (a) Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of (Loss) Income. (b) Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of (Loss) Income. (c) Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of (Loss) Income. (d) Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of (Loss) Income. (e) Excludes an immaterial amount of short-term lease cost. |
Schedule of Supplemental Cash Flow Disclosures Related to Leases | Supplemental cash flow disclosures related to leases are as follows: (in thousands) Six Months Ended Six Months Ended August 1, 2020 August 3, 2019 Cash paid for amounts included in the measurement of lease liabilities: Cash payments arising from operating lease liabilities (a) $ 169,391 $ 198,287 Cash payments for the principal portion of finance lease liabilities (b) $ 1,743 $ 1,407 Cash payments for the interest portion of finance lease liabilities (a) $ 1,729 $ 1,296 Supplemental non-cash information: Operating lease liabilities arising from obtaining right-of-use assets $ 228,344 $ 273,030 (a) Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. (b) Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. |
Long Term Debt (Tables)
Long Term Debt (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Debt Disclosure [Abstract] | |
Long Term Debt | Long term debt consists of: (in thousands) August 1, February 1, August 3, 2020 2020 2019 $1,200,000 senior secured term loan facility (Term B-5 Loans), LIBOR (with a floor of 0.00%) plus 1.75% $ 958,025 $ 957,505 $ 957,099 $805,000 convertible senior notes, 2.25%, matures on April 15, 2025 633,076 — — $300,000 senior secured notes, 6.25%, matures on April 15, 2025 300,000 — — $600,000 ABL senior secured revolving facility, LIBOR plus spread based on average outstanding balance, matures on June 29, 2023 250,000 — 96,900 Finance lease obligations 48,848 50,130 31,541 Unamortized deferred financing costs (25,023 ) (2,335 ) (2,589 ) Total debt 2,164,926 1,005,300 1,082,951 Less: current maturities (3,760 ) (3,577 ) (3,176 ) Long term debt, net of current maturities $ 2,161,166 $ 1,001,723 $ 1,079,775 |
Schedule of Components of Convertible Notes | The Convertible Notes consist of the following components as of the periods indicated: (in thousands) August 1, February 1, August 3, 2020 2020 2019 Liability component: Principal $ 805,000 $ — $ — Unamortized debt discount (171,924 ) — — Unamortized deferred debt costs (15,571 ) — — Net carrying amount $ 617,505 $ — $ — Equity component, net $ 131,916 $ — $ — |
Schedule of Interest Expense Related to Convertible Notes | Interest expense related to the Convertible Notes consists of the following as of the periods indicated: (in thousands) Three Months Ended Six Months Ended Three Months Ended Six Months Ended August 1, 2020 August 1, 2020 August 3, 2019 August 3, 2019 Coupon interest $ 4,513 $ 5,356 $ — $ — Amortization of debt discount 7,387 8,753 — — Amortization of deferred debt costs 672 793 — — Convertible Notes interest expense $ 12,572 $ 14,902 $ — $ — |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Fair Value of Company's Derivative Financial Instruments on Gross Basis as well as Classification | The table below presents the fair value of the Company’s derivative financial instruments on a gross basis as well as their classification on the Company’s Condensed Consolidated Balance Sheets: (in thousands) Fair Values of Derivative Instruments August 1, 2020 February 1, 2020 August 3, 2019 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Balance Sheet Location Fair Value Balance Sheet Location Fair Value Interest rate swap contract Other liabilities $ 37,798 Other liabilities $ 26,220 Other liabilities $ 23,703 |
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Loss | The following table presents the unrealized gains and losses deferred to accumulated other comprehensive loss resulting from the Company’s derivative financial instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Interest Rate Derivatives: August 1, 2020 August 3, 2019 August 1, 2020 August 3, 2019 Unrealized losses, before taxes $ (2,730 ) $ (14,133 ) $ (15,894 ) $ (18,656 ) Income tax benefit 748 3,911 4,303 5,162 Unrealized losses, net of taxes $ (1,982 ) $ (10,222 ) $ (11,591 ) $ (13,494 ) |
Reclassification of Gains and Losses from Accumulated Other Comprehensive Loss into Earnings | The following table presents information about the reclassification of gains and losses from accumulated other comprehensive loss into earnings related to the Company’s derivative instruments for each of the reporting periods. (in thousands) Three Months Ended Six Months Ended Component of Earnings: August 1, 2020 August 3, 2019 August 1, 2020 August 3, 2019 Interest expense $ 2,820 $ 200 $ 4,352 $ (56 ) Income tax (benefit) expense (771 ) (50 ) (1,195 ) 21 Net reclassification into earnings $ 2,049 $ 150 $ 3,157 $ (35 ) |
Derivatives Designated as Hedging Instruments | |
Outstanding Interest Rate Derivative in Qualifying Hedging Relationships | As of August 1, 2020, the Company had the following outstanding interest rate derivative that was designated as a cash flow hedge of interest rate risk: Interest Rate Derivative Number of Instruments Notional Aggregate Principal Amount Interest Cap/Swap Rate Maturity Date Interest rate swap contract One $ 450.0 million 2.72% December 29, 2023 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | The following table details the changes in accumulated other comprehensive loss: (in thousands) Derivative Instruments Balance at February 1, 2020 $ (18,960 ) Unrealized losses, net of related tax benefit of $4.3 million (11,591 ) Amount reclassified into earnings, net of related taxes of $1.2 million 3,157 Balance at August 1, 2020 $ (27,394 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Financial Assets and Hierarchy of Level of Inputs | The fair values of the Company’s financial assets and the hierarchy of the level of inputs as of August 1, 2020, February 1, 2020 and August 3, 2019 are summarized below: (in thousands) Fair Value Measurements at August 1, February 1, August 3, 2020 2020 2019 Level 1 Cash equivalents (including restricted cash) $ 1,001,253 $ 369,733 $ 22,527 |
Fair Values of Financial Liabilities | The fair values of the Company’s financial liabilities are summarized below: (in thousands) August 1, 2020 February 1, 2020 August 3, 2019 Principal Amount Fair Value Principal Amount Fair Value Principal Amount Fair Value Term B-5 Loans $ 961,415 $ 914,546 $ 961,415 $ 959,899 $ 961,415 $ 959,791 Convertible Notes 805,000 896,070 — — — — Secured Notes 300,000 319,875 — — — — ABL Line of Credit 250,000 250,000 — — 96,900 96,900 Total debt (a) $ 2,316,415 $ 2,380,491 $ 961,415 $ 959,899 $ 1,058,315 $ 1,056,691 (a) The table above excludes finance lease obligations, debt discount and deferred debt costs. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Income Tax Disclosure [Abstract] | |
Net Deferred Taxes | Net deferred taxes are as follows: (in thousands) August 1, February 1, August 3, 2020 2020 2019 Deferred tax asset $ 4,678 $ 4,678 $ 4,125 Deferred tax liability 217,387 182,288 171,543 Net deferred tax liability $ 212,709 $ 177,610 $ 167,418 |
Net (Loss) Income Per Share (Ta
Net (Loss) Income Per Share (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income per Share | The following table presents the computation of basic and diluted net income per share: (in thousands, except per share data) Three Months Ended Six Months Ended August 1, August 3, August 1, August 3, 2020 2019 2020 2019 Basic net (loss) income per share Net (loss) income $ (46,781 ) $ 84,567 $ (380,509 ) $ 162,332 Weighted average number of common shares – basic 65,947 65,918 65,760 66,011 Net (loss) income per common share – basic $ (0.71 ) $ 1.28 $ (5.79 ) $ 2.46 Diluted net (loss) income per share Net (loss) income $ (46,781 ) $ 84,567 $ (380,509 ) $ 162,332 Shares for basic and diluted net (loss) income per share: Weighted average number of common shares – basic 65,947 65,918 65,760 66,011 Assumed exercise of stock options and vesting of restricted stock — 1,356 — 1,491 Assumed conversion of convertible debt — — — — Weighted average number of common shares – diluted 65,947 67,274 65,760 67,502 Net (loss) income per common share – diluted $ (0.71 ) $ 1.26 $ (5.79 ) $ 2.40 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Aug. 01, 2020 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Non-Cash Stock Compensation Expense | Non-cash stock compensation expense is as follows: (in thousands) Three Months Ended Six Months Ended August 1, August 3, August 1, August 3, Type of Non-Cash Stock Compensation 2020 2019 2020 2019 Restricted stock and restricted stock unit grants (a) $ 5,739 $ 5,591 $ 12,638 $ 10,543 Stock option grants (a) 4,696 4,767 11,028 9,184 Performance stock unit grants (a) 2,258 1,189 6,379 1,247 Total (b) $ 12,693 $ 11,547 $ 30,045 $ 20,974 (a) Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of (Loss) Income. (b) The amounts presented in the table above exclude taxes. For the three and six month periods ended August 1, 2020, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.2 million and $6.0 million, respectively. For the three and six month periods ended August 3, 2019, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.9 million and $5.2 million, respectively. |
Stock Option Transactions | Stock option transactions during the six month period ended August 1, 2020 are summarized as follows: Number of Shares Weighted Average Exercise Price Per Share Options outstanding, February 1, 2020 1,890,955 $ 94.17 Options granted 236,833 180.12 Options exercised (a) (505,450 ) 41.51 Options forfeited (31,349 ) 109.94 Options outstanding, August 1, 2020 1,590,989 $ 123.39 (a) Options exercised during the six month period ended August 1, 2020 had a total intrinsic value of $ 77.5 |
Stock Options Vested and Expected to Vest | The following table summarizes information about the stock options vested and expected to vest during the contractual term of such options as of August 1, 2020: Options Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value (in millions) Vested and expected to vest 1,590,989 6.4 $ 123.39 $ 103.8 |
Weighted Average Assumptions Used to Estimate Fair Value of Each Stock Option Granted | The fair value of each stock option granted during the six month period ended August 1, 2020 was estimated using the Black Scholes option pricing model using the following assumptions: Six Months Ended August 1, 2020 Risk-free interest rate 0.45% - 1.48% Expected volatility 35% - 36% Expected life (years) 6.25 Contractual life (years) 10.0 Expected dividend yield 0.0% Weighted average grant date fair value of options issued $ 63.39 |
Award Grant and Vesting Transactions | Restricted stock transactions during the six month period ended August 1, 2020 are summarized as follows: Number of Shares Weighted Average Grant Date Fair Value Per Award Non-vested awards outstanding, February 1, 2020 451,774 $ 131.03 Awards granted 182,410 186.07 Awards vested (a) (165,324 ) 101.73 Awards forfeited (11,738 ) 141.16 Non-vested awards outstanding, August 1, 2020 457,122 163.33 (a) Restricted stock awards vested during the six month period ended August 1, 2020 had a total intrinsic value of $29.8 million. |
Performance Stock Unit Transactions | Performance stock unit transactions during the six month period ended August 1, 2020 are summarized as follows: Number of Shares Weighted Average Grant Date Fair Value Per Award Non-vested units outstanding, February 1, 2020 80,951 $ 173.87 Units granted 74,783 179.46 Awards forfeited (1,783 ) 170.08 Non-vested units outstanding, August 1, 2020 153,951 176.63 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||||
Aug. 01, 2020USD ($)Store | May 02, 2020USD ($) | Aug. 03, 2019USD ($) | Aug. 01, 2020USD ($)Store | Aug. 03, 2019USD ($) | Apr. 30, 2020USD ($) | Apr. 16, 2020USD ($) | Mar. 31, 2020USD ($) | Mar. 17, 2020USD ($) | Feb. 01, 2020USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||||||||
Number of stores operated | Store | 739 | 739 | ||||||||
Current medical benefit premiums | 100.00% | 100.00% | ||||||||
Decrease salary of executive leadership team | 50.00% | |||||||||
Inventory markdown reserve | $ 271,900 | |||||||||
Tax benefit | $ 63,055 | $ (11,151) | $ 268,415 | $ (27,346) | ||||||
Coronavirus Aid, Relief, and Economic Security Act | ||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||
Tax benefit | 24,800 | 87,300 | ||||||||
Coronavirus Aid, Relief, and Economic Security Act | Other Assets | ||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||
Tax refund from carryback of federal net operating loss | 221,200 | 221,200 | ||||||||
ABL senior secured revolving facility | ||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||
Long Term Debt | 250,000 | 96,900 | 250,000 | 96,900 | $ 400,000 | |||||
Repayments of debt | 150,000 | |||||||||
Long-Term Debt, face amount | 600,000 | $ 600,000 | 600,000 | $ 600,000 | $ 600,000 | $ 400,000 | $ 600,000 | |||
Convertible Senior Notes | ||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||
Long Term Debt | 633,076 | 633,076 | ||||||||
Long-Term Debt, face amount | $ 805,000 | $ 805,000 | $ 805,000 | $ 805,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.25% | 2.25% | 2.25% | 2.25% | ||||||
Senior Secured Notes | ||||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||||
Long Term Debt | $ 300,000 | $ 300,000 | ||||||||
Long-Term Debt, face amount | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.25% | 6.25% | 6.25% | 6.25% |
Company's Stockholders Equity (
Company's Stockholders Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Aug. 01, 2020 | May 02, 2020 | Aug. 03, 2019 | May 04, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | ||
Balance at beginning of period | $ 279,101 | $ 528,149 | $ 278,548 | $ 322,710 | $ 528,149 | $ 322,710 | |
Net (loss) income | (46,781) | (333,728) | 84,567 | 77,765 | $ (380,509) | $ 162,332 | |
Stock options exercised | 19,530 | 1,454 | 13,394 | 1,821 | |||
Stock options exercised (in shares) | [1] | 505,450 | |||||
Shares used for tax withholding | (2,350) | (7,383) | (11,521) | (7,538) | |||
Shares purchased as part of publicly announced programs | (50,158) | $ (51,326) | (122,780) | ||||
Vesting of restricted shares, net of forfeitures of restricted shares | 1,356,000 | 1,491,000 | |||||
Stock based compensation | 12,693 | 17,352 | $ 11,547 | 9,427 | |||
Equity component of convertible notes issuance, net | 131,916 | ||||||
Unrealized losses on interest rate derivative contracts, net of related tax benefit | (1,982) | (9,609) | (10,222) | (3,272) | $ (11,591) | $ (13,494) | |
Amount reclassified into earnings, net of related taxes | 2,049 | 1,108 | 150 | (185) | 3,157 | (35) | |
Balance at end of period | 262,260 | 279,101 | 315,137 | 278,548 | 262,260 | 315,137 | |
Cumulative-effect Adjustment | |||||||
Balance at beginning of period | 600 | 600 | |||||
Common Stock | |||||||
Balance at beginning of period | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | |
Balance at beginning of period (in shares) | 80,084,171 | 79,882,506 | 79,332,577 | 79,224,669 | 79,882,506 | 79,224,669 | |
Stock options exercised (in shares) | 324,500 | 180,950 | 280,955 | 110,493 | |||
Vesting of restricted shares, net of forfeitures of restricted shares | 5,480 | 20,715 | |||||
Forfeiture of restricted shares, net of issuance of restricted shares | (2,585) | ||||||
Forfeiture of restricted shares (in shares) | (8,164) | ||||||
Balance at end of period | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | $ 7 | |
Balance at end of period (in shares) | 80,414,151 | 80,084,171 | 79,605,368 | 79,332,577 | 80,414,151 | 79,605,368 | |
Additional Paid-in Capital | |||||||
Balance at beginning of period | $ 1,737,868 | $ 1,587,146 | $ 1,520,244 | $ 1,508,996 | $ 1,587,146 | $ 1,508,996 | |
Stock options exercised | 19,530 | 1,454 | 13,394 | 1,821 | |||
Stock based compensation | 12,693 | 17,352 | 11,547 | 9,427 | |||
Equity component of convertible notes issuance, net | 131,916 | ||||||
Balance at end of period | 1,770,091 | 1,737,868 | 1,545,185 | 1,520,244 | 1,770,091 | 1,545,185 | |
Accumulated Earnings (Deficit) | |||||||
Balance at beginning of period | (128,931) | 204,797 | (182,554) | (260,919) | 204,797 | (260,919) | |
Net (loss) income | (46,781) | (333,728) | 84,567 | 77,765 | |||
Balance at end of period | (175,712) | (128,931) | (97,987) | (182,554) | (175,712) | (97,987) | |
Accumulated Earnings (Deficit) | Cumulative-effect Adjustment | |||||||
Balance at beginning of period | 600 | 600 | |||||
Accumulated Other Comprehensive Loss | |||||||
Balance at beginning of period | (27,461) | (18,960) | (7,070) | (3,613) | (18,960) | (3,613) | |
Unrealized losses on interest rate derivative contracts, net of related tax benefit | (1,982) | (9,609) | (10,222) | (3,272) | |||
Amount reclassified into earnings, net of related taxes | 2,049 | 1,108 | 150 | (185) | |||
Balance at end of period | (27,394) | (27,461) | (17,142) | (7,070) | (27,394) | (17,142) | |
Treasury Stock | |||||||
Balance at beginning of period | $ (1,302,382) | $ (1,244,841) | $ (1,052,079) | $ (921,761) | $ (1,244,841) | $ (921,761) | |
Balance at beginning of period (in shares) | (14,237,470) | (13,952,534) | (12,966,479) | (12,079,572) | (13,952,534) | (12,079,572) | |
Shares used for tax withholding | $ (2,350) | $ (7,383) | $ (11,521) | $ (7,538) | |||
Shares used for tax withholding (in shares) | (13,108) | (41,363) | (67,539) | (45,447) | |||
Shares purchased as part of publicly announced programs | $ (50,158) | $ (51,326) | $ (122,780) | ||||
Shares purchased as part of publicly announced programs, (in shares) | (243,573) | (300,742) | (841,460) | ||||
Balance at end of period | $ (1,304,732) | $ (1,302,382) | $ (1,114,926) | $ (1,052,079) | $ (1,304,732) | $ (1,114,926) | |
Balance at end of period (in shares) | (14,250,578) | (14,237,470) | (13,334,760) | (12,966,479) | (14,250,578) | (13,334,760) | |
[1] | Options exercised during the six month period ended August 1, 2020 had a total intrinsic value of $ 77.5 |
Company's Stockholders Equity_2
Company's Stockholders Equity (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | |||
Aug. 01, 2020 | May 02, 2020 | Aug. 03, 2019 | May 04, 2019 | |
Statement Of Stockholders Equity [Abstract] | ||||
Forfeited restricted shares | 2,499 | 4,166 | 1,759 | |
Unrealized losses on interest rate derivative contracts, Tax | $ 0.7 | $ 3.6 | $ 3.9 | $ 1.3 |
Amount reclassified into earnings on Interest Rate Cap Contracts, Tax | $ 0.8 | $ 0.4 | $ 0.1 | $ 0.1 |
Lease Commitments - Additional
Lease Commitments - Additional Information (Detail) $ in Millions | 6 Months Ended |
Aug. 01, 2020USD ($)Store | |
Future Minimum Payments Receivable [Line Items] | |
Operating and finance leases, expiration period | 30 years |
Leases renewal option | 5 years |
Accrued lease liability | $ 332.8 |
Number of store committed to open or relocate but has not yet taken possession | Store | 51 |
Other Current Liabilities | Coronavirus Aid, Relief, and Economic Security Act | |
Future Minimum Payments Receivable [Line Items] | |
Deferred lease payments | $ 47.9 |
Future Lease Payments (Detail)
Future Lease Payments (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Operating Leases | |||
2020 (remainder) | $ 190,025 | ||
2021 | 450,918 | ||
2022 | 433,387 | ||
2023 | 410,257 | ||
2024 | 373,917 | ||
2025 | 339,930 | ||
Thereafter | 1,160,133 | ||
Total future minimum lease payments | 3,358,567 | ||
Amount representing interest | (691,012) | ||
Total lease liabilities | 2,667,555 | ||
Less: current portion of lease liabilities | (277,211) | $ (302,185) | $ (277,411) |
Total long term lease liabilities | $ 2,390,344 | $ 2,322,000 | $ 2,069,613 |
Weighted average discount rate | 5.40% | ||
Weighted average remaining lease term (years) | 8 years 6 months | ||
Finance Leases | |||
2020 (remainder) | $ 3,081 | ||
2021 | 6,841 | ||
2022 | 7,513 | ||
2023 | 7,589 | ||
2024 | 7,417 | ||
2025 | 5,298 | ||
Thereafter | 33,353 | ||
Total future minimum lease payments | 71,092 | ||
Amount representing interest | (22,244) | ||
Total lease liabilities | 48,848 | ||
Less: current portion of lease liabilities | (3,760) | ||
Total long term lease liabilities | $ 45,088 | ||
Weighted average discount rate | 6.90% | ||
Weighted average remaining lease term (years) | 11 years 10 months 24 days |
Schedule of Net Lease Costs (De
Schedule of Net Lease Costs (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | ||
Finance lease cost: | |||||
Amortization of finance lease asset | [1] | $ 1,211 | $ 972 | $ 2,422 | $ 1,945 |
Interest on lease liabilities | [2] | 857 | 641 | 1,729 | 1,296 |
Operating lease cost | [3] | 109,592 | 101,504 | 218,565 | 202,428 |
Variable lease cost | [3] | 45,643 | 38,442 | 86,861 | 77,261 |
Total lease cost | 157,303 | 141,559 | 309,577 | 282,930 | |
Less all rental income | [4] | 1,265 | 1,233 | 2,513 | 2,473 |
Total net rent expense | [5] | $ 156,038 | $ 140,326 | $ 307,064 | $ 280,457 |
[1] | Included in the line item “Depreciation and amortization” in the Company’s Condensed Consolidated Statements of (Loss) Income. | ||||
[2] | Included in the line item “Interest expense” in the Company’s Condensed Consolidated Statements of (Loss) Income. | ||||
[3] | Includes real estate taxes, common area maintenance, insurance and percentage rent. Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of (Loss) Income. | ||||
[4] | Included in the line item “Other revenue” in the Company’s Condensed Consolidated Statements of (Loss) Income. | ||||
[5] | Excludes an immaterial amount of short-term lease cost. |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Disclosures Related to Leases (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Aug. 01, 2020 | Aug. 03, 2019 | ||
Cash paid for amounts included in the measurement of lease liabilities: | |||
Cash payments arising from operating lease liabilities | [1] | $ 169,391 | $ 198,287 |
Cash payments for the principal portion of finance lease liabilities | [2] | 1,743 | 1,407 |
Cash payments for the interest portion of finance lease liabilities | [1] | 1,729 | 1,296 |
Operating lease liabilities arising from obtaining right-of-use assets | $ 228,344 | $ 273,030 | |
[1] | Included within operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. | ||
[2] | Included within financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Apr. 16, 2020 | Mar. 31, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Debt Instrument [Line Items] | |||||
Finance lease obligations | $ 48,848 | $ 50,130 | $ 31,541 | ||
Unamortized deferred financing costs | (25,023) | (2,335) | (2,589) | ||
Total debt | 2,164,926 | 1,005,300 | 1,082,951 | ||
Less: current maturities | (3,760) | (3,577) | (3,176) | ||
Long term debt, net of current maturities | 2,161,166 | 1,001,723 | 1,079,775 | ||
Senior Secured Term B-5 Loans | |||||
Debt Instrument [Line Items] | |||||
Long Term Debt | 958,025 | $ 957,505 | 957,099 | ||
Convertible Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Long Term Debt | 633,076 | ||||
Unamortized deferred financing costs | $ (21,000) | ||||
Senior Secured Notes | |||||
Debt Instrument [Line Items] | |||||
Long Term Debt | 300,000 | ||||
Unamortized deferred financing costs | $ (7,800) | ||||
ABL senior secured revolving facility | |||||
Debt Instrument [Line Items] | |||||
Long Term Debt | $ 250,000 | $ 400,000 | $ 96,900 |
Long-Term Debt (Parenthetical)
Long-Term Debt (Parenthetical) (Detail) - USD ($) $ in Thousands | Apr. 16, 2020 | Aug. 01, 2020 | Aug. 03, 2019 | Feb. 01, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Mar. 17, 2020 |
Senior Secured Term B-5 Loans | |||||||
Debt Instrument [Line Items] | |||||||
Long-Term Debt, maturity date | Nov. 17, 2024 | Nov. 17, 2024 | Nov. 17, 2024 | ||||
Long-Term Debt, face amount | $ 1,200,000 | $ 1,200,000 | $ 1,200,000 | ||||
Convertible Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-Term Debt, maturity date | Apr. 15, 2025 | Apr. 15, 2025 | |||||
Long-Term Debt, face amount | $ 805,000 | $ 805,000 | $ 805,000 | ||||
Long-Term Debt, interest rate | 2.25% | 2.25% | 2.25% | ||||
ABL senior secured revolving facility | |||||||
Debt Instrument [Line Items] | |||||||
Long-Term Debt, maturity date | Jun. 29, 2023 | Jun. 29, 2023 | Jun. 29, 2023 | ||||
Long-Term Debt, face amount | $ 600,000 | $ 600,000 | $ 600,000 | $ 600,000 | $ 400,000 | ||
Senior Secured Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-Term Debt, maturity date | Apr. 15, 2025 | Apr. 15, 2025 | |||||
Long-Term Debt, face amount | $ 300,000 | $ 300,000 | $ 300,000 | ||||
Long-Term Debt, interest rate | 6.25% | 6.25% | 6.25% | ||||
London Interbank Offered Rate Floor | Senior Secured Term B-5 Loans | |||||||
Debt Instrument [Line Items] | |||||||
Long-Term Debt, interest rate | 0.00% | 0.00% | 0.00% | ||||
London Interbank Offered Rate (LIBOR) | Senior Secured Term B-5 Loans | |||||||
Debt Instrument [Line Items] | |||||||
Long-Term Debt, interest rate | 1.75% | 1.75% | 1.75% |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | Apr. 16, 2020USD ($)shares$ / shares | Feb. 26, 2020USD ($) | Feb. 25, 2020 | Aug. 01, 2020USD ($)$ / shares | Aug. 03, 2019USD ($) | Aug. 01, 2020USD ($)$ / shares | Aug. 03, 2019USD ($) | Feb. 01, 2020USD ($) | Apr. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Mar. 17, 2020USD ($) |
Debt Instrument [Line Items] | |||||||||||
Costs related to debt issuances and amendments | $ 7,000 | $ 4,352,000 | $ (375,000) | ||||||||
Loss on extinguishment of debt | (202,000) | ||||||||||
Deferred financing costs | $ 25,023,000 | $ 2,589,000 | $ 25,023,000 | $ 2,589,000 | $ 2,335,000 | ||||||
Term Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Borrowing, interest rate | 1.90% | 4.30% | 1.90% | 4.30% | |||||||
Convertible Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Borrowing, interest rate | 8.20% | ||||||||||
Long-Term Debt, face amount | $ 805,000,000 | $ 805,000,000 | $ 805,000,000 | $ 805,000,000 | |||||||
Long-Term Debt, conversion of convertible notes | shares | 3,656,149 | ||||||||||
Long-Term Debt, conversion of convertible notes subject to adjustments | shares | 4,844,410 | ||||||||||
Long-Term Debt, interest rate | 2.25% | 2.25% | 2.25% | 2.25% | |||||||
Debt instrument maturity date | Apr. 15, 2025 | Apr. 15, 2025 | |||||||||
Debt instrument frequency of periodic payments | semi-annually | ||||||||||
Debt instrument, date of first required payment | Oct. 15, 2020 | ||||||||||
Debt instrument, conversion ratio | 4.5418 | ||||||||||
Debt instrument, principal amount for conversion | $ 1,000 | ||||||||||
Debt instrument, conversion price | $ / shares | $ 220.18 | $ 220.18 | $ 220.18 | ||||||||
Debt instrument, conversion premium | 32.50% | ||||||||||
Share price | $ / shares | $ 166.17 | ||||||||||
Debt instrument, convertible, stock price trigger | 130.00% | ||||||||||
Debt instrument, redemption price, percentage | 100.00% | ||||||||||
Debt instrument repurchase percentage on conditional basis | 100.00% | ||||||||||
Deferred financing costs | $ 21,000,000 | ||||||||||
Convertible Senior Notes | Debt Component | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Deferred financing costs | 16,400,000 | $ 15,571,000 | $ 15,571,000 | ||||||||
Convertible Senior Notes | Equity Component | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Deferred financing costs | 4,600,000 | ||||||||||
Senior Secured Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-Term Debt, face amount | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | |||||||
Long-Term Debt, interest rate | 6.25% | 6.25% | 6.25% | 6.25% | |||||||
Debt instrument maturity date | Apr. 15, 2025 | Apr. 15, 2025 | |||||||||
Debt instrument frequency of periodic payments | semiannually | ||||||||||
Debt instrument, date of first required payment | Oct. 15, 2020 | ||||||||||
Deferred financing costs | $ 7,800,000 | ||||||||||
Debt instrument legal fees | $ 3,200,000 | ||||||||||
ABL senior secured revolving facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Long-Term Debt, face amount | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | $ 400,000,000 | ||||
Debt instrument maturity date | Jun. 29, 2023 | Jun. 29, 2023 | Jun. 29, 2023 | ||||||||
Repayments of debt | 150,000,000 | ||||||||||
Line of Credit Facility, amount available | 120,400,000 | 428,600,000 | $ 120,400,000 | $ 428,600,000 | |||||||
Line of Credit Facility, maximum amount outstanding during period | 400,000,000 | 245,000,000 | 400,000,000 | 255,000,000 | |||||||
Line of Credit Facility, Average borrowings | $ 372,000,000 | $ 146,000,000 | $ 289,300,000 | $ 146,700,000 | |||||||
Line of Credit Facility, Average interest rate | 2.10% | 3.70% | 2.10% | 3.70% | |||||||
Term Loan Facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Costs related to debt issuances and amendments | $ 1,100,000 | ||||||||||
Term Loan Facility | Write Off Deferred Financing Costs | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Loss on extinguishment of debt | $ (200,000) | ||||||||||
Term Loan Facility | Prime Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, interest rate | 0.75% | 1.00% | |||||||||
Term Loan Facility | London Interbank Offered Rate (LIBOR) | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, interest rate | 1.75% | 2.00% | |||||||||
Term Loan Facility | London Interbank Offered Rate Floor | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, interest rate | 0.00% |
Long-Term Debt - Schedule of Co
Long-Term Debt - Schedule of Components of Convertible Notes (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Apr. 16, 2020 | Feb. 01, 2020 | Aug. 03, 2019 | |
Debt Instrument [Line Items] | |||||
Principal | [1] | $ 2,316,415 | $ 961,415 | $ 1,058,315 | |
Unamortized deferred financing costs | (25,023) | $ (2,335) | $ (2,589) | ||
Convertible Senior Notes | |||||
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | $ (21,000) | ||||
Net carrying amount | 633,076 | ||||
Convertible Senior Notes | Debt Component | |||||
Debt Instrument [Line Items] | |||||
Principal | 805,000 | ||||
Unamortized debt discount | (171,924) | ||||
Unamortized deferred financing costs | (15,571) | (16,400) | |||
Net carrying amount | 617,505 | ||||
Convertible Senior Notes | Equity Component | |||||
Debt Instrument [Line Items] | |||||
Unamortized deferred financing costs | $ (4,600) | ||||
Net carrying amount | $ 131,916 | ||||
[1] | The table above excludes finance lease obligations, debt discount and deferred debt costs. |
Long-Term Debt - Schedule of In
Long-Term Debt - Schedule of Interest Expense Related to Convertible Notes (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Aug. 01, 2020 | Aug. 01, 2020 | Aug. 03, 2019 | |
Debt Instrument [Line Items] | |||
Amortization of deferred financing costs | $ 1,786 | $ 641 | |
Convertible Senior Notes | |||
Debt Instrument [Line Items] | |||
Coupon interest | $ 4,513 | 5,356 | |
Amortization of debt discount | 7,387 | 8,753 | |
Amortization of deferred financing costs | 672 | 793 | |
Convertible Notes interest expense | $ 12,572 | $ 14,902 |
Derivative Instruments And He_3
Derivative Instruments And Hedging Activities - Additional Information (Detail) - Interest Rate Cap Contracts $ in Millions | Aug. 01, 2020USD ($)Derivative |
Derivative [Line Items] | |
Number of credit risk derivatives held | Derivative | 1 |
Amounts reported in Accumulated Other Comprehensive Loss to be reclassified to interest expense, during the next twelve months | $ | $ 11.5 |
Outstanding Interest Rate Deriv
Outstanding Interest Rate Derivative in Qualifying Hedging Relationships (Detail) - Cash Flow Hedging - Derivatives Designated as Hedging Instruments - Interest Rate Swap Contract | 6 Months Ended |
Aug. 01, 2020USD ($)Derivative | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Number of Instruments | Derivative | 1 |
Notional Aggregate Principal Amount | $ | $ 450,000,000 |
Interest Swap Rate | 2.72% |
Maturity Date | Dec. 29, 2023 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Interest Rate Swap Contract | Other Liabilities | |||
Derivatives, Fair Value [Line Items] | |||
Derivative Designated as Hedging Instruments Interest Rate Cap Contracts, Liability at Fair Value | $ 37,798 | $ 26,220 | $ 23,703 |
Summary of Unrealized Gains and
Summary of Unrealized Gains and Losses Deferred to Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Aug. 01, 2020 | May 02, 2020 | Aug. 03, 2019 | May 04, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | |
Derivative Instruments Gain Loss [Line Items] | ||||||
Income tax benefit | $ (700) | $ (3,600) | $ (3,900) | $ (1,300) | ||
Unrealized losses, net of taxes | (1,982) | $ (9,609) | (10,222) | $ (3,272) | $ (11,591) | $ (13,494) |
Derivatives Designated as Hedging Instruments | Interest Rate Derivatives | ||||||
Derivative Instruments Gain Loss [Line Items] | ||||||
Unrealized losses, before taxes | (2,730) | (14,133) | (15,894) | (18,656) | ||
Income tax benefit | 748 | 3,911 | 4,303 | 5,162 | ||
Unrealized losses, net of taxes | $ (1,982) | $ (10,222) | $ (11,591) | $ (13,494) |
Reclassification of Gains and L
Reclassification of Gains and Losses from Accumulated Other Comprehensive Loss into Earnings (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Aug. 01, 2020 | May 02, 2020 | Aug. 03, 2019 | May 04, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | |
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | ||||||
Interest expense | $ (28,359) | $ (13,435) | $ (43,052) | $ (26,805) | ||
Income tax (benefit) expense | (63,055) | 11,151 | (268,415) | 27,346 | ||
Net reclassification into earnings | 2,049 | $ 1,108 | 150 | $ (185) | 3,157 | (35) |
Reclassification out of accumulated other comprehensive income | Derivatives Designated as Hedging Instruments | Accumulated net gain (loss) from cash flow hedges including portion attributable to noncontrolling interest | Interest Rate Cap Contracts | ||||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income On Derivatives [Line Items] | ||||||
Interest expense | 2,820 | 200 | 4,352 | (56) | ||
Income tax (benefit) expense | (771) | (50) | (1,195) | 21 | ||
Net reclassification into earnings | $ 2,049 | $ 150 | $ 3,157 | $ (35) |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss (Detail) $ in Thousands | 6 Months Ended |
Aug. 01, 2020USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at beginning of period | $ 528,149 |
Balance at end of period | 262,260 |
Derivative Instruments | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at beginning of period | (18,960) |
Unrealized losses, net of related tax benefit of $4.3 million | (11,591) |
Amount reclassified into earnings, net of related taxes of $1.2 million | 3,157 |
Balance at end of period | $ (27,394) |
Changes in Accumulated Other _2
Changes in Accumulated Other Comprehensive Loss (Parenthetical) (Detail) - Derivative Instruments $ in Millions | 6 Months Ended |
Aug. 01, 2020USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Unrealized losses on Interest Rate Cap Contracts, Tax | $ 4.3 |
Amount reclassified into earnings on Interest Rate Cap Contracts, Tax | $ 1.2 |
Fair Values of Financial Assets
Fair Values of Financial Assets and Hierarchy of Level of Inputs (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Fair Value, Inputs, Level 1 | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Cash equivalents (including restricted cash) | $ 1,001,253 | $ 369,733 | $ 22,527 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | 3 Months Ended | 6 Months Ended |
Aug. 01, 2020USD ($)Store | Aug. 01, 2020USD ($)Store | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Impairment charges - long-lived assets | $ 1,077,000 | $ 3,001,000 |
Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value of impaired assets | $ 0 | $ 0 |
Assets Impairments | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Impairment of store level assets, number of stores | Store | 5 | 10 |
Impaired Lease Assets | Fair Value, Inputs, Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Impairment of store level assets, number of stores | Store | 2 | |
Fair value of impaired assets | $ 700,000 | $ 700,000 |
Fair Values of Financial Liabil
Fair Values of Financial Liabilities (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 | |
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | [1] | $ 2,316,415 | $ 961,415 | $ 1,058,315 |
Long-Term Debt, Fair Value | [1] | 2,380,491 | 959,899 | 1,056,691 |
Term B-5 Loans | ||||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | 961,415 | 961,415 | 961,415 | |
Long-Term Debt, Fair Value | 914,546 | $ 959,899 | 959,791 | |
Convertible Notes | ||||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | 805,000 | |||
Long-Term Debt, Fair Value | 896,070 | |||
Secured Notes | ||||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | 300,000 | |||
Long-Term Debt, Fair Value | 319,875 | |||
ABL Line of Credit | ||||
Carrying Amounts And Fair Values Of Financial Instruments [Line Items] | ||||
Long-Term Debt, Principal Amount | 250,000 | 96,900 | ||
Long-Term Debt, Fair Value | $ 250,000 | $ 96,900 | ||
[1] | The table above excludes finance lease obligations, debt discount and deferred debt costs. |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | Feb. 01, 2020 | |
Income Tax Disclosure [Line Items] | |||||
Income tax (benefit) expense | $ (63,055) | $ 11,151 | $ (268,415) | $ 27,346 | |
Effective tax rate | 41.40% | 14.40% | |||
Federal statutory rate | 21.00% | ||||
Tax rate impact, permanent benefits related to stock compensation | 3.50% | ||||
Tax rate impact related to various provisions of CARES Act | 13.50% | ||||
Deferred tax asset for net operating loss | 20,700 | $ 20,700 | |||
Valuation allowances | 11,500 | $ 9,200 | 11,500 | $ 9,200 | $ 9,800 |
Puerto Rico | |||||
Income Tax Disclosure [Line Items] | |||||
Tax credit carryforwards | 11,100 | 11,100 | |||
Amount of alternative minimum tax credits | 1,400 | $ 1,400 | |||
Alternative minimum tax credits, expiration life | indefinite life | ||||
Federal | |||||
Income Tax Disclosure [Line Items] | |||||
Tax credit carryforwards | 1,400 | $ 1,400 | |||
Tax credit expiration period | 2040 | ||||
State and local jurisdiction | |||||
Income Tax Disclosure [Line Items] | |||||
Deferred tax asset for net operating loss | 20,400 | $ 20,400 | |||
Tax credit carryforwards | 8,300 | $ 8,300 | |||
Tax credit expiration period | 2021 | ||||
State and local jurisdiction | Minimum | |||||
Income Tax Disclosure [Line Items] | |||||
Net operating losses subject to expiration year | 2021 | ||||
State and local jurisdiction | Maximum | |||||
Income Tax Disclosure [Line Items] | |||||
Net operating losses subject to expiration year | 2040 | ||||
Puerto Rico | |||||
Income Tax Disclosure [Line Items] | |||||
Deferred tax asset for net operating loss | $ 300 | $ 300 | |||
Net operating losses subject to expiration year | 2025 |
Net Deferred Taxes (Detail)
Net Deferred Taxes (Detail) - USD ($) $ in Thousands | Aug. 01, 2020 | Feb. 01, 2020 | Aug. 03, 2019 |
Income Tax Disclosure [Abstract] | |||
Deferred tax asset | $ 4,678 | $ 4,678 | $ 4,125 |
Deferred tax liability | 217,387 | 182,288 | 171,543 |
Net deferred tax liability | $ 212,709 | $ 177,610 | $ 167,418 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - USD ($) | Aug. 14, 2019 | Mar. 31, 2020 | Aug. 01, 2020 | May 02, 2020 | Aug. 03, 2019 | May 04, 2019 | Aug. 01, 2020 |
Statement Equity Components [Line Items] | |||||||
Shares Used for Tax Withholdings | $ 2,350,000 | $ 7,383,000 | $ 11,521,000 | $ 7,538,000 | |||
2019 Stock Repurchase Program | |||||||
Statement Equity Components [Line Items] | |||||||
Stock repurchase program, authorized amount | $ 400,000,000 | ||||||
Stock repurchase program, authorized execution month and year | 2021-08 | ||||||
2020 Stock Repurchase Program | |||||||
Statement Equity Components [Line Items] | |||||||
Common stock repurchased, shares | 243,573 | ||||||
Common stock repurchased, value | $ 50,200,000 | ||||||
Remaining authorized repurchase amount | $ 348,400,000 | $ 348,400,000 | |||||
Treasury Stock | |||||||
Statement Equity Components [Line Items] | |||||||
Shares Used for Tax Withholdings (in shares) | 54,471 | ||||||
Shares Used for Tax Withholdings | $ 9,700,000 |
Computation of Basic and Dilute
Computation of Basic and Diluted Net Income per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | |
Basic net (loss) income per share | ||||
Net (loss) income | $ (46,781) | $ 84,567 | $ (380,509) | $ 162,332 |
Weighted average number of common shares – basic | 65,947 | 65,918 | 65,760 | 66,011 |
Net (loss) income per common share – basic | $ (0.71) | $ 1.28 | $ (5.79) | $ 2.46 |
Diluted net (loss) income per share | ||||
Net (loss) income | $ (46,781) | $ 84,567 | $ (380,509) | $ 162,332 |
Weighted average number of common shares – basic | 65,947 | 65,918 | 65,760 | 66,011 |
Assumed exercise of stock options and vesting of restricted stock | 1,356 | 1,491 | ||
Weighted average number of common shares – diluted | 65,947 | 67,274 | 65,760 | 67,502 |
Net income per common stock - diluted | $ (0.71) | $ 1.26 | $ (5.79) | $ 2.40 |
Net (Loss) Income Per Share - A
Net (Loss) Income Per Share - Additional Information (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | Apr. 16, 2020 | |
Convertible Senior Notes | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Debt instrument, conversion price | $ 220.18 | $ 220.18 | $ 220.18 | ||
Stock Option, Restricted Stock and Restricted Stock Unit Awards | |||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||||
Anti-dilutive shares excluded from diluted net (loss) income per share | 2,005,000 | 600,000 | 2,015,000 | 500,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) | 6 Months Ended |
Aug. 01, 2020shares | |
Performance Stock Units | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Service-based awards, vesting period | 3 years |
Service-based awards, service period | 3 years |
Performance Stock Units | Minimum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target award threshold range | 50.00% |
Performance Stock Units | Maximum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Target award threshold range | 200.00% |
2013 Omnibus Incentive Plan | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares available for grant equity awards | 2,432,377 |
Non-Cash Stock Compensation Exp
Non-Cash Stock Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [1] | $ 12,693 | $ 11,547 | $ 30,045 | $ 20,974 |
Restricted Stock and Restricted Stock Unit Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | 5,739 | 5,591 | 12,638 | 10,543 |
Stock Option Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | 4,696 | 4,767 | 11,028 | 9,184 |
Performance Stock Unit Grants | |||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||||
Non-Cash Stock Compensation | [2] | $ 2,258 | $ 1,189 | $ 6,379 | $ 1,247 |
[1] | The amounts presented in the table above exclude taxes. For the three and six month periods ended August 1, 2020, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.2 million and $6.0 million, respectively. For the three and six month periods ended August 3, 2019, the tax benefit related to the Company’s non-cash stock compensation was approximately $2.9 million and $5.2 million, respectively. | ||||
[2] | Included in the line item “Selling, general and administrative expenses” in the Company’s Condensed Consolidated Statements of (Loss) Income. |
Non-Cash Stock Compensation E_2
Non-Cash Stock Compensation Expense (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Aug. 01, 2020 | Aug. 03, 2019 | Aug. 01, 2020 | Aug. 03, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||
Non-Cash Stock Compensation tax benefit | $ 2.2 | $ 2.9 | $ 6 | $ 5.2 |
Stock Option Transactions (Deta
Stock Option Transactions (Detail) | 6 Months Ended | |
Aug. 01, 2020$ / sharesshares | ||
Number of Shares | ||
Options Outstanding at Beginning of Period | shares | 1,890,955 | |
Options Granted | shares | 236,833 | |
Options Exercised | shares | (505,450) | [1] |
Options Forfeited | shares | (31,349) | |
Options Outstanding at End of Period | shares | 1,590,989 | |
Weighted Average Exercise Price Per Share | ||
Options Outstanding at Beginning of Period | $ / shares | $ 94.17 | |
Options Granted | $ / shares | 180.12 | |
Options Exercised | $ / shares | 41.51 | [1] |
Options Forfeited | $ / shares | 109.94 | |
Options Outstanding at End of Period | $ / shares | $ 123.39 | |
[1] | Options exercised during the six month period ended August 1, 2020 had a total intrinsic value of $ 77.5 |
Stock Option Transactions (Pare
Stock Option Transactions (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Aug. 01, 2020USD ($) | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share based compensation option exercised total intrinsic value | $ 77.5 |
Stock Options Vested and Expect
Stock Options Vested and Expected to Vest (Detail) $ / shares in Units, $ in Millions | 6 Months Ended |
Aug. 01, 2020USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Vested and expected to vest, Options | shares | 1,590,989 |
Vested and expected to vest, Weighted Average Remaining Contractual Life (Years) | 6 years 4 months 24 days |
Vested and expected to vest, Weighted Average Exercise Price | $ / shares | $ 123.39 |
Vested and expected to vest, Aggregate Intrinsic Value | $ | $ 103.8 |
Weighted Average Assumptions Us
Weighted Average Assumptions Used to Estimate Fair Value of Stock Option (Detail) | 6 Months Ended |
Aug. 01, 2020$ / shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Risk-free interest rate, minimum | 0.45% |
Risk-free interest rate, maximum | 1.48% |
Expected volatility, minimum | 35.00% |
Expected volatility, maximum | 36.00% |
Expected life (years) | 6 years 3 months |
Contractual life (years) | 10 years |
Expected dividend yield | 0.00% |
Weighted average grant date fair value of options issued | $ 63.39 |
Award Grant, Vested and Forfeit
Award Grant, Vested and Forfeiture Transactions (Detail) - Non Vested Restricted Stock | 6 Months Ended | |
Aug. 01, 2020$ / sharesshares | ||
Number of Shares | ||
Non-Vested Awards Outstanding at Beginning of Period | shares | 451,774 | |
Awards Granted | shares | 182,410 | |
Awards Vested | shares | (165,324) | [1] |
Awards Forfeited | shares | (11,738) | |
Non-Vested Awards Outstanding at End of Period | shares | 457,122 | |
Weighted Average Grant Date Fair Value Per Award | ||
Non-Vested Awards Outstanding at Beginning of Period | $ / shares | $ 131.03 | |
Awards Granted | $ / shares | 186.07 | |
Awards Vested | $ / shares | 101.73 | [1] |
Awards Forfeited | $ / shares | 141.16 | |
Non-Vested Awards Outstanding at End of Period | $ / shares | $ 163.33 | |
[1] | Restricted stock awards vested during the six month period ended August 1, 2020 had a total intrinsic value of $29.8 million. |
Award Grant, Vested and Forfe_2
Award Grant, Vested and Forfeiture Transactions (Parenthetical) (Detail) $ in Millions | 6 Months Ended |
Aug. 01, 2020USD ($) | |
Restricted Stock Issuances | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Share based compensation awards vested total intrinsic value | $ 29.8 |
Performance Stock Units Transac
Performance Stock Units Transactions (Detail) - Performance Stock Units | 6 Months Ended |
Aug. 01, 2020$ / sharesshares | |
Number of Shares | |
Non-Vested Awards Outstanding at Beginning of Period | shares | 80,951 |
Awards Granted | shares | 74,783 |
Awards Forfeited | shares | (1,783) |
Non-Vested Awards Outstanding at End of Period | shares | 153,951 |
Weighted Average Grant Date Fair Value Per Award | |
Non-Vested Awards Outstanding at Beginning of Period | $ / shares | $ 173.87 |
Awards Granted | $ / shares | 179.46 |
Awards Forfeited | $ / shares | 170.08 |
Non-Vested Awards Outstanding at End of Period | $ / shares | $ 176.63 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | Aug. 01, 2020 | Jun. 30, 2020 | Feb. 01, 2020 | Aug. 03, 2019 | Nov. 30, 2005 |
Commitments And Contingencies Disclosure [Line Items] | |||||
Settlements of legal matters | $ 19,600,000 | ||||
Letters of credit, outstanding amount | $ 53,900,000 | $ 53,100,000 | $ 74,500,000 | ||
Purchase commitments related to goods or services | 955,600,000 | ||||
Death benefits | $ 1,000,000 | ||||
Guarantee Performance Under Insurance And Utility Agreement | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, outstanding amount | 47,200,000 | 46,600,000 | 50,900,000 | ||
Merchandising Agreement | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, outstanding amount | 6,700,000 | 6,500,000 | 23,600,000 | ||
Letters of Credit | ABL senior secured revolving facility | |||||
Commitments And Contingencies Disclosure [Line Items] | |||||
Letters of credit, maximum borrowing capacity | $ 120,400,000 | $ 501,800,000 | $ 428,600,000 |