FL Foot Locker

Document And Entity Information

Document And Entity Information - shares9 Months Ended
Nov. 03, 2018Nov. 30, 2018
Document And Entity Information [Abstract]
Document Type10-Q
Amendment Flagfalse
Document Period End DateNov. 3,
2018
Document Fiscal Year Focus2018
Document Fiscal Period FocusQ3
Trading SymbolFL
Entity Common Stock, Shares Outstanding112,890,202
Entity Registrant NameFOOT LOCKER, INC.
Entity Central Index Key850209
Current Fiscal Year End Date--02-02
Entity Emerging Growth Companyfalse
Entity Small Businessfalse
Entity Filer CategoryLarge Accelerated Filer

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in MillionsNov. 03, 2018Feb. 03, 2018[1]Oct. 28, 2017
Current assets:
Cash and cash equivalents $ 748 $ 849 $ 890
Merchandise inventories1,305 1,278 1,313
Other current assets325 424 295
Assets, current, total2,378 2,551 2,498
Property and equipment, net824 866 835
Deferred taxes107 48 164
Goodwill157 160 158
Other intangible assets, net39 46 45
Other assets175 290 113
Total assets3,680 3,961 3,813
Current liabilities:
Accounts payable383 258 241
Accrued and other liabilities312 358 326
Liabilities, current, total695 616 567
Long-term debt124 125 126
Other liabilities410 701 463
Total liabilities1,229 1,442 1,156
Shareholders' equity:
Common stock and paid-in capital: 121,500,846; 133,336,171; and 121,262,456 shares outstanding, respectively864 842 921
Retained earnings2,323 2,019 2,467
Accumulated other comprehensive loss(361)(279)(286)
Less: Treasury stock at cost: 8,109,644; 10,730,582; and 1,433,433 shares, respectively(375)(63)(445)
Total shareholders’ equity2,451 2,519 2,657
Liabilities and equity, total $ 3,680 $ 3,961 $ 3,813
[1]The balance sheet at February 3, 2018 has been derived from the previously reported audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.'s Annual Report on Form 10-K for the year ended February 3, 2018.

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - sharesNov. 03, 2018Feb. 03, 2018Oct. 28, 2017
CONSOLIDATED BALANCE SHEETS [Abstract]
Common Stock, Shares Outstanding, Issued, Total121,500,846 121,262,456 133,336,171
Treasury Stock, Shares8,109,644 1,433,433 10,730,582

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Sales $ 1,860 $ 1,870 $ 5,667 $ 5,572
Cost of sales1,272 1,290 3,874 3,809
Selling, general and administrative expenses398 368 1,163 1,078
Depreciation and amortization44 44 133 127
Litigation and other charges2 13 17 63
Income from operations144 155 480 495
Interest income, net(2) (5)(1)
Other income[1](1)(5)(2)
Income before income taxes146 156 490 498
Income tax expense16 54 107 165
Net income $ 130 $ 102 $ 383 $ 333
Basic earnings per share $ 1.14 $ 0.81 $ 3.29 $ 2.57
Weighted-average shares outstanding114.5 126 116.6 129.6
Diluted earnings per share $ 1.14 $ 0.81 $ 3.28 $ 2.55
Weighted-average shares outstanding, assuming dilution115 126.4 117.1 130.3
[1]Other income includes non-operating items, such as lease termination gains, franchise royalty income, changes in fair value, premiums paid, realized gains and losses associated with foreign currency option contracts, changes in the market value of our available-for-sale security in conjunction with the adoption of ASU 2016-01 as of the beginning of 2018, and net benefit expense related to our pension and postretirement programs excluding the service cost component conjunction with the adoption of ASU 2017-07 as of the beginning of 2018.

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]
Net income $ 130 $ 102 $ 383 $ 333
Foreign currency translation adjustment:
Translation adjustment arising during the period, net of income tax (benefit)/expense of $(2), $-, $(9), and $5 million, respectively(23)(4)(81)70
Cash flow hedges:
Change in fair value of derivatives, net of income tax 1 1
Available for sale securities:
Unrealized gain on available-for-sale securities 1
Pension and postretirement adjustments:
Amortization of net actuarial gain/loss and prior service cost included in net periodic benefit costs, net of income tax expense of $1, $1, $2, and $3 million, respectively2 2 6 5
Pension remeasurement and foreign currency fluctuations arising during the year, net of income tax benefit of $-, $-, $3, and $- million, respectively (8)
Comprehensive income $ 109 $ 100 $ 301 $ 410

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]
Net income tax benefit on translation adjustment $ (2) $ 0 $ (9) $ 5
Income tax expense on amortization of net acturial gain/loss and prior service cost1 1 2 3
Income tax benefit on pension remeasurement and foreign currency fluctuations arising during the year $ 0 $ 0 $ 3 $ 0

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions9 Months Ended
Nov. 03, 2018Oct. 28, 2017
From operating activities:
Net income $ 383 $ 333
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization133 127
Share-based compensation expense16 11
Qualified pension plan contributions(128)(25)
Change in assets and liabilities:
Merchandise inventories(57)18
Accounts payable133 (13)
Accrued and other liabilities(29)
Pension litigation accrual17 50
Class counsel fees paid in connection with pension litigation(97)
Other, net22 24
Net cash provided by operating activities422 496
From investing activities:
Capital expenditures(153)(204)
Investment in equity securities(6)
Insurance proceeds related to loss on property and equipment2
Net cash used in investing activities(157)(204)
From financing activities:
Purchase of treasury shares(313)(362)
Dividends paid on common stock(120)(120)
Proceeds from exercise of stock options4 12
Treasury stock reissued under employee stock plan2 5
Shares of common stock repurchased to satisfy tax withholding obligations(1)(10)
Net cash used in financing activities(428)(475)
Effect of exchange rate fluctuations on cash, cash equivalents, and restricted cash(32)30
Net change in cash, cash equivalents, and restricted cash(195)(153)
Cash, cash equivalents, and restricted cash at beginning of period1,031 1,073
Cash, cash equivalents, and restricted cash at end of period836 920
Cash paid during the period:
Interest5 6
Income taxes $ 169 $ 187

Summary of Significant Accounti

Summary of Significant Accounting Policies9 Months Ended
Nov. 03, 2018
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies1. Summary of Signific ant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements contained in this report are unaudited. In the opinion of management, the condensed consolidated financial statements include all normal, recurring adjustments necessary for a fair presentation of the results for the interim periods of the fiscal year ending February 2, 2019 and of the fiscal year ended February 3, 2018 . Certain items included in these statements are based on management’s estimates. Actual results may differ from those estimates. The results of operations for any interim period are not necessarily indicative of the results expected for the year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Notes to Consolidated Financial Statements contained in Foot Locker, Inc.’s (the “Company”) Form 10-K for the year ended February 3, 2018 , as filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 29, 2018 .
Other than the changes to the Revenue Recognition policies as a result of the recently adopted accounting standards discussed below, there were no significant changes to our significant accounting policies disclosed in Note 1, Summary of Significant Accounting Policies of our Annual Report on Form 10-K for the year ended February 3, 2018.

Recently Adopted Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“ FASB”) issued Accounting Standards Update (“ ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) . The core principle of Topic 606 is to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted ASU 2014-09 during the first quarter of 2018 using the modified retrospective method. We recognized $5 million, or $4 million net of tax, as the cumulative effect of initially applying the new revenue standard as an increase to the opening balance of retained earnings.

In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . ASU 2016-16 requires recognition of income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The Company adopted this ASU during the first quarter of 2018 using the modified retrospective method, and as a result increased deferred income tax assets by $37 million. The Company recorded an adjustment to opening retained earnings to write off the income tax effects that had been deferred from past intercompany transactions involving non-inventory assets. The Company also recorded deferred tax assets with an offset to opening retained earnings for amounts that were not previously recognized under the previous guidance but are recognized under this ASU.

Other recently adopted ASUs are discussed within the applicable disclosures on the following pages.

Recent Accounting Pronouncements Not Yet Adopted

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU requires lessees to recognize a lease liability, on a discounted basis, and a right-of-use asset for all leases, as well as additional disclosure regarding leasing arrangements. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides an optional transition method of applying the new lease standard. Topic 842 can be applied using either a modified retrospective approach at the beginning of the earliest period presented, or as permitted by ASU 2018-11, at the beginning of the period in which it is adopted. These new leasing standards are effective for fiscal years beginning after December 15, 2018, including interim periods therein. The Company intends to adopt Topic 842 during the first quarter of 2019 using the optional transition method provided by ASU 2018-11. The Company has historically presented a non-GAAP measure to adjust its balance sheet to present operating leases as if they were capital leases. Based upon that analysis and our current evaluation of the standard, we estimate the adoption will result in the addition of $3.2 billion to $3.7 billion of assets and liabilities to our consolidated balance sheet, with no significant change to our consolidated statements of operations or cash flows. The actual amount of additional assets and liabilities that will be recorded upon adoption will depend on the discount and foreign currency rates that are in effect as of the adoption date , as well liabilities associated with l eases that will be executed before the adoption date.

Other recently issued accounting pronouncements did not, or are not believed by management to, have a material effect on the Company’s present or future consolidated financial statements.
Revenue Recognition

Store revenue is recognized at the point of sale and includes merchandise, net of returns, and excludes taxes. Revenue from layaway sales is recognized when the customer receives the product, rather than when the initial deposit is paid.

In conjunction with the adoption of Topic 606 during the first quarter of 2018, we have determined that revenue for merchandise that is shipped to our customers from our distribution centers and stores will be recognized upon shipment date. Total revenue recognized includes shipping and handling fees. We have determined that control of the promised good is passed to the customer upon shipment date since the customer has legal title, the rewards of ownership, and paid for the merchandise as of the shipment date. This reflects a change in timing in how we previously recognized revenue for our direct-to-customer sales. Prior to the adoption of Topic 606, the Company recognized such revenue upon date of delivery. As a result of this change, the Company recorded $1 million, net of tax, as an increase to opening retained earnings to reflect the cumulative effect of adopting this change. We have elected to account for shipping and handling as a fulfillment activity. The Company accrues the cost and recognized revenue for these activities upon shipment date.

Gift Cards

The Company sells gift cards which do not have expiration dates. Revenue from gift card sales is recorded when the gift cards are redeemed by customers. Effective as of the first quarter of 2018 with the adoption of Topic 606, gift card breakage is recognized as revenue in proportion to the pattern of rights exercised by the customer, unless there is a legal obligation to remit the value of unredeemed gift cards to the relevant jurisdictions. This reflects a change in our accounting for gift card breakage from the remote method to the proportional method. As a result of adopting Topic 606, the Company recorded $4 million, or $3 million net of tax, as an increase to opening retained earnings to reflect the cumulative effect of this change based upon historical redemption patterns . Additionally, breakage income was previously recorded within selling, general and administrative expenses; however, with the adoption of this standard in the first quarter of 2018, this income is reported as part of sales. This change in classification is not considered significant .


Revenue

Revenue9 Months Ended
Nov. 03, 2018
Revenue [Abstract]
Revenue2. Revenue

Sales disaggregated based upon sales channel is presented below.



Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Stores
$ 1,591
$ 1,612
$ 4,876
$ 4,819
 Direct-to-customers
269
258
791
753
 Total sales
$ 1,860
$ 1,870
$ 5,667
$ 5,572

Sales disaggregated based upon geographic area is presented in the below table. Sales are attributable to the geographic area in which the sales transaction is fulfilled.




Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 United States
$ 1,297
$ 1,316
$ 4,018
$ 3,962
 International
563
554
1,649
1,610
 Total sales
$ 1,860
$ 1,870
$ 5,667
$ 5,572

Contract Liabilities

The table below presents the activity of our gift card liability balance:


($ in millions)
 Balance at February 4, 2018
$ 38
 Redemptions
(63)
 Cumulative catch-up adjustment to retained earnings from the adoption of Topic 606
(4)
 Breakage recognized
(4)
 Activations
58
 Foreign currency fluctuations
(1)
 Balance at November 3, 2018
$ 24

Due to the fact that most gift cards are redeemed within 12 months, the Company elected not to disclose information about remaining performance obligations.

Segment Information

Segment Information9 Months Ended
Nov. 03, 2018
Segment Information [Abstract]
Segment Information3 . Segment Information

The Company has integrated all available shopping channels including stores, websites, and catalogs. Store sales are primarily fulfilled from the store’s inventory, but may also be shipped from any of our distribution centers or from a different store location if an item is not available at the original store. Direct-to-customer orders are primarily shipped to our customers through our distribution centers but may also be shipped from any store or a combination of our distribution centers and stores depending on the availability of particular items.

Our operating segments are identified according to how our business activities are managed and evaluated by our chief operating decision maker, our CEO. Prior to fiscal 2018, the Company had two reportable segments: Athletic Stores and Direct-to-Customers. Beginning in fiscal 2018, the Company has changed its organizational and internal reporting structure in order to execute our omni-channel strategy. In light of these changes, the Company has re-evaluated its operating segments, which now reflect the combination of stores and direct-to-customer by geography. The Company has determined that it has two operating segments, North America and International. Our North America operating segment includes the results of the following banners operating in the U.S. and Canada: Foot Locker, Kids Foot Locker, Lady Foot Locker, Champs Sports, Footaction, and SIX:02, including each of their related e-commerce businesses, as well as our Eastbay business that includes internet, catalog, and team sales. Our International operating segment includes the results of the following banners operating in Europe, Asia, Australia, and New Zealand: Foot Locker, Runners Point, Sidestep, and Kids Foot Locker, including each of their related e-commerce businesses. We have further aggregated these operating segments into one reportable segment based upon their shared customer base and similar economic characteristics. Prior-year information has been restated to reflect this change.

The Company evaluates performance based on several factors, of which the primary financial measure is the banner’s financial results referred to as division profit. Division profit reflects income before income taxes, pension litigation charge, corporate expense, non-operating income, and net interest income. The following table summarizes our results:



Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Sales
$ 1,860
$ 1,870
$ 5,667
$ 5,572

 Operating Results
 Division profit
165
180
543
592
 Less: Pension litigation and reorganization charges (1) (2)
2
13
17
63
 Less: Corporate expense (3)
19
12
46
34
 Income from operations
144
155
480
495
 Interest income, net
(2)

(5)
(1)
 Other income (4)

1
5
2
 Income before income taxes
$ 146
$ 156
$ 490
$ 498



(1)
Included in the thirteen and thirty-nine weeks ended November 3, 2018 are pre-tax charges of $ 2 million and $17 million, respectively, relating to a pension litigation matter described further in Note 14, Legal Proceedings . Included in the thirty-nine weeks ended October 28, 2017 is a pre-tax charge of $5 0 million relating to the same matter.
(2)
During the third quarter of 2017, the Company recorded a $1 3 million pre-tax charge as a result of the Company reorganizing its organizational structure, described more fully in Note 4, Litigation and Other Charges .
(3)
Corporate expense consists of unallocated selling, general and administrative expenses as well as depreciation and amortization related to the Company’s corporate headquarters, centrally managed departments, unallocated insurance and benefit programs, certain foreign exchange transaction gains and losses, and other items .
(4)
Other income includes non-operating items, such as lease termination gains, franchise royalty income, changes in fair value, premiums paid, realized gains and losses associated with foreign currency option contracts, changes in the market value of our available-for-sale security in conjunction with the adoption of ASU 2016-01 as of the beginning of 2018, and net benefit expense related to our pension and postretirement programs excluding the service cost component conjunction with the adoption of ASU 2017-07 as of the beginning of 2018.


Litigation and Other Charges

Litigation and Other Charges9 Months Ended
Nov. 03, 2018
Litigation and Other Charges [Abstract]
Litigation and Other Charges4. Litigation and Other Charges

As more fully discussed in Note 14, Legal Proceedings, the Company recorded charges related to the pension litigation judgment of $2 million and $17 million for the thirteen and thirty-nine weeks ended November 3, 2018. For the thirty-nine weeks ended November 3, 2018, the Company recorded charges of $13 million, which represent ed adjustments to the estimated cost of reformation and interest. P rofessional fees in connection with the plan reformation were incurred totaling $2 million and $4 million for the thirteen and thirty-nine weeks ended November 3, 2018, respectively. During the thirty-nine weeks ended October 28, 2017, the Company recorded a $50 million charge related to the same matter .

During the third quarter of the prior year, the Company recorded a charge for $13 million as a result of reorganiz ing its organizational structure . The following is a roll forward of the liability related to that event for the thirty-nine weeks ended November 3, 2018:





Severance and
Other Related

Benefit Costs
Charges
Total

($ in millions)
 Balance at February 3, 2018
$ 5
$ 2
$ 7
 Cash payments
(5)
(1)
(6)
 Balance at November 3, 2018
$

$ 1
$ 1



Restricted Cash

Restricted Cash9 Months Ended
Nov. 03, 2018
Restricted Cash [Abstract]
Restricted Cash5. Restricted Cash

The following table provides a reconciliation of cash and cash equivalents, as reported on our condensed consolidated balance sheets, to cash, cash equivalents, and restricted cash, as reported on our condensed consolidated statements of cash flows.


November 3,
October 28,
February 3,

2018
2017
2018

($ in millions)
 Cash and cash equivalents
$ 748
$ 890
$ 849
 Restricted cash included in other current assets
2
1
1
 Restricted cash included in other non-current assets
86
29
181
 Cash, cash equivalents, and restricted cash
$ 836
$ 920
$ 1,031

Amounts included in restricted cash primarily relate to funds deposited in a qualified settlement fund in connection with the pension litigation, as well amounts held in escrow in connection with various leasing arrangements in Europe. In addition, restricted cash reflects deposits held in insurance trusts in order to satisfy the requirement to collateralize part of the self-insured workers’ compensation and liability claims.

Goodwill

Goodwill9 Months Ended
Nov. 03, 2018
Goodwill and Other Intangible Assets, Net [Abstract]
Goodwill6. Goodwill

Annually during the first quarter, or more frequently if impairment indicators arise, the Company reviews goodwill and intangible assets with indefinite lives for impairment.

As a result of the first quarter 2018 change in our organizational and internal reporting structure, we have determined that we have one reportable segment. We have reassessed our reporting units in light of this change and have deemed the collective omni-channel banners in North America and International to be the two reporting units at which goodwill is tested. Therefore, goodwill was re-allocated to these reporting units based on their relative fair values. As required, we conducted our annual impairment review both before and after this change. Neither review resulted in the recognition of impairment, as the fair value of each reporting unit exceeded its carrying value.


Other Intangible Assets, Net

Other Intangible Assets, Net9 Months Ended
Nov. 03, 2018
Goodwill and Other Intangible Assets, Net [Abstract]
Other Intangible Assets, Net7. Other Intangible Assets, net

The components of finite-lived intangible assets and intangible assets not subject to amortization are as follows:









November 3, 2018
October 28, 2017
February 3, 2018

Gross
Accum.
Net
Gross
Accum.
Net
Gross
Accum.
Net
 ($ in millions)
value
amort.
value
value
amort.
value
value
amort.
value
 Amortized intangible assets: (1)

Lease acquisition costs
$ 121
$ (111)
$ 10
$ 129
$ (117)
$ 12
$ 135
$ (122)
$ 13

Trademarks / trade names
20
(15)
5
20
(13)
7
20
(14)
6

Favorable leases
7
(6)
1
7
(6)
1
7
(6)
1

$ 148
$ (132)
$ 16
$ 156
$ (136)
$ 20
$ 162
$ (142)
$ 20
 Indefinite life intangible assets: (1)

Runners Point Group trademarks / trade names
$ 23
$ 25
$ 26
 Other intangible assets, net
$ 39
$ 45
$ 46



(1)
The change in the ending balances also reflects the effect of foreign currency fluctuations due primarily to the movements of the euro in relation to the U.S. dollar .

The annual review of intangible assets with indefinite lives performed during the first quarter of 2018 did not result in the recognition of impairment. Amortization expense recorded is as follows :




Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Amortization expense
$ 1
$ 1
$ 3
$ 3



Estimated future amortization expense for finite-life intangible assets is as follows:



($ in millions)
 Remainder of 2018
$ 1
 2019
3
 2020
3
 2021
3
 2022
2
 2023
2



Accumulated Other Comprehensive

Accumulated Other Comprehensive Loss9 Months Ended
Nov. 03, 2018
Accumulated Other Comprehensive Loss [Abstract]
Accumulated Other Comprehensive Loss
8. Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss (“AOCL”), net of tax, is comprised of the following





November 3,
October 28,
February 3,

2018
2017
2018

($ in millions)
 Foreign currency translation adjustments
$ (90)
$ (57)
$ (9)
 Cash flow hedges
1
2

 Unrecognized pension cost and postretirement benefit
(272)
(231)
(270)

$ (361)
$ (286)
$ (279)

The changes in AOCL for the thirty-nine weeks ended November 3, 2018 were as follows:



Items Related

Foreign Currency
to Pension and

Translation
Cash Flow
Postretirement
 ($ in millions)
Adjustments
Hedges
Benefits
Total
 Balance as of February 3, 2018
$ (9)
$

$ (270)
$ (279)
 OCI before reclassification
(81)
1
1
(79)
 Amortization of pension actuarial (gain)/loss, net of tax


6
6
 Pension remeasurement, net of tax


(9)
(9)
 Other comprehensive income
(81)
1
(2)
(82)
 Balance as of November 3, 2018
$ (90)
$ 1
$ (272)
$ (361)

Reclassifications from AOCL for the thirty-nine weeks ended November 3, 2018 were as follows:








($ in millions)
 Amortization of actuarial (gain) loss:
 Pension benefits- amortization of actuarial loss
$ 9
 Postretirement benefits- amortization of actuarial gain
(1)
 Net periodic benefit cost (see Note 12)
8
 Income tax benefit
(2)
 Net of tax
$ 6



Income Taxes

Income Taxes9 Months Ended
Nov. 03, 2018
Income Taxes [Abstract]
Income Taxes9. Income Taxes

In March 2018, the FASB issued ASU 2018-05, Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 (“SAB 118”). This update provides guidance on income tax accounting implications under Public Law 115-97, informally known as the Tax Cuts and Jobs Act (the "Tax Act"), which was enacted on December 22, 2017. The Tax Act significantly revised the U.S. corporate income tax by, among other things, lowering the statutory corporate tax rate from 35 percent to 21 percent, eliminating certain deductions, imposing a mandatory one-time tax on accumulated earnings of foreign subsidiaries, introducing new tax regimes, and changing how foreign earnings are subject to U.S. tax. SAB 118 addressed the application of GAAP to situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act.

As of February 3, 2018 , the Company had not completed the determination of the accounting implications of the Tax Act on the Company’s tax accruals. However, we reasonably estimated the effects of the Tax Act and recognized a provisional net tax expense of $99 million associated with the Tax Act in the fourth quarter of 2017. During the thirteen and thirty-nine weeks ended November 3, 2018, the Company reduced its provisional calculation by $16 million and $17 million, re spectively, which primarily represented revised estimate s of foreign tax credits.

Our accounting for the Tax Act is still incomplete as we have not finalized the taxation of deemed repatriation of foreign income previously deferred from U.S. income taxes and adjustments to our deferred taxes. We are continuing to analyze additional information , regulatory guidance, and developing technical interpretations to complete our accounting for these items . O ur accounting will be completed during the fourth quarter as provided by SAB 118.

The Company continues to evaluate the provisions of the Tax Act, including the global intangible low-taxed income (“GILTI”), the foreign derived intangible income (“FDII”) provisions, and the base erosion and anti-abuse tax (“BEAT”). The Company has made an accounting policy election to treat GILTI taxes as a current period expense.

The ultimate effect of the Tax Act may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, as well as any related actions the Company may take.

For the thirteen and thirty-nine weeks ended November 3, 2018, the Company recorded income tax provisions of $16 million and $107 million, which represented effective tax rates of 10.8 percent and 21.8 percent, respectively. For the thirteen and thirty-nine weeks ended October 28, 2017, the Company recorded income tax provisions of $54 million and $165 million, which represented effective tax rates of 34.7 percent and 33.2 percent, respectively. The Company’s interim provision for income taxes is measured using an annual effective tax rate, adjusted for discrete items that occur within the periods presented.


Fair Value Measurements

Fair Value Measurements9 Months Ended
Nov. 03, 2018
Fair Value Measurements [Abstract]
Fair Value Measurements10. Fair Value Measurements

The Company’s financial assets recorded at fair value are categorized as follows:


Level 1 –
Quoted prices for identical instruments in active markets.



Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs or significant value-drivers are observable in active markets.


Level 3 –
Model-derived valuations in which one or more significant inputs or significant value-drivers are unobservable.

The following table provide s a summary of the Company’s recognized assets and liabilities that are measured at fair value on a recurring basis:



As of November 3, 2018
As of October 28, 2017
As of February 3, 2018

($ in millions)

Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
 Assets
 Investment in equity securities
$

$ 21
$

$

$

$

$

$

$

 Available-for-sale security

6


7


7

 Foreign exchange forward contracts

1


2


1

 Total Assets
$

$ 28
$

$

$ 9
$

$

$ 8
$

 Liabilities
 Foreign exchange forward contracts




1


1

 Total Liabilities
$

$

$

$

$ 1
$

$

$ 1
$


As of February 3, 2018, the Company adopted ASU 2016-01, Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . The Company’s equity investment, under the practicability exception, is now measured at cost adjusted for changes in observable prices minus impairment. Additionally, our security classified as available-for-sale is now recorded at fair value with gains and losses reported to other income in our Statement of Operations, whereas previously it was recorded to AOCL. The adjustment recorded to retained earnings as a result of adopting ASU 2016-01 was not significant. The fair value of the Company’s investment in equity securities is determined by using quoted prices for identical or similar instruments in markets that are not active and therefore are classified as Level 2. The fair value of the auction rate security is determined by using quoted prices for similar instruments in active markets and accordingly is classified as a Level 2 instrument.

The Company’s derivative financial instruments are valued using market-based inputs to valuation models. These valuation models require a variety of inputs, including contractual terms, market prices, yield curves, and measures of volatility and therefore are classified as Level 2 instruments.

There were no transfers into or out of Level 1, Level 2, or Level 3 assets and liabilities for any of the periods presented. The carrying value and estimated fair value of long-term debt and obligations under capital leases were as follows:


November 3,
October 28,
February 3,

2018
2017
2018

($ in millions)
 Carrying value
$ 124
$ 126
$ 125
 Fair value
$ 138
$ 145
$ 144

The fair value of long-term debt is determined by using model-derived valuations in which all significant inputs or significant value drivers are observable in active markets and therefore are classified as Level 2. The carrying values of cash and cash equivalents, and other current receivables and payables approximate their fair value.

Earnings Per Share

Earnings Per Share9 Months Ended
Nov. 03, 2018
Earnings Per Share [Abstract]
Earnings Per Share11. Earnings Per Share

The Company accounts for and discloses earnings per share using the treasury stock method. Basic earnings per share is computed by dividing net income for the period by the weighted-average number of common shares outstanding at the end of the period. Restricted stock awards, which contain non-forfeitable rights to dividends, are considered participating securities and are included in the calculation of basic earnings per share. Diluted earnings per share reflects the weighted-average number of common shares outstanding during the period used in the basic earnings per share computation plus dilutive common stock equivalents.
The computation of basic and diluted earnings per share is as follows:



Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

(in millions, except per share data)
 Net Income
$ 130
$ 102
$ 383
$ 333

 Weighted-average common shares outstanding
114.5
126.0
116.6
129.6
 Dilutive effect of potential common shares
0.5
0.4
0.5
0.7
 Weighted-average common shares outstanding assuming dilution
115.0
126.4
117.1
130.3

 Earnings per share - basic
$ 1.14
$ 0.81
$ 3.29
$ 2.57
 Earnings per share - diluted
$ 1.14
$ 0.81
$ 3.28
$ 2.55

 Anti-dilutive option awards excluded from diluted calculation
2.0
2.0
1.9
1.6

Additionally, shares of 1.1 million and 0.4 million as of November 3, 2018 and October 28, 2017, respectively, have been excluded from diluted weighted-average shares as the number of shares that will be issued is contingent on the Company’s performance metrics as compared to the pre-established performance goals which have not been achieved as of November 3, 2018 and October 28, 2017 . These shares relate to restricted stock units issued in connection with the Company’s long-term incentive program.

Pension and Postretirement Plan

Pension and Postretirement Plans9 Months Ended
Nov. 03, 2018
Pension and Postretirement Plans [Abstract]
Pension and Postretirement Plans12. Pension and Postretirement Plans

The Company has defined benefit pension plans covering certain of its North American employees, which are funded in accordance with the provisions of the laws where the plans are in effect. The Company also has a defined benefit pension plan covering certain employees of the Runners Point Group. In addition to providing pension benefits, the Company sponsors postretirement medical and life insurance plans, which are available to most of its retired U.S. employees. These medical and life insurance plans are contributory and are not funded.

The following are the components of net periodic pension benefit cost and net periodic postretirement benefit income. In conjunction with the adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715) Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , service cost continues to be recognized as part of SG&A expense, while the remaining pension and postretirement expense components are now recognized as part of other income. Prior periods were not reclassified as required by this ASU as the amounts were not considered significant.



Pension Benefits
Postretirement Benefits

Thirteen weeks ended
Thirty-nine weeks ended
Thirteen weeks ended
Thirty-nine weeks ended

Nov. 3,
Oct. 28,
Nov. 3,
Oct. 28,
Nov. 3,
Oct. 28,
Nov. 3,
Oct. 28,
 ($ in millions)
2018
2017
2018
2017
2018
2017
2018
2017
 Service cost
$ 5
$ 4
$ 14
$ 12
$

$

$

$

 Interest cost
8
6
21
19




 Expected return on plan assets
(10)
(9)
(29)
(28)




 Amortization of net loss (gain)
3
3
9
10


(1)
(1)
 Net benefit expense (income)
$ 6
$ 4
$ 15
$ 13
$

$

$ (1)
$ (1)

The Company contributed $30 million in May 2018 and $98 million in September 2018 to the U.S. qualified pension plan . The Company continually evaluates the amount and timing of any future contributions.

In connection with the pension litigation more fully disclosed in Note 14, Legal Proceedings , the Company reformed its U.S. qualified pension plan during the second quarter of 2018, which resulted in the reclassification of the accrued liability previously recorded and the remeasurement of the liability. The Company reclassified $194 million, after the payment of class counsel fees, to the U.S. qualified pension plan liability. After this reclassification, the remeasurement resulted in an increase to the benefit obligation of $12 million, with a corresponding charge to accumulated other comprehensive loss of $9 million, net of tax. The assumptions used to determine the remeasured benefit obligation did not change from the beginning of the year with the exception of the discount rate which increased from 3.7 percent to 4.0 percent.

Share-Based Compensation

Share-Based Compensation9 Months Ended
Nov. 03, 2018
Share-Based Compensation [Abstract]
Share-Based Compensation13. Share-Based Compensation

Total compensation expense included in SG&A, and the associated tax benefits recognized related to the Company’s share-based compensation plans, were as follows:




Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Options and shares purchased under the employee stock purchase plan
$ 2
$ 2
$ 5
$ 7
 Restricted stock and restricted stock units
5
1
11
4
 Total share-based compensation expense
$ 7
$ 3
$ 16
$ 11

 Tax benefit recognized
$ 1
$ 1
$ 2
$ 3


Valuation Model and Assumptions

The Company uses the Black-Scholes option-pricing model to estimate the fair value of share-based awards. The Black-Scholes option-pricing model incorporates various and subjective assumptions, including expected term and expected volatility.

The following table shows the Company’s assumptions used to compute share-based compensation expense for awards granted during the thirty-nine weeks ended November 3, 2018 and October 28, 2017 :



Stock Option Plans
Stock Purchase Plan

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017
 Weighted-average risk free rate of interest
2.7
%
2.1
%
1.8
%
0.9
%
 Expected volatility
37
%
25
%
47
%
29
%
 Weighted-average expected award life (in years)
5.5
5.4
1.0
1.0
 Dividend yield
3.1
%
1.9
%
2.4
%
2.0
%
 Weighted-average fair value
$ 12.42
$ 14.74
$ 15.16
$ 10.84

The information in the following table covers option activity under the Company’s stock option plans for the thirty-nine weeks ended November 3, 2018 :




Weighted-
Weighted-

Number
Average
Average

of
Remaining
Exercise

Shares
Contractual Life
Price

(in thousands)
(in years)
(per share)
 Options outstanding at the beginning of the year
2,739
$ 52.45
 Granted
397
44.95
 Exercised
(134)
31.47
 Expired or cancelled
(96)
60.68
 Options outstanding at November 3, 2018
2,906
6.3
$ 52.12
 Options exercisable at November 3, 2018
2,025
5.2
$ 49.83
 Options available for future grant at November 3, 2018
8,245

The total fair value of options vested as of November 3, 2018 and October 28, 2017 was $8 million for both periods. The cash received from option exercises was $4 million for the thirty-nine weeks ended November 3, 2018. The total tax benefit realized from option exercises was $1 million for the thirty-nine weeks ended November 3, 2018. There were no option exercises during the thirteen weeks ended November 3, 2018.

The total intrinsic value of options exercised (the difference between the market price of the Company’s common stock on the exercise date and the price paid by the optionee to exercise the option) is presented below:



Thirteen weeks ended
Thirty-nine weeks ended

November 3, 2018
October 28, 2017
November 3, 2018
October 28, 2017

($ in millions)
 Exercised
$

$ 5
$ 3
$ 20

The aggregate intrinsic value for stock options outstanding, and outstanding and exercisable (the difference between the Company’s closing stock price on the last trading day of the period and the exercise price of the options, multiplied by the number of in-the-money stock options) is presented below:



Thirty-nine weeks ended

November 3,
October 28,

2018
2017

($ in millions)
 Outstanding
$ 17
$ 5
 Outstanding and exercisable
$ 15
$ 5

As of November 3, 2018 there was $5 million of total unrecognized compensation cost related to nonvested stock options, which is expected to be recognized over a remaining weighted-average period of 1.4 years.

The following table summarizes information about stock options outstanding and exercisable at November 3, 2018 :



Options Outstanding
Options Exercisable

Weighted-

Average
Weighted-
Weighted-

Remaining
Average
Average
 Range of Exercise
Number
Contractual
Exercise
Number
Exercise
 Prices
Outstanding
Life
Price
Exercisable
Price

(in thousands, except prices per share and contractual life)
 $9.85 to $18.84
240
1.9
$ 17.10
240
$ 17.10
 $24.75 to $34.75
395
4.2
32.16
356
31.88
 $44.78 to $45.75
660
7.4
44.92
299
45.08
 $46.64 to $62.11
694
5.9
60.63
661
61.19
 $63.79 to $73.21
917
7.7
68.60
469
67.19

2,906
6.3
$ 52.12
2,025
$ 49.83


Restricted Stock and Restricted Stock Units

Restricted shares of the Company’s common stock and restricted stock units (“RSU”) may be awarded to certain officers and key employees of the Company. Additionally, RSU awards are made to employees in connection with the Company’s long-term incentive program and to nonemployee directors. Each RSU represents the right to receive one share of the Company’s common stock provided that the vesting conditions are satisfied. There were 878,319 and 361,137 RSU awards outstanding as of November 3, 2018 and October 28, 2017 , respectively.

Generally, awards fully vest after the passage of time, typically three years. However, RSU awards made in connection with the Company’s performance-based long-term incentive program are earned after the attainment of certain performance metrics and vest after the passage of time. Restricted stock is considered outstanding at the time of grant and the holders have voting rights. Dividends are paid to holders of restricted stock that vest with the passage of time. With regard to performance-based restricted stock, dividends will be accumulated and paid after the performance criteria are met. No dividends are paid or accumulated on RSU awards. Compensation expense is recognized using the market value at the date of grant and is amortized over the vesting period, provided the recipient continues to be employed by the Company.
Restricted stock and RSU activity for the thirty-nine weeks ended November 3, 2018 is summarized as follows:




Weighted-

Average
Weighted-

Number
Remaining
Average

of
Contractual
Grant Date

Shares
Life
Fair Value

(in thousands)
(in years)
(per share)
 Nonvested at beginning of year
374
$ 59.15
 Granted (1)
683
47.31
 Vested
(105)
64.31
 Cancelled (2)
(73)
60.34
 Nonvested at November 3, 2018
879
2.1
$ 49.23
 Aggregate value ($ in millions)
$ 43



(1)
Approximately 0.4 million performance-based RSUs were granted during the first quarter of 2018 and are included as granted in the table above. The number of performance-based RSUs that are ultimately earned may vary from 0% to 200% of target depending on the achievement relative to the Company’s predefined financial performance targets .
(2)
In addition to forfeitures of restricted stock and RSUs, cancellations include adjustments that were made to performance-based RSUs previously granted. These adjustments reflect changes in estimates based upon the Company’s current performance against predefined financial targets .

The total value of awards for which restrictions lapsed during the thirty-nine weeks ended November 3, 2018 and October 28, 2017 was $7 million and $14 million, respectively. As of November 3, 2018 , there was $33 million of total unrecognized compensation cost related to nonvested restricted awards.

Legal Proceedings

Legal Proceedings9 Months Ended
Nov. 03, 2018
Legal Proceedings [Abstract]
Legal Proceedings14. Legal Proceedings

Legal proceedings pending against the Company or its consolidated subsidiaries consist of ordinary, routine litigation, including administrative proceedings, incidental to the business of the Company or businesses that have been sold or discontinued by the Company in past years. These legal proceedings include commercial, intellectual property, customer, environmental, and employment-related claims. Additionally, the Company is a defendant in a purported meal break class action in California and a purported class action in New York alleging failure to pay for all hours worked by employees. The Company and certain officers of the Company are defendants in a purported securities law class action in New York. Additionally, the directors and certain officers of the Company are defendants in related derivative action s .

For the last several years, the Company and the Company’s U.S. retirement plan have been defendants in a class action ( Osberg v. Foot Locker Inc. et ano., filed in the U.S. District Court for the Southern District of New York) in which the plaintiff alleged that, in connection with the 1996 conversion of the retirement plan to a defined benefit plan with a cash balance formula, the Company and the retirement plan failed to properly advise plan participants of the “wear-away” effect of the conversion. In early 2018, the Company exhausted all of its legal remedies and is required to r eform the pension plan consistent with the trial court’s decision and judgment. During the second quarter of 2018, the court entered its final judgment, including the ruling on the fairness of the class counsel fees. The amount accrued as of February 3, 2018 was $278 million. During the first quarter of 2018 the amount of the accrual was increased by $7 million related to a change in the estimated value of the judgment, based on additional facts as to how the reformation should be calculated. Additionally, interest of $6 million was accrued during the first and second quarters of 2018 as mandated by the provisions of the required plan reformation , bringing the total amount accrued to $291 million. In June 2018, the Company paid $97 million to class counsel representing the court-approved fees. The remaining balance of $194 million was reclassified to the pension plan obligation in connection with the reformation during the second quarter of 2018 .

Management does not believe that the outcome of any such legal proceedings pending against the Company or its consolidated subsidiaries, as described above, would have a material adverse effect on the Company’s consolidated financial position, liquidity, or results of operations, taken as a whole, based upon current knowledge and taking into consideration current accruals. Litigation is inherently unpredictable. Judgments could be rendered or settlements made that could adversely affect the Company’s operating results or cash flows in a particular period.


Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policy)9 Months Ended
Nov. 03, 2018
Summary of Significant Accounting Policies [Abstract]
Basis of PresentationBasis of Presentation

The accompanying condensed consolidated financial statements contained in this report are unaudited. In the opinion of management, the condensed consolidated financial statements include all normal, recurring adjustments necessary for a fair presentation of the results for the interim periods of the fiscal year ending February 2, 2019 and of the fiscal year ended February 3, 2018 . Certain items included in these statements are based on management’s estimates. Actual results may differ from those estimates. The results of operations for any interim period are not necessarily indicative of the results expected for the year. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Notes to Consolidated Financial Statements contained in Foot Locker, Inc.’s (the “Company”) Form 10-K for the year ended February 3, 2018 , as filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 29, 2018 .
Other than the changes to the Revenue Recognition policies as a result of the recently adopted accounting standards discussed below, there were no significant changes to our significant accounting policies disclosed in Note 1, Summary of Significant Accounting Policies of our Annual Report on Form 10-K for the year ended February 3, 2018.
Recent Accounting PronouncementsRecently Adopted Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“ FASB”) issued Accounting Standards Update (“ ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) . The core principle of Topic 606 is to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company adopted ASU 2014-09 during the first quarter of 2018 using the modified retrospective method. We recognized $5 million, or $4 million net of tax, as the cumulative effect of initially applying the new revenue standard as an increase to the opening balance of retained earnings.

In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory . ASU 2016-16 requires recognition of income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The Company adopted this ASU during the first quarter of 2018 using the modified retrospective method, and as a result increased deferred income tax assets by $37 million. The Company recorded an adjustment to opening retained earnings to write off the income tax effects that had been deferred from past intercompany transactions involving non-inventory assets. The Company also recorded deferred tax assets with an offset to opening retained earnings for amounts that were not previously recognized under the previous guidance but are recognized under this ASU.

Other recently adopted ASUs are discussed within the applicable disclosures on the following pages.

Recent Accounting Pronouncements Not Yet Adopted

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . This ASU requires lessees to recognize a lease liability, on a discounted basis, and a right-of-use asset for all leases, as well as additional disclosure regarding leasing arrangements. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides an optional transition method of applying the new lease standard. Topic 842 can be applied using either a modified retrospective approach at the beginning of the earliest period presented, or as permitted by ASU 2018-11, at the beginning of the period in which it is adopted. These new leasing standards are effective for fiscal years beginning after December 15, 2018, including interim periods therein. The Company intends to adopt Topic 842 during the first quarter of 2019 using the optional transition method provided by ASU 2018-11. The Company has historically presented a non-GAAP measure to adjust its balance sheet to present operating leases as if they were capital leases. Based upon that analysis and our current evaluation of the standard, we estimate the adoption will result in the addition of $3.2 billion to $3.7 billion of assets and liabilities to our consolidated balance sheet, with no significant change to our consolidated statements of operations or cash flows. The actual amount of additional assets and liabilities that will be recorded upon adoption will depend on the discount and foreign currency rates that are in effect as of the adoption date , as well liabilities associated with l eases that will be executed before the adoption date.

Other recently issued accounting pronouncements did not, or are not believed by management to, have a material effect on the Company’s present or future consolidated financial statements.
Revenue RecognitionRevenue Recognition

Store revenue is recognized at the point of sale and includes merchandise, net of returns, and excludes taxes. Revenue from layaway sales is recognized when the customer receives the product, rather than when the initial deposit is paid.

In conjunction with the adoption of Topic 606 during the first quarter of 2018, we have determined that revenue for merchandise that is shipped to our customers from our distribution centers and stores will be recognized upon shipment date. Total revenue recognized includes shipping and handling fees. We have determined that control of the promised good is passed to the customer upon shipment date since the customer has legal title, the rewards of ownership, and paid for the merchandise as of the shipment date. This reflects a change in timing in how we previously recognized revenue for our direct-to-customer sales. Prior to the adoption of Topic 606, the Company recognized such revenue upon date of delivery. As a result of this change, the Company recorded $1 million, net of tax, as an increase to opening retained earnings to reflect the cumulative effect of adopting this change. We have elected to account for shipping and handling as a fulfillment activity. The Company accrues the cost and recognized revenue for these activities upon shipment date.
Gift CardsGift Cards

The Company sells gift cards which do not have expiration dates. Revenue from gift card sales is recorded when the gift cards are redeemed by customers. Effective as of the first quarter of 2018 with the adoption of Topic 606, gift card breakage is recognized as revenue in proportion to the pattern of rights exercised by the customer, unless there is a legal obligation to remit the value of unredeemed gift cards to the relevant jurisdictions. This reflects a change in our accounting for gift card breakage from the remote method to the proportional method. As a result of adopting Topic 606, the Company recorded $4 million, or $3 million net of tax, as an increase to opening retained earnings to reflect the cumulative effect of this change based upon historical redemption patterns . Additionally, breakage income was previously recorded within selling, general and administrative expenses; however, with the adoption of this standard in the first quarter of 2018, this income is reported as part of sales. This change in classification is not considered significant

Revenue (Tables)

Revenue (Tables)9 Months Ended
Nov. 03, 2018
Revenue [Abstract]
Disaggregation of RevenueSales disaggregated based upon sales channel is presented below.



Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Stores
$ 1,591
$ 1,612
$ 4,876
$ 4,819
 Direct-to-customers
269
258
791
753
 Total sales
$ 1,860
$ 1,870
$ 5,667
$ 5,572

Revenue from External Customers by Geographic AreasSales disaggregated based upon geographic area is presented in the below table. Sales are attributable to the geographic area in which the sales transaction is fulfilled.




Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 United States
$ 1,297
$ 1,316
$ 4,018
$ 3,962
 International
563
554
1,649
1,610
 Total sales
$ 1,860
$ 1,870
$ 5,667
$ 5,572

Activity of Gift Card Liability BalanceThe table below presents the activity of our gift card liability balance:


($ in millions)
 Balance at February 4, 2018
$ 38
 Redemptions
(63)
 Cumulative catch-up adjustment to retained earnings from the adoption of Topic 606
(4)
 Breakage recognized
(4)
 Activations
58
 Foreign currency fluctuations
(1)
 Balance at November 3, 2018
$ 24


Segment Information (Tables)

Segment Information (Tables)9 Months Ended
Nov. 03, 2018
Segment Information [Abstract]
Sales and Division Operating Results for Reportable SegmentsThe Company evaluates performance based on several factors, of which the primary financial measure is the banner’s financial results referred to as division profit. Division profit reflects income before income taxes, pension litigation charge, corporate expense, non-operating income, and net interest income. The following table summarizes our results:



Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Sales
$ 1,860
$ 1,870
$ 5,667
$ 5,572

 Operating Results
 Division profit
165
180
543
592
 Less: Pension litigation and reorganization charges (1) (2)
2
13
17
63
 Less: Corporate expense (3)
19
12
46
34
 Income from operations
144
155
480
495
 Interest income, net
(2)

(5)
(1)
 Other income (4)

1
5
2
 Income before income taxes
$ 146
$ 156
$ 490
$ 498



(1)
Included in the thirteen and thirty-nine weeks ended November 3, 2018 are pre-tax charges of $ 2 million and $17 million, respectively, relating to a pension litigation matter described further in Note 14, Legal Proceedings . Included in the thirty-nine weeks ended October 28, 2017 is a pre-tax charge of $5 0 million relating to the same matter.
(2)
During the third quarter of 2017, the Company recorded a $1 3 million pre-tax charge as a result of the Company reorganizing its organizational structure, described more fully in Note 4, Litigation and Other Charges .
(3)
Corporate expense consists of unallocated selling, general and administrative expenses as well as depreciation and amortization related to the Company’s corporate headquarters, centrally managed departments, unallocated insurance and benefit programs, certain foreign exchange transaction gains and losses, and other items .
(4)
Other income includes non-operating items, such as lease termination gains, franchise royalty income, changes in fair value, premiums paid, realized gains and losses associated with foreign currency option contracts, changes in the market value of our available-for-sale security in conjunction with the adoption of ASU 2016-01 as of the beginning of 2018, and net benefit expense related to our pension and postretirement programs excluding the service cost component conjunction with the adoption of ASU 2017-07 as of the beginning of 2018.


Litigation and Other Charges (T

Litigation and Other Charges (Tables)9 Months Ended
Nov. 03, 2018
Litigation and Other Charges [Abstract]
Schedule of Reorganization Accrual. The following is a roll forward of the liability related to that event for the thirty-nine weeks ended November 3, 2018:





Severance and
Other Related

Benefit Costs
Charges
Total

($ in millions)
 Balance at February 3, 2018
$ 5
$ 2
$ 7
 Cash payments
(5)
(1)
(6)
 Balance at November 3, 2018
$

$ 1
$ 1


Restricted Cash (Tables)

Restricted Cash (Tables)9 Months Ended
Nov. 03, 2018
Restricted Cash [Abstract]
Reconciliation of Cash and Cash EquivalentsThe following table provides a reconciliation of cash and cash equivalents, as reported on our condensed consolidated balance sheets, to cash, cash equivalents, and restricted cash, as reported on our condensed consolidated statements of cash flows.


November 3,
October 28,
February 3,

2018
2017
2018

($ in millions)
 Cash and cash equivalents
$ 748
$ 890
$ 849
 Restricted cash included in other current assets
2
1
1
 Restricted cash included in other non-current assets
86
29
181
 Cash, cash equivalents, and restricted cash
$ 836
$ 920
$ 1,031


Other Intangible Assets, Net (T

Other Intangible Assets, Net (Tables)9 Months Ended
Nov. 03, 2018
Goodwill and Other Intangible Assets, Net [Abstract]
Components of Finite-Lived Intangible Assets and Intangible Assets Not Subject to Amortization
The components of finite-lived intangible assets and intangible assets not subject to amortization are as follows:









November 3, 2018
October 28, 2017
February 3, 2018

Gross
Accum.
Net
Gross
Accum.
Net
Gross
Accum.
Net
 ($ in millions)
value
amort.
value
value
amort.
value
value
amort.
value
 Amortized intangible assets: (1)

Lease acquisition costs
$ 121
$ (111)
$ 10
$ 129
$ (117)
$ 12
$ 135
$ (122)
$ 13

Trademarks / trade names
20
(15)
5
20
(13)
7
20
(14)
6

Favorable leases
7
(6)
1
7
(6)
1
7
(6)
1

$ 148
$ (132)
$ 16
$ 156
$ (136)
$ 20
$ 162
$ (142)
$ 20
 Indefinite life intangible assets: (1)

Runners Point Group trademarks / trade names
$ 23
$ 25
$ 26
 Other intangible assets, net
$ 39
$ 45
$ 46



(1)
The change in the ending balances also reflects the effect of foreign currency fluctuations due primarily to the movements of the euro in relation to the U.S. dollar .

Amortization Expense
The annual review of intangible assets with indefinite lives performed during the first quarter of 2018 did not result in the recognition of impairment. Amortization expense recorded is as follows :




Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Amortization expense
$ 1
$ 1
$ 3
$ 3

Estimated Future Expected Amortization Expense for Finite Life Intangible AssetsEstimated future amortization expense for finite-life intangible assets is as follows:



($ in millions)
 Remainder of 2018
$ 1
 2019
3
 2020
3
 2021
3
 2022
2
 2023
2


Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Loss (Tables)9 Months Ended
Nov. 03, 2018
Accumulated Other Comprehensive Loss [Abstract]
Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss (“AOCL”), net of tax, is comprised of the following





November 3,
October 28,
February 3,

2018
2017
2018

($ in millions)
 Foreign currency translation adjustments
$ (90)
$ (57)
$ (9)
 Cash flow hedges
1
2

 Unrecognized pension cost and postretirement benefit
(272)
(231)
(270)

$ (361)
$ (286)
$ (279)

Changes in Accumulated Other Comprehensive LossThe changes in AOCL for the thirty-nine weeks ended November 3, 2018 were as follows:



Items Related

Foreign Currency
to Pension and

Translation
Cash Flow
Postretirement
 ($ in millions)
Adjustments
Hedges
Benefits
Total
 Balance as of February 3, 2018
$ (9)
$

$ (270)
$ (279)
 OCI before reclassification
(81)
1
1
(79)
 Amortization of pension actuarial (gain)/loss, net of tax


6
6
 Pension remeasurement, net of tax


(9)
(9)
 Other comprehensive income
(81)
1
(2)
(82)
 Balance as of November 3, 2018
$ (90)
$ 1
$ (272)
$ (361)

Reclassification from Accumulated Other Comprehensive LossReclassifications from AOCL for the thirty-nine weeks ended November 3, 2018 were as follows:








($ in millions)
 Amortization of actuarial (gain) loss:
 Pension benefits- amortization of actuarial loss
$ 9
 Postretirement benefits- amortization of actuarial gain
(1)
 Net periodic benefit cost (see Note 12)
8
 Income tax benefit
(2)
 Net of tax
$ 6


Fair Value Measurements (Tables

Fair Value Measurements (Tables)9 Months Ended
Nov. 03, 2018
Fair Value Measurements [Abstract]
Assets and Liabilities Measured at Fair Value on Recurring Basis
The following table provide s a summary of the Company’s recognized assets and liabilities that are measured at fair value on a recurring basis:



As of November 3, 2018
As of October 28, 2017
As of February 3, 2018

($ in millions)

Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
 Assets
 Investment in equity securities
$

$ 21
$

$

$

$

$

$

$

 Available-for-sale security

6


7


7

 Foreign exchange forward contracts

1


2


1

 Total Assets
$

$ 28
$

$

$ 9
$

$

$ 8
$

 Liabilities
 Foreign exchange forward contracts




1


1

 Total Liabilities
$

$

$

$

$ 1
$

$

$ 1
$


Carrying Value and Estimated Fair Value of Long-Term DebtThe carrying value and estimated fair value of long-term debt and obligations under capital leases were as follows:


November 3,
October 28,
February 3,

2018
2017
2018

($ in millions)
 Carrying value
$ 124
$ 126
$ 125
 Fair value
$ 138
$ 145
$ 144


Earnings Per Share (Tables)

Earnings Per Share (Tables)9 Months Ended
Nov. 03, 2018
Earnings Per Share [Abstract]
Basic and Diluted Weighted-Average Number of Common Shares OutstandingThe computation of basic and diluted earnings per share is as follows:



Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

(in millions, except per share data)
 Net Income
$ 130
$ 102
$ 383
$ 333

 Weighted-average common shares outstanding
114.5
126.0
116.6
129.6
 Dilutive effect of potential common shares
0.5
0.4
0.5
0.7
 Weighted-average common shares outstanding assuming dilution
115.0
126.4
117.1
130.3

 Earnings per share - basic
$ 1.14
$ 0.81
$ 3.29
$ 2.57
 Earnings per share - diluted
$ 1.14
$ 0.81
$ 3.28
$ 2.55

 Anti-dilutive option awards excluded from diluted calculation
2.0
2.0
1.9
1.6


Pension and Postretirement Pl_2

Pension and Postretirement Plans (Tables)9 Months Ended
Nov. 03, 2018
Pension and Postretirement Plans [Abstract]
Net Benefit Expense (Income)
The following are the components of net periodic pension benefit cost and net periodic postretirement benefit income. In conjunction with the adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715) Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , service cost continues to be recognized as part of SG&A expense, while the remaining pension and postretirement expense components are now recognized as part of other income. Prior periods were not reclassified as required by this ASU as the amounts were not considered significant.



Pension Benefits
Postretirement Benefits

Thirteen weeks ended
Thirty-nine weeks ended
Thirteen weeks ended
Thirty-nine weeks ended

Nov. 3,
Oct. 28,
Nov. 3,
Oct. 28,
Nov. 3,
Oct. 28,
Nov. 3,
Oct. 28,
 ($ in millions)
2018
2017
2018
2017
2018
2017
2018
2017
 Service cost
$ 5
$ 4
$ 14
$ 12
$

$

$

$

 Interest cost
8
6
21
19




 Expected return on plan assets
(10)
(9)
(29)
(28)




 Amortization of net loss (gain)
3
3
9
10


(1)
(1)
 Net benefit expense (income)
$ 6
$ 4
$ 15
$ 13
$

$

$ (1)
$ (1)


Share-Based Compensation (Table

Share-Based Compensation (Tables)9 Months Ended
Nov. 03, 2018
Share-Based Compensation [Abstract]
Total Compensation Expense and the Related Tax Benefits RecognizedTotal compensation expense included in SG&A, and the associated tax benefits recognized related to the Company’s share-based compensation plans, were as follows:




Thirteen weeks ended
Thirty-nine weeks ended

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017

($ in millions)
 Options and shares purchased under the employee stock purchase plan
$ 2
$ 2
$ 5
$ 7
 Restricted stock and restricted stock units
5
1
11
4
 Total share-based compensation expense
$ 7
$ 3
$ 16
$ 11

 Tax benefit recognized
$ 1
$ 1
$ 2
$ 3

Assumptions used to Compute Share-Based Compensation ExpenseThe following table shows the Company’s assumptions used to compute share-based compensation expense for awards granted during the thirty-nine weeks ended November 3, 2018 and October 28, 2017 :



Stock Option Plans
Stock Purchase Plan

November 3,
October 28,
November 3,
October 28,

2018
2017
2018
2017
 Weighted-average risk free rate of interest
2.7
%
2.1
%
1.8
%
0.9
%
 Expected volatility
37
%
25
%
47
%
29
%
 Weighted-average expected award life (in years)
5.5
5.4
1.0
1.0
 Dividend yield
3.1
%
1.9
%
2.4
%
2.0
%
 Weighted-average fair value
$ 12.42
$ 14.74
$ 15.16
$ 10.84

Options Granted under Stock Option PlansThe information in the following table covers option activity under the Company’s stock option plans for the thirty-nine weeks ended November 3, 2018 :




Weighted-
Weighted-

Number
Average
Average

of
Remaining
Exercise

Shares
Contractual Life
Price

(in thousands)
(in years)
(per share)
 Options outstanding at the beginning of the year
2,739
$ 52.45
 Granted
397
44.95
 Exercised
(134)
31.47
 Expired or cancelled
(96)
60.68
 Options outstanding at November 3, 2018
2,906
6.3
$ 52.12
 Options exercisable at November 3, 2018
2,025
5.2
$ 49.83
 Options available for future grant at November 3, 2018
8,245

Total Intrinsic Value of Options ExercisedThe total intrinsic value of options exercised (the difference between the market price of the Company’s common stock on the exercise date and the price paid by the optionee to exercise the option) is presented below:



Thirteen weeks ended
Thirty-nine weeks ended

November 3, 2018
October 28, 2017
November 3, 2018
October 28, 2017

($ in millions)
 Exercised
$

$ 5
$ 3
$ 20

Aggregate Intrinsic Value for Stock Options Outstanding and ExercisableThe aggregate intrinsic value for stock options outstanding, and outstanding and exercisable (the difference between the Company’s closing stock price on the last trading day of the period and the exercise price of the options, multiplied by the number of in-the-money stock options) is presented below:



Thirty-nine weeks ended

November 3,
October 28,

2018
2017

($ in millions)
 Outstanding
$ 17
$ 5
 Outstanding and exercisable
$ 15
$ 5

Information about Stock Options Outstanding and ExercisableThe following table summarizes information about stock options outstanding and exercisable at November 3, 2018 :



Options Outstanding
Options Exercisable

Weighted-

Average
Weighted-
Weighted-

Remaining
Average
Average
 Range of Exercise
Number
Contractual
Exercise
Number
Exercise
 Prices
Outstanding
Life
Price
Exercisable
Price

(in thousands, except prices per share and contractual life)
 $9.85 to $18.84
240
1.9
$ 17.10
240
$ 17.10
 $24.75 to $34.75
395
4.2
32.16
356
31.88
 $44.78 to $45.75
660
7.4
44.92
299
45.08
 $46.64 to $62.11
694
5.9
60.63
661
61.19
 $63.79 to $73.21
917
7.7
68.60
469
67.19

2,906
6.3
$ 52.12
2,025
$ 49.83

Restricted Share and Unit ActivityRestricted stock and RSU activity for the thirty-nine weeks ended November 3, 2018 is summarized as follows:




Weighted-

Average
Weighted-

Number
Remaining
Average

of
Contractual
Grant Date

Shares
Life
Fair Value

(in thousands)
(in years)
(per share)
 Nonvested at beginning of year
374
$ 59.15
 Granted (1)
683
47.31
 Vested
(105)
64.31
 Cancelled (2)
(73)
60.34
 Nonvested at November 3, 2018
879
2.1
$ 49.23
 Aggregate value ($ in millions)
$ 43



(1)
Approximately 0.4 million performance-based RSUs were granted during the first quarter of 2018 and are included as granted in the table above. The number of performance-based RSUs that are ultimately earned may vary from 0% to 200% of target depending on the achievement relative to the Company’s predefined financial performance targets .
(2)
In addition to forfeitures of restricted stock and RSUs, cancellations include adjustments that were made to performance-based RSUs previously granted. These adjustments reflect changes in estimates based upon the Company’s current performance against predefined financial targets .


Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in MillionsFeb. 04, 2018Nov. 03, 2018
Accounting Standards Update 2016 16 [Member]
Significant Accounting Policies [Line Items]
Increase in deferred tax assets $ 37
Accounting Standards Update 2014-09 [Member]
Significant Accounting Policies [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets5
Cumulative Effect on Retained Earnings, Net of Tax4
Accounting Standards Update 2014-09 [Member] | Revenue Recognition Timing Change [Member]
Significant Accounting Policies [Line Items]
Cumulative Effect on Retained Earnings, Net of Tax1
Accounting Standards Update 2014-09 [Member] | Gift Card Breakage [Member]
Significant Accounting Policies [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets4
Cumulative Effect on Retained Earnings, Net of Tax $ 3
Maximum [Member] | Scenario, Forecast [Member] | Accounting Standards Update 2016 02 [Member]
Significant Accounting Policies [Line Items]
Addition to assets and liabilities from accounting standards update $ 3,700
Minimum [Member] | Scenario, Forecast [Member] | Accounting Standards Update 2016 02 [Member]
Significant Accounting Policies [Line Items]
Addition to assets and liabilities from accounting standards update $ 3,200

Revenue (Schedule of Sales Disa

Revenue (Schedule of Sales Disaggregated by Sales Channel) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Sales $ 1,860 $ 1,870 $ 5,667 $ 5,572
Store Sales Channel [Member]
Sales1,591 1,612 4,876 4,819
Direct to Customers Sales Channel [Member]
Sales $ 269 $ 258 $ 791 $ 753

Revenue (Schedule of Sales Di_2

Revenue (Schedule of Sales Disaggregated by Geographic Area) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Sales $ 1,860 $ 1,870 $ 5,667 $ 5,572
United States of America [Member]
Sales1,297 1,316 4,018 3,962
International [Member]
Sales $ 563 $ 554 $ 1,649 $ 1,610

Revenue (Activity of Gift Card

Revenue (Activity of Gift Card Liability Balance) (Details) $ in Millions9 Months Ended
Nov. 03, 2018USD ($)
Accrued gift card liability at beginning of period $ 38
Cumulative catch-up adjustment to retained earnings from the adoption of Topic 606(4)
Foreign currency fluctuations(1)
Accrued gift card liability at end of period24
Gift Card Activations [Member]
Activations58
Gift Card Redemption Revenue [Member]
Revenue recognized(63)
Gift Card Breakage Revenue [Member]
Revenue recognized $ (4)

Segment Information (Narrative)

Segment Information (Narrative) (Details) - segment9 Months Ended12 Months Ended
Nov. 03, 2018Feb. 03, 2018
Segment Information [Abstract]
Number of reportable segments1 2
Operating segments2

Segment Information (Sales and

Segment Information (Sales and Division Operating Results for Reportable Segments) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Segment Information [Abstract]
Sales $ 1,860 $ 1,870 $ 5,667 $ 5,572
Division profit165 180 543 592
Less: Pension litigation and reorganization charges[1],[2]2 13 17 63
Less: Corporate expense[3]19 12 46 34
Income from operations144 155 480 495
Interest income, net(2) (5)(1)
Other income[4]1 5 2
Income before income taxes146 156 490 498
Less: Pension litigation $ 2 $ 17 $ 50
Reorganization costs $ 13
[1]During the third quarter of 2017, the Company recorded a $13 million pre-tax charge as a result of the Company reorganizing its organizational structure, described more fully in Note 4, Litigation and Other Charges
[2]Included in the thirteen and thirty-nine weeks ended November 3, 2018 are pre-tax charges of $2 million and $17 million, respectively, relating to a pension litigation matter described further in Note 14, Legal Proceedings. Included in the thirty-nine weeks ended October 28, 2017 is a pre-tax charge of $50 million relating to the same matter.
[3]Corporate expense consists of unallocated selling, general and administrative expenses as well as depreciation and amortization related to the Company's corporate headquarters, centrally managed departments, unallocated insurance and benefit programs, certain foreign exchange transaction gains and losses, and other items
[4]Other income includes non-operating items, such as lease termination gains, franchise royalty income, changes in fair value, premiums paid, realized gains and losses associated with foreign currency option contracts, changes in the market value of our available-for-sale security in conjunction with the adoption of ASU 2016-01 as of the beginning of 2018, and net benefit expense related to our pension and postretirement programs excluding the service cost component conjunction with the adoption of ASU 2017-07 as of the beginning of 2018.

Litigation and Other Charges (N

Litigation and Other Charges (Narrative) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Litigation and Other Charges [Abstract]
Less: Pension litigation $ 2 $ 17 $ 50
Plan reformation cost13
Professional Fees $ 2 $ 4
Reorganization costs $ 13

Litigation and Other Charges (R

Litigation and Other Charges (Reorganization Accrual) (Details) $ in Millions9 Months Ended
Nov. 03, 2018USD ($)
Beginning balance $ 7
Cash payments(6)
Ending balance1
Other Related Charges [Member]
Beginning balance2
Cash payments(1)
Ending balance1
Severance and Benefit Costs [Member]
Beginning balance5
Cash payments $ (5)

Restricted Cash (Reconciliation

Restricted Cash (Reconciliation of Cash and Cash Equivalents) (Details) - USD ($) $ in MillionsNov. 03, 2018Feb. 03, 2018Oct. 28, 2017Jan. 28, 2017
Restricted Cash [Abstract]
Cash and cash equivalents $ 748 $ 849 [1] $ 890
Restricted cash included in other current assets2 1 1
Restricted cash included in other non-current assets86 181 29
Cash, cash equivalents, and restricted cash $ 836 $ 1,031 $ 920 $ 1,073
[1]The balance sheet at February 3, 2018 has been derived from the previously reported audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.'s Annual Report on Form 10-K for the year ended February 3, 2018.

Goodwill (Narrative) (Details)

Goodwill (Narrative) (Details) - segment9 Months Ended12 Months Ended
Nov. 03, 2018Feb. 03, 2018
Goodwill and Other Intangible Assets, Net [Abstract]
Number of reportable segments1 2
Number of reporting units2

Other Intangible Assets, Net (S

Other Intangible Assets, Net (Schedule of Other Intangible Assets) (Details) - USD ($) $ in MillionsNov. 03, 2018Feb. 03, 2018Oct. 28, 2017
Intangible Assets by Major Class [Line Items]
Amortized intangible assets, Gross value $ 148 $ 162 $ 156
Amortized intangible assets, Accum. amort.(132)(142)(136)
Amortized intangible assets, Net value16 20 20
Other intangible assets, net39 46 [1]45
Lease Acquisition Costs [Member]
Intangible Assets by Major Class [Line Items]
Amortized intangible assets, Gross value121 135 129
Amortized intangible assets, Accum. amort.(111)(122)(117)
Amortized intangible assets, Net value10 13 12
Trademarks and Trade Names [Member]
Intangible Assets by Major Class [Line Items]
Amortized intangible assets, Gross value20 20 20
Amortized intangible assets, Accum. amort.(15)(14)(13)
Amortized intangible assets, Net value5 6 7
Favorable Leases [Member]
Intangible Assets by Major Class [Line Items]
Amortized intangible assets, Gross value7 7 7
Amortized intangible assets, Accum. amort.(6)(6)(6)
Amortized intangible assets, Net value1 1 1
Trademarks and Trade Names [Member]
Intangible Assets by Major Class [Line Items]
Indefinite life intangible assets, Net Value $ 23 $ 26 $ 25
[1]The balance sheet at February 3, 2018 has been derived from the previously reported audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.'s Annual Report on Form 10-K for the year ended February 3, 2018.

Other Intangible Assets, Net (A

Other Intangible Assets, Net (Amortization Expense) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Goodwill and Other Intangible Assets, Net [Abstract]
Amortization expense $ 1 $ 1 $ 3 $ 3

Other Intangible Assets, Net (E

Other Intangible Assets, Net (Estimated Future Amortization Expense for Finite Lived Intangibles) (Details) $ in MillionsNov. 03, 2018USD ($)
Goodwill and Other Intangible Assets, Net [Abstract]
Remainder of 2018 $ 1
2,019 3
2,020 3
2,021 3
2,022 2
2,023 $ 2

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Loss (Schedule of Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in MillionsNov. 03, 2018Feb. 03, 2018Oct. 28, 2017
Accumulated Other Comprehensive Loss [Abstract]
Foreign currency translation adjustments $ (90) $ (9) $ (57)
Cash flow hedges1 2
Unrecognized pension cost and postretirement benefit(272)(270)(231)
Accumulated other comprehensive income (loss), net of tax, total $ (361) $ (279)[1] $ (286)
[1]The balance sheet at February 3, 2018 has been derived from the previously reported audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.'s Annual Report on Form 10-K for the year ended February 3, 2018.

Accumulated Other Comprehensi_4

Accumulated Other Comprehensive Loss (Changes in Accumulated Other Comprehensive Loss) (Details) $ in Millions9 Months Ended
Nov. 03, 2018USD ($)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance $ (279)[1]
OCI before reclassification(79)
Amortization of pension actuarial (gain)/loss, net of tax6
Pension remeasurement, net of tax(9)
Other comprehensive income(82)
Ending Balance(361)
Foreign Currency Translation Adjustments [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance(9)
OCI before reclassification(81)
Amortization of pension actuarial (gain)/loss, net of tax
Pension remeasurement, net of tax
Other comprehensive income(81)
Ending Balance(90)
Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance
OCI before reclassification1
Amortization of pension actuarial (gain)/loss, net of tax
Pension remeasurement, net of tax
Other comprehensive income1
Ending Balance1
Items Related to Pension and Postretirement Benefits [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance(270)
OCI before reclassification1
Amortization of pension actuarial (gain)/loss, net of tax6
Pension remeasurement, net of tax(9)
Other comprehensive income(2)
Ending Balance $ (272)
[1]The balance sheet at February 3, 2018 has been derived from the previously reported audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.'s Annual Report on Form 10-K for the year ended February 3, 2018.

Accumulated Other Comprehensi_5

Accumulated Other Comprehensive Loss (Reclassifications from Accumulated Other Comprehensive Loss) (Details) $ in Millions9 Months Ended
Nov. 03, 2018USD ($)
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Net periodic benefit cost (see Note 12) $ 8
Income tax benefit(2)
Net of tax6
Pension Benefits [Member]
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Net periodic benefit cost (see Note 12)9
Postretirement Benefits [Member]
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items]
Net periodic benefit cost (see Note 12) $ (1)

Income Taxes (Narrative) (Detai

Income Taxes (Narrative) (Details) - USD ($) $ in MillionsDec. 21, 2017Nov. 03, 2018Feb. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Income Taxes [Abstract]
Tax Cuts and Jobs Act, Incomplete Accounting, Transition Tax for Accumulated Foreign Earnings, Provisional Income Tax Expense $ (16) $ 99 $ (17)
Federal statutory income tax rate35.00%21.00%
Income tax expense $ 16 $ 54 $ 107 $ 165
Effective income tax rate10.80%34.70%21.80%33.20%

Fair Value Measurements (Assets

Fair Value Measurements (Assets and Liabilities Measured at Fair Value on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in MillionsNov. 03, 2018Feb. 03, 2018Oct. 28, 2017
Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Liabilities measured at fair value on recurring basis
Level 1 [Member] | Investment in Equity Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Level 1 [Member] | Available-for-sale Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis28 8 9
Liabilities measured at fair value on recurring basis 1 1
Level 2 [Member] | Investment in Equity Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis21
Level 2 [Member] | Available-for-sale Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis6 7 7
Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Liabilities measured at fair value on recurring basis
Level 3 [Member] | Investment in Equity Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Level 3 [Member] | Available-for-sale Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Forward Foreign Exchange Contracts [Member] | Level 1 [Member] | Derivative Financial Instruments, Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Liabilities measured at fair value on recurring basis
Forward Foreign Exchange Contracts [Member] | Level 1 [Member] | Derivative Financial Instruments, Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis
Forward Foreign Exchange Contracts [Member] | Level 2 [Member] | Derivative Financial Instruments, Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Liabilities measured at fair value on recurring basis 1 1
Forward Foreign Exchange Contracts [Member] | Level 2 [Member] | Derivative Financial Instruments, Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis1 1 2
Forward Foreign Exchange Contracts [Member] | Level 3 [Member] | Derivative Financial Instruments, Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Liabilities measured at fair value on recurring basis
Forward Foreign Exchange Contracts [Member] | Level 3 [Member] | Derivative Financial Instruments, Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Assets measured at fair value on recurring basis

Fair Value Measurements (Carryi

Fair Value Measurements (Carrying Value and Estimated Fair Value of Long-Term Debt) (Details) - USD ($) $ in MillionsNov. 03, 2018Feb. 03, 2018Oct. 28, 2017
Fair Value Measurements [Abstract]
Long-term debt, Carrying value $ 124 $ 125 [1] $ 126
Long-term debt, Fair value $ 138 $ 144 $ 145
[1]The balance sheet at February 3, 2018 has been derived from the previously reported audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Foot Locker, Inc.'s Annual Report on Form 10-K for the year ended February 3, 2018.

Earnings Per Share (Narrative)

Earnings Per Share (Narrative) (Details) - shares shares in Millions9 Months Ended
Nov. 03, 2018Oct. 28, 2017
Earnings Per Share [Abstract]
Contingently issuable shares excluded from diluted earnings per share1.1 0.4

Earnings Per Share (Computation

Earnings Per Share (Computation of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net Income $ 130 $ 102 $ 383 $ 333
Weighted-average common shares outstanding114.5 126 116.6 129.6
Dilutive effect of potential common shares0.5 0.4 0.5 0.7
Weighted-average common shares outstanding assuming dilution115 126.4 117.1 130.3
Earnings per share - basic $ 1.14 $ 0.81 $ 3.29 $ 2.57
Earnings per share - diluted $ 1.14 $ 0.81 $ 3.28 $ 2.55
Stock Option Plans [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive option awards excluded from diluted calculation2 2 1.9 1.6

Pension and Postretirement Pl_3

Pension and Postretirement Plans (Narrative) (Details) - USD ($) $ in MillionsSep. 04, 2018May 30, 2018Nov. 03, 2018Feb. 03, 2018
Defined Benefit Plan Disclosure [Line Items]
Pension remeasurement, net of tax $ 9
U.S. Qualified Pension Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Employer's contribution $ 98 $ 30
Pension litigation liability194
Change in benefit obligation12
Pension remeasurement, net of tax $ 9
Discount rate, benefit obligation4.00%3.70%

Pension and Postretirement Pl_4

Pension and Postretirement Plans (Net Benefit Expense (Income)) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Pension Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost $ 5 $ 4 $ 14 $ 12
Interest cost8 6 21 19
Expected return on plan assets(10)(9)(29)(28)
Amortization of net loss (gain)3 3 9 10
Net benefit expense (income) $ 6 4 15 13
Postretirement Benefits [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost
Interest cost
Expected return on plan assets
Amortization of net loss (gain) (1)(1)
Net benefit expense (income) $ (1) $ (1)

Share-Based Compensation (Narra

Share-Based Compensation (Narrative) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
May 05, 2018Nov. 03, 2018Oct. 28, 2017
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from exercise of stock options $ 4 $ 12
Stock Option Plans [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of options vested8 $ 8
Proceeds from exercise of stock options4
Tax benefit realized from options exercised1
Restricted Stock and Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost $ 33
Share-based compensation arrangement by share-based payment award, non-option equity instruments, outstanding, number878,319 361,137
Fair value of awards $ 7 $ 14
Awards vesting period descriptionGenerally, awards fully vest after the passage of time, typically three years. However, RSU awards made in connection with the Company's performance-based long-term incentive program are earned after the attainment of certain performance metrics and vest after the passage of time.
Awards granted[1]683,000
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards granted400,000
Performance Shares [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share Based Compensation Arrangement By Share Based Payment Award, Target Percentage of Equity Awards Earned Over Performance Period200.00%
Performance Shares [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share Based Compensation Arrangement By Share Based Payment Award, Target Percentage of Equity Awards Earned Over Performance Period0.00%
Nonvested Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost $ 5
Unrecognized compensation cost related to nonvested stock options, weighted-average period expected to be recognized1 year 4 months 24 days
[1]Approximately 0.4 million performance-based RSUs were granted during the first quarter of 2018 and are included as granted in the table above. The number of performance-based RSUs that are ultimately earned may vary from 0% to 200% of target depending on the achievement relative to the Company's predefined financial performance targets

Share-Based Compensation (Total

Share-Based Compensation (Total Compensation Expense Included in SG&A and the Related Tax Benefits Recognized) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Total share-based compensation expense $ 7 $ 3 $ 16 $ 11
Tax benefit recognized1 1 2 3
Stock Option Plans [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated share-based compensation expense2 2 5 7
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Allocated share-based compensation expense $ 5 $ 1 $ 11 $ 4

Share-Based Compensation (Assum

Share-Based Compensation (Assumptions Used to Compute Share-Based Compensation Expense) (Details) - $ / shares9 Months Ended
Nov. 03, 2018Oct. 28, 2017
Stock Option Plans [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average risk free rate of interest2.70%2.10%
Expected volatility37.00%25.00%
Weighted-average expected award life (in years)5 years 6 months5 years 4 months 24 days
Dividend yield3.10%1.90%
Weighted-average fair value $ 12.42 $ 14.74
2013 ESPP [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average risk free rate of interest1.80%0.90%
Expected volatility47.00%29.00%
Weighted-average expected award life (in years)1 year1 year
Dividend yield2.40%2.00%
Weighted-average fair value $ 15.16 $ 10.84

Share-Based Compensation (Optio

Share-Based Compensation (Options Granted Under Stock Option Plans) (Details) shares in Thousands9 Months Ended
Nov. 03, 2018$ / sharesshares
Number of Shares
Options outstanding at beginning of year2,739
Granted397
Exercised(134)
Expired or cancelled(96)
Options outstanding at end of period2,906
Options exercisable at end of period2,025
Options available for future grant at end of period8,245
Weighted-Average Exercise Price
Options outstanding at beginning of year | $ / shares $ 52.45
Granted | $ / shares44.95
Exercised | $ / shares31.47
Expired or cancelled | $ / shares60.68
Options outstanding at end of period | $ / shares52.12
Options exercisable at end of period | $ / shares $ 49.83
Options outstanding, weighted-average remaining contractual life6 years 3 months 18 days
Options exercisable at end of period, Weighted-average remaining contractual life5 years 2 months 12 days

Share-Based Compensation (Tot_2

Share-Based Compensation (Total Intrinsic Value of Options Exercised) (Details) - USD ($) $ in Millions3 Months Ended9 Months Ended
Nov. 03, 2018Oct. 28, 2017Nov. 03, 2018Oct. 28, 2017
Intrinsic value of stock options
Exercised $ 5 $ 3 $ 20

Share-Based Compensation (Aggre

Share-Based Compensation (Aggregate Intrinsic Value for Stock Options Outstanding and Exercisable) (Details) - USD ($) $ in MillionsNov. 03, 2018Oct. 28, 2017
Share-Based Compensation [Abstract]
Outstanding $ 17 $ 5
Outstanding and exercisable $ 15 $ 5

Share-Based Compensation (Infor

Share-Based Compensation (Information about Stock Options Outstanding and Exercisable) (Details) - $ / shares shares in Thousands9 Months Ended
Nov. 03, 2018Feb. 03, 2018
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Options Outstanding, Number of Shares2,906 2,739
Options outstanding, weighted-average remaining contractual life6 years 3 months 18 days
Options Outstanding, Weighted-Average Exercise Price $ 52.12 $ 52.45
Options Exercisable, Number of Shares2,025
Options Exercisable, Weighted-Average Exercise Price $ 49.83
$9.85 to $18.84 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, Lower Limit9.85
Range of Exercise Prices, Upper Limit $ 18.84
Options Outstanding, Number of Shares240
Options outstanding, weighted-average remaining contractual life1 year 10 months 24 days
Options Outstanding, Weighted-Average Exercise Price $ 17.10
Options Exercisable, Number of Shares240
Options Exercisable, Weighted-Average Exercise Price $ 17.10
$24.75 to $34.75 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, Lower Limit24.75
Range of Exercise Prices, Upper Limit $ 34.75
Options Outstanding, Number of Shares395
Options outstanding, weighted-average remaining contractual life4 years 2 months 12 days
Options Outstanding, Weighted-Average Exercise Price $ 32.16
Options Exercisable, Number of Shares356
Options Exercisable, Weighted-Average Exercise Price $ 31.88
$44.78 to $45.75 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, Lower Limit44.78
Range of Exercise Prices, Upper Limit $ 45.75
Options Outstanding, Number of Shares660
Options outstanding, weighted-average remaining contractual life7 years 4 months 24 days
Options Outstanding, Weighted-Average Exercise Price $ 44.92
Options Exercisable, Number of Shares299
Options Exercisable, Weighted-Average Exercise Price $ 45.08
$46.64 to $62.11 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, Lower Limit46.64
Range of Exercise Prices, Upper Limit $ 62.11
Options Outstanding, Number of Shares694
Options outstanding, weighted-average remaining contractual life5 years 10 months 24 days
Options Outstanding, Weighted-Average Exercise Price $ 60.63
Options Exercisable, Number of Shares661
Options Exercisable, Weighted-Average Exercise Price $ 61.19
$63.79 to $73.21 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Range of Exercise Prices, Lower Limit63.79
Range of Exercise Prices, Upper Limit $ 73.21
Options Outstanding, Number of Shares917
Options outstanding, weighted-average remaining contractual life7 years 8 months 12 days
Options Outstanding, Weighted-Average Exercise Price $ 68.60
Options Exercisable, Number of Shares469
Options Exercisable, Weighted-Average Exercise Price $ 67.19

Share-Based Compensation (Chang

Share-Based Compensation (Changes in Nonvested Options) (Details) - Restricted Stock and Units [Member] $ / shares in Units, shares in Thousands, $ in Millions9 Months Ended
Nov. 03, 2018USD ($)$ / sharesshares
Number of Shares
Nonvested, Beginning Balance | shares374
Granted | shares683 [1]
Vested | shares(105)
Cancelled | shares(73)[2]
Nonvested, Ending Balance | shares879
Aggregate value | $ $ 43
Wtg. Avg. remaining contractual life (in years)2 years 1 month 6 days
Weighted-Average Grant Date Fair Value per Share
Nonvested, Beginning Balance | $ / shares $ 59.15
Granted | $ / shares47.31[1]
Vested | $ / shares64.31
Cancelled | $ / shares60.34[2]
Nonvested, Ending Balance | $ / shares $ 49.23
[1]Approximately 0.4 million performance-based RSUs were granted during the first quarter of 2018 and are included as granted in the table above. The number of performance-based RSUs that are ultimately earned may vary from 0% to 200% of target depending on the achievement relative to the Company's predefined financial performance targets
[2]In addition to forfeitures of restricted stock and RSUs, cancellations include adjustments that were made to performance-based RSUs previously granted. These adjustments reflect changes in estimates based upon the Company's current performance against predefined financial targets

Legal Proceedings (Narrative) (

Legal Proceedings (Narrative) (Details) - USD ($) $ in Millions1 Months Ended3 Months Ended9 Months Ended
Jun. 30, 2018Aug. 04, 2018May 05, 2018Nov. 03, 2018Jun. 17, 2018Feb. 03, 2018
Plan reformation cost $ 13
Class counsel fees paid in connection with pension litigation $ 97
Osberg Reformance Cost [Member]
Plan reformation cost $ 7
Osberg V. Foot Locker, Inc [Member]
Pension litigation liability $ 194 $ 291 $ 278
Class counsel fees paid in connection with pension litigation $ 97
Interest $ 6 $ 6