| Condensed Statement of Comprehensive Income |
Condensed Consolidating Statements of Comprehensive Income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended February 3, 2018 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidation |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
Net sales |
|
$ |
— |
|
|
$ |
22,010.0 |
|
|
$ |
358.8 |
|
|
$ |
(123.3 |
) |
|
$ |
22,245.5 |
|
Cost of sales |
|
— |
|
|
15,105.5 |
|
|
173.4 |
|
|
(55.3 |
) |
|
15,223.6 |
|
Gross profit |
|
— |
|
|
6,904.5 |
|
|
185.4 |
|
|
(68.0 |
) |
|
7,021.9 |
|
|
Selling, general and administrative
expenses
|
|
6.1 |
|
|
4,922.5 |
|
|
162.2 |
|
|
(68.0 |
) |
|
5,022.8 |
|
Operating income (loss) |
|
(6.1 |
) |
|
1,982.0 |
|
|
23.2 |
|
|
— |
|
|
1,999.1 |
|
Interest expense (income), net |
|
239.8 |
|
|
69.8 |
|
|
(7.8 |
) |
|
— |
|
|
301.8 |
|
Other (income) expense, net |
|
(0.1 |
) |
|
(7.5 |
) |
|
0.9 |
|
|
— |
|
|
(6.7 |
) |
Income before income taxes |
|
(245.8 |
) |
|
1,919.7 |
|
|
30.1 |
|
|
— |
|
|
1,704.0 |
|
Provision for income taxes |
|
(113.5 |
) |
|
87.2 |
|
|
16.0 |
|
|
— |
|
|
(10.3 |
) |
Equity in earnings of subsidiaries |
|
(1,846.6 |
) |
|
(14.2 |
) |
|
— |
|
|
1,860.8 |
|
|
— |
|
Net income |
|
1,714.3 |
|
|
1,846.7 |
|
|
14.1 |
|
|
(1,860.8 |
) |
|
1,714.3 |
|
Other comprehensive income |
|
5.3 |
|
|
1.6 |
|
|
5.3 |
|
|
(6.9 |
) |
|
5.3 |
|
Comprehensive income |
|
$ |
1,719.6 |
|
|
$ |
1,848.3 |
|
|
$ |
19.4 |
|
|
$ |
(1,867.7 |
) |
|
$ |
1,719.6 |
|
Condensed Consolidating Statements of Comprehensive Income (Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended January 28, 2017 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidation |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
Net sales |
|
$ |
— |
|
|
$ |
20,506.9 |
|
|
$ |
731.6 |
|
|
$ |
(519.3 |
) |
|
$ |
20,719.2 |
|
Cost of sales |
|
— |
|
|
14,178.1 |
|
|
584.4 |
|
|
(438.0 |
) |
|
14,324.5 |
|
Gross profit |
|
— |
|
|
6,328.8 |
|
|
147.2 |
|
|
(81.3 |
) |
|
6,394.7 |
|
|
Selling, general and administrative
expenses
|
|
7.4 |
|
|
4,631.0 |
|
|
125.2 |
|
|
(73.7 |
) |
|
4,689.9 |
|
Operating (loss) income |
|
(7.4 |
) |
|
1,697.8 |
|
|
22.0 |
|
|
(7.6 |
) |
|
1,704.8 |
|
Interest expense (income), net |
|
316.8 |
|
|
66.3 |
|
|
(7.6 |
) |
|
— |
|
|
375.5 |
|
Other (income) expense, net |
|
7.4 |
|
|
(0.7 |
) |
|
0.8 |
|
|
(7.6 |
) |
|
(0.1 |
) |
Income (loss) before income taxes |
|
(331.6 |
) |
|
1,632.2 |
|
|
28.8 |
|
|
— |
|
|
1,329.4 |
|
Provision for income taxes |
|
(133.3 |
) |
|
558.8 |
|
|
7.7 |
|
|
— |
|
|
433.2 |
|
Equity in earnings of subsidiaries |
|
(1,094.5 |
) |
|
(15.4 |
) |
|
— |
|
|
1,109.9 |
|
|
— |
|
Net income |
|
896.2 |
|
|
1,088.8 |
|
|
21.1 |
|
|
(1,109.9 |
) |
|
896.2 |
|
Other comprehensive income |
|
5.5 |
|
|
1.7 |
|
|
5.5 |
|
|
(7.2 |
) |
|
5.5 |
|
Comprehensive income |
|
$ |
901.7 |
|
|
$ |
1,090.5 |
|
|
$ |
26.6 |
|
|
$ |
(1,117.1 |
) |
|
$ |
901.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended January 30, 2016 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidation |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
Net sales |
|
$ |
— |
|
|
$ |
15,312.2 |
|
|
$ |
737.6 |
|
|
$ |
(551.4 |
) |
|
$ |
15,498.4 |
|
Cost of sales |
|
— |
|
|
10,715.6 |
|
|
664.1 |
|
|
(538.0 |
) |
|
10,841.7 |
|
Gross profit |
|
— |
|
|
4,596.6 |
|
|
73.5 |
|
|
(13.4 |
) |
|
4,656.7 |
|
|
Selling, general and administrative
expenses
|
|
48.4 |
|
|
3,505.5 |
|
|
62.5 |
|
|
(9.4 |
) |
|
3,607.0 |
|
Operating (loss) income |
|
(48.4 |
) |
|
1,091.1 |
|
|
11.0 |
|
|
(4.0 |
) |
|
1,049.7 |
|
Interest expense (income), net |
|
464.4 |
|
|
139.1 |
|
|
(4.1 |
) |
|
— |
|
|
599.4 |
|
Other (income) expense, net |
|
4.0 |
|
|
(0.2 |
) |
|
2.3 |
|
|
(4.0 |
) |
|
2.1 |
|
Income (loss) before income taxes |
|
(516.8 |
) |
|
952.2 |
|
|
12.8 |
|
|
— |
|
|
448.2 |
|
Provision for income taxes |
|
(213.3 |
) |
|
361.6 |
|
|
17.5 |
|
|
— |
|
|
165.8 |
|
Equity in earnings of subsidiaries |
|
(585.9 |
) |
|
(31.1 |
) |
|
— |
|
|
617.0 |
|
|
— |
|
Net income (loss) |
|
282.4 |
|
|
621.7 |
|
|
(4.7 |
) |
|
(617.0 |
) |
|
282.4 |
|
Other comprehensive loss |
|
— |
|
|
— |
|
|
(9.0 |
) |
|
— |
|
|
(9.0 |
) |
Comprehensive income |
|
$ |
282.4 |
|
|
$ |
621.7 |
|
|
$ |
(13.7 |
) |
|
$ |
(617.0 |
) |
|
$ |
273.4 |
|
|
| Condensed Balance Sheet |
Condensed Consolidating Balance Sheets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
February 3, 2018 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidating |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
ASSETS |
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
133.2 |
|
|
$ |
700.1 |
|
|
$ |
264.5 |
|
|
$ |
— |
|
|
$ |
1,097.8 |
|
Merchandise inventories, net |
|
— |
|
|
3,120.4 |
|
|
48.9 |
|
|
— |
|
|
3,169.3 |
|
Current deferred tax assets, net |
|
— |
|
|
(7.9 |
) |
|
7.9 |
|
|
— |
|
|
— |
|
Due from intercompany, net |
|
102.1 |
|
|
635.5 |
|
|
69.0 |
|
|
(806.6 |
) |
|
— |
|
Other current assets |
|
0.2 |
|
|
271.9 |
|
|
37.1 |
|
|
— |
|
|
309.2 |
|
Total current assets |
|
235.5 |
|
|
4,720.0 |
|
|
427.4 |
|
|
(806.6 |
) |
|
4,576.3 |
|
Property, plant and equipment, net |
|
— |
|
|
3,175.7 |
|
|
25.0 |
|
|
— |
|
|
3,200.7 |
|
Assets available for sale |
|
— |
|
|
8.0 |
|
|
— |
|
|
— |
|
|
8.0 |
|
Goodwill |
|
— |
|
|
4,993.1 |
|
|
32.1 |
|
|
— |
|
|
5,025.2 |
|
Favorable lease rights, net |
|
— |
|
|
375.3 |
|
|
— |
|
|
— |
|
|
375.3 |
|
Tradename intangible asset |
|
— |
|
|
3,100.0 |
|
|
— |
|
|
— |
|
|
3,100.0 |
|
Other intangible assets, net |
|
— |
|
|
4.8 |
|
|
— |
|
|
— |
|
|
4.8 |
|
Investment in subsidiaries |
|
9,748.8 |
|
|
108.2 |
|
|
— |
|
|
(9,857.0 |
) |
|
— |
|
Intercompany note receivable |
|
1,801.4 |
|
|
— |
|
|
188.8 |
|
|
(1,990.2 |
) |
|
— |
|
Due from intercompany, net |
|
1,310.7 |
|
|
— |
|
|
— |
|
|
(1,310.7 |
) |
|
— |
|
Other assets |
|
— |
|
|
42.3 |
|
|
2.9 |
|
|
(2.7 |
) |
|
42.5 |
|
Total assets |
|
$ |
13,096.4 |
|
|
$ |
16,527.4 |
|
|
$ |
676.2 |
|
|
$ |
(13,967.2 |
) |
|
$ |
16,332.8 |
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion of long-term debt |
|
$ |
915.9 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
915.9 |
|
Accounts payable |
|
— |
|
|
1,162.0 |
|
|
11.9 |
|
|
0.9 |
|
|
1,174.8 |
|
Due to intercompany, net |
|
524.0 |
|
|
216.5 |
|
|
66.1 |
|
|
(806.6 |
) |
|
— |
|
Income taxes payable |
|
(27.2 |
) |
|
50.7 |
|
|
8.0 |
|
|
— |
|
|
31.5 |
|
Other current liabilities |
|
43.9 |
|
|
398.2 |
|
|
294.8 |
|
|
— |
|
|
736.9 |
|
Total current liabilities |
|
1,456.6 |
|
|
1,827.4 |
|
|
380.8 |
|
|
(805.7 |
) |
|
2,859.1 |
|
|
Long-term debt, net, excluding
current portion
|
|
4,455.4 |
|
|
306.7 |
|
|
— |
|
|
— |
|
|
4,762.1 |
|
Unfavorable lease rights, net |
|
— |
|
|
100.0 |
|
|
— |
|
|
— |
|
|
100.0 |
|
Deferred tax liabilities, net |
|
1.9 |
|
|
983.3 |
|
|
— |
|
|
— |
|
|
985.2 |
|
Income taxes payable, long-term |
|
— |
|
|
43.8 |
|
|
— |
|
|
— |
|
|
43.8 |
|
Due to intercompany, net |
|
— |
|
|
1,310.7 |
|
|
— |
|
|
(1,310.7 |
) |
|
— |
|
Intercompany note payable |
|
— |
|
|
1,990.2 |
|
|
— |
|
|
(1,990.2 |
) |
|
— |
|
Other liabilities |
|
0.2 |
|
|
305.1 |
|
|
98.6 |
|
|
(3.6 |
) |
|
400.3 |
|
Total liabilities |
|
5,914.1 |
|
|
6,867.2 |
|
|
479.4 |
|
|
(4,110.2 |
) |
|
9,150.5 |
|
Shareholders' equity |
|
7,182.3 |
|
|
9,660.2 |
|
|
196.8 |
|
|
(9,857.0 |
) |
|
7,182.3 |
|
Total liabilities and equity |
|
$ |
13,096.4 |
|
|
$ |
16,527.4 |
|
|
$ |
676.2 |
|
|
$ |
(13,967.2 |
) |
|
$ |
16,332.8 |
|
Condensed Consolidating Balance Sheets (Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
January 28, 2017 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidating |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
ASSETS |
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
562.4 |
|
|
$ |
139.2 |
|
|
$ |
164.8 |
|
|
$ |
— |
|
|
$ |
866.4 |
|
Short-term investments |
|
— |
|
|
— |
|
|
4.0 |
|
|
— |
|
|
4.0 |
|
Merchandise inventories, net |
|
— |
|
|
2,826.3 |
|
|
41.2 |
|
|
(1.7 |
) |
|
2,865.8 |
|
Current deferred tax assets, net |
|
— |
|
|
(9.3 |
) |
|
9.3 |
|
|
— |
|
|
— |
|
Due from intercompany, net |
|
58.7 |
|
|
1,041.5 |
|
|
42.8 |
|
|
(1,143.0 |
) |
|
— |
|
Other current assets |
|
0.5 |
|
|
198.7 |
|
|
2.3 |
|
|
0.3 |
|
|
201.8 |
|
Total current assets |
|
621.6 |
|
|
4,196.4 |
|
|
264.4 |
|
|
(1,144.4 |
) |
|
3,938.0 |
|
Property, plant and equipment, net |
|
— |
|
|
3,085.3 |
|
|
30.5 |
|
|
— |
|
|
3,115.8 |
|
Assets available for sale |
|
— |
|
|
9.0 |
|
|
— |
|
|
— |
|
|
9.0 |
|
Goodwill |
|
— |
|
|
4,993.1 |
|
|
30.4 |
|
|
— |
|
|
5,023.5 |
|
Favorable lease rights, net |
|
— |
|
|
468.6 |
|
|
— |
|
|
— |
|
|
468.6 |
|
Tradename intangible asset |
|
— |
|
|
3,100.0 |
|
|
— |
|
|
— |
|
|
3,100.0 |
|
Other intangible assets, net |
|
— |
|
|
5.1 |
|
|
— |
|
|
— |
|
|
5.1 |
|
Investment in subsidiaries |
|
8,640.1 |
|
|
106.6 |
|
|
— |
|
|
(8,746.7 |
) |
|
— |
|
Intercompany note receivable |
|
1,926.4 |
|
|
— |
|
|
188.8 |
|
|
(2,115.2 |
) |
|
— |
|
Due from intercompany, net |
|
1,243.8 |
|
|
— |
|
|
— |
|
|
(1,243.8 |
) |
|
— |
|
Other assets |
|
— |
|
|
41.3 |
|
|
3.3 |
|
|
(3.0 |
) |
|
41.6 |
|
Total assets |
|
$ |
12,431.9 |
|
|
$ |
16,005.4 |
|
|
$ |
517.4 |
|
|
$ |
(13,253.1 |
) |
|
$ |
15,701.6 |
|
LIABILITIES AND EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current portion of long-term debt |
|
$ |
152.1 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
152.1 |
|
Accounts payable |
|
— |
|
|
1,105.9 |
|
|
14.7 |
|
|
(1.0 |
) |
|
1,119.6 |
|
Due to intercompany, net |
|
969.6 |
|
|
121.5 |
|
|
51.9 |
|
|
(1,143.0 |
) |
|
— |
|
Other current liabilities |
|
66.4 |
|
|
470.5 |
|
|
207.3 |
|
|
— |
|
|
744.2 |
|
Income taxes payable |
|
(1.9 |
) |
|
91.0 |
|
|
0.9 |
|
|
— |
|
|
90.0 |
|
Total current liabilities |
|
1,186.2 |
|
|
1,788.9 |
|
|
274.8 |
|
|
(1,144.0 |
) |
|
2,105.9 |
|
|
Long-term debt, net, excluding
current portion
|
|
5,853.9 |
|
|
315.8 |
|
|
— |
|
|
— |
|
|
6,169.7 |
|
Unfavorable lease rights, net |
|
— |
|
|
124.0 |
|
|
— |
|
|
— |
|
|
124.0 |
|
Deferred tax liabilities, net |
|
2.0 |
|
|
1,456.9 |
|
|
— |
|
|
— |
|
|
1,458.9 |
|
Income taxes payable, long-term |
|
— |
|
|
71.2 |
|
|
— |
|
|
— |
|
|
71.2 |
|
Due to intercompany, net |
|
— |
|
|
1,243.8 |
|
|
— |
|
|
(1,243.8 |
) |
|
— |
|
Intercompany note payable |
|
— |
|
|
2,115.2 |
|
|
— |
|
|
(2,115.2 |
) |
|
— |
|
Other liabilities |
|
— |
|
|
377.5 |
|
|
8.1 |
|
|
(3.2 |
) |
|
382.4 |
|
Total liabilities |
|
7,042.1 |
|
|
7,493.3 |
|
|
282.9 |
|
|
(4,506.2 |
) |
|
10,312.1 |
|
Shareholders' equity |
|
5,389.8 |
|
|
8,512.1 |
|
|
234.5 |
|
|
(8,746.9 |
) |
|
5,389.5 |
|
Total liabilities and equity |
|
$ |
12,431.9 |
|
|
$ |
16,005.4 |
|
|
$ |
517.4 |
|
|
$ |
(13,253.1 |
) |
|
$ |
15,701.6 |
|
|
| Condensed Cash Flow Statement |
Condensed Consolidating Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended February 3, 2018 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidating |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
Net cash provided by operating activities |
|
$ |
222.3 |
|
|
$ |
1,908.5 |
|
|
$ |
153.3 |
|
|
$ |
(773.9 |
) |
|
$ |
1,510.2 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
— |
|
|
(631.0 |
) |
|
(1.2 |
) |
|
— |
|
|
(632.2 |
) |
|
Proceeds from sale of restricted and
unrestricted investments
|
|
— |
|
|
— |
|
|
4.0 |
|
|
— |
|
|
4.0 |
|
Other |
|
— |
|
|
0.3 |
|
|
— |
|
|
— |
|
|
0.3 |
|
|
Net cash provided by (used in)
investing activities
|
|
— |
|
|
(630.7 |
) |
|
2.8 |
|
|
— |
|
|
(627.9 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Principal payments for long-term debt |
|
(659.1 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(659.1 |
) |
Dividends paid |
|
— |
|
|
(716.9 |
) |
|
(57.0 |
) |
|
773.9 |
|
|
— |
|
|
Proceeds from stock issued pursuant to
stock-based compensation plans
|
|
35.0 |
|
|
— |
|
|
— |
|
|
— |
|
|
35.0 |
|
|
Cash paid for taxes on exercises/vesting of
stock-based compensation
|
|
(27.4 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(27.4 |
) |
Net cash used in financing activities |
|
(651.5 |
) |
|
(716.9 |
) |
|
(57.0 |
) |
|
773.9 |
|
|
(651.5 |
) |
|
Effect of exchange rate changes on cash and
cash equivalents
|
|
— |
|
|
— |
|
|
0.6 |
|
|
— |
|
|
0.6 |
|
|
Net (decrease) increase in cash and cash
equivalents
|
|
(429.2 |
) |
|
560.9 |
|
|
99.7 |
|
|
— |
|
|
231.4 |
|
|
Cash and cash equivalents at beginning of
period
|
|
562.4 |
|
|
139.2 |
|
|
164.8 |
|
|
— |
|
|
866.4 |
|
Cash and cash equivalents at end of period |
|
$ |
133.2 |
|
|
$ |
700.1 |
|
|
$ |
264.5 |
|
|
$ |
— |
|
|
$ |
1,097.8 |
|
Condensed Consolidating Statements of Cash Flows (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended January 28, 2017 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidating |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
Net cash provided by operating activities |
|
$ |
2,022.9 |
|
|
$ |
1,121.1 |
|
|
$ |
71.5 |
|
|
$ |
(1,542.2 |
) |
|
$ |
1,673.3 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
— |
|
|
(563.4 |
) |
|
(1.3 |
) |
|
— |
|
|
(564.7 |
) |
Purchase of restricted investments |
|
— |
|
|
(36.1 |
) |
|
— |
|
|
— |
|
|
(36.1 |
) |
|
Proceeds from sale of restricted
investments
|
|
— |
|
|
118.1 |
|
|
— |
|
|
— |
|
|
118.1 |
|
Other |
|
— |
|
|
(0.9 |
) |
|
— |
|
|
— |
|
|
(0.9 |
) |
Net cash used in investing activities |
|
— |
|
|
(482.3 |
) |
|
(1.3 |
) |
|
— |
|
|
(483.6 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Principal payments for long-term debt |
|
(4,036.2 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(4,036.2 |
) |
|
Proceeds from long-term debt, net of
discount
|
|
2,962.5 |
|
|
— |
|
|
— |
|
|
— |
|
|
2,962.5 |
|
Repayments of revolving credit facility |
|
(140.0 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(140.0 |
) |
Proceeds from revolving credit facility |
|
140.0 |
|
|
— |
|
|
— |
|
|
— |
|
|
140.0 |
|
Net intercompany note activity |
|
(400.0 |
) |
|
400.0 |
|
|
— |
|
|
— |
|
|
— |
|
Dividends paid |
|
— |
|
|
(1,536.5 |
) |
|
(23.0 |
) |
|
1,559.5 |
|
|
— |
|
|
Proceeds from stock issued pursuant to
stock-based compensation plans
|
|
41.5 |
|
|
— |
|
|
— |
|
|
— |
|
|
41.5 |
|
|
Cash paid for taxes on exercises/vesting of
stock-based compensation
|
|
(22.2 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(22.2 |
) |
Other |
|
(6.1 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(6.1 |
) |
Net cash used in financing activities |
|
(1,460.5 |
) |
|
(1,136.5 |
) |
|
(23.0 |
) |
|
1,559.5 |
|
|
(1,060.5 |
) |
|
Effect of exchange rate changes on cash and
cash equivalents
|
|
— |
|
|
— |
|
|
1.1 |
|
|
— |
|
|
1.1 |
|
|
Net (decrease) increase in cash and cash
equivalents
|
|
562.4 |
|
|
(497.7 |
) |
|
48.3 |
|
|
17.3 |
|
|
130.3 |
|
|
Cash and cash equivalents at beginning of
period
|
|
— |
|
|
636.9 |
|
|
116.5 |
|
|
(17.3 |
) |
|
736.1 |
|
Cash and cash equivalents at end of period |
|
$ |
562.4 |
|
|
$ |
139.2 |
|
|
$ |
164.8 |
|
|
$ |
— |
|
|
$ |
866.4 |
|
Condensed Consolidating Statements of Cash Flows (continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended January 30, 2016 |
|
|
|
|
Guarantor |
|
Non-Guarantor |
|
Consolidating |
|
Consolidated |
(in millions) |
|
Parent |
|
Subsidiaries |
|
Subsidiaries |
|
Adjustments |
|
Company |
|
Net cash provided by (used in) operating
activities
|
|
$ |
765.1 |
|
|
$ |
720.8 |
|
|
$ |
(19.4 |
) |
|
$ |
(664.0 |
) |
|
$ |
802.5 |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
— |
|
|
(475.7 |
) |
|
(4.8 |
) |
|
— |
|
|
(480.5 |
) |
|
Acquisition of Family Dollar, net of
common stock issued, equity
compensation and cash acquired
|
|
(6,833.0 |
) |
|
207.3 |
|
|
98.0 |
|
|
— |
|
|
(6,527.7 |
) |
Other |
|
— |
|
|
(7.5 |
) |
|
37.3 |
|
|
— |
|
|
29.8 |
|
|
Net cash provided by (used in)
investing activities
|
|
(6,833.0 |
) |
|
(275.9 |
) |
|
130.5 |
|
|
— |
|
|
(6,978.4 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Principal payments for long-term debt |
|
(4,991.5 |
) |
|
(935.2 |
) |
|
— |
|
|
— |
|
|
(5,926.7 |
) |
|
Proceeds from long-term debt, net of
discount
|
|
12,130.2 |
|
|
— |
|
|
— |
|
|
— |
|
|
12,130.2 |
|
Net intercompany note activity |
|
(1,109.6 |
) |
|
1,109.6 |
|
|
— |
|
|
— |
|
|
— |
|
Dividends paid |
|
— |
|
|
(646.7 |
) |
|
— |
|
|
646.7 |
|
|
— |
|
Debt-issuance costs |
|
(159.8 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(159.8 |
) |
|
Cash paid for taxes on exercises/vesting of
stock-based compensation
|
|
(21.6 |
) |
|
— |
|
|
— |
|
|
— |
|
|
(21.6 |
) |
Other |
|
26.7 |
|
|
— |
|
|
— |
|
|
— |
|
|
26.7 |
|
|
Net cash provided by (used in)
financing activities
|
|
5,874.4 |
|
|
(472.3 |
) |
|
— |
|
|
646.7 |
|
|
6,048.8 |
|
|
Effect of exchange rate changes on cash and
cash equivalents
|
|
— |
|
|
— |
|
|
(0.9 |
) |
|
— |
|
|
(0.9 |
) |
|
Net (decrease) increase in cash and cash
equivalents
|
|
(193.5 |
) |
|
(27.4 |
) |
|
110.2 |
|
|
(17.3 |
) |
|
(128.0 |
) |
|
Cash and cash equivalents at beginning of
period
|
|
193.5 |
|
|
664.3 |
|
|
6.3 |
|
|
— |
|
|
864.1 |
|
Cash and cash equivalents at end of period |
|
$ |
— |
|
|
$ |
636.9 |
|
|
$ |
116.5 |
|
|
$ |
(17.3 |
) |
|
$ |
736.1 |
|
|