|
Ohio
|
|
06-1119097
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
300 Phillipi Road, P.O. Box 28512, Columbus, Ohio
|
|
43228-5311
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
þ
|
Accelerated filer
o
|
Non-accelerated filer
o
|
Smaller reporting company
o
|
Emerging growth company
o
|
|
|
|
Page
|
|
|
|
Item 1.
|
||
|
|
|
a)
|
||
|
|
|
b)
|
||
|
|
|
c)
|
||
|
|
|
d)
|
||
|
|
|
e)
|
||
|
|
|
f)
|
||
|
|
|
Item 2.
|
||
|
|
|
Item 3.
|
||
|
|
|
Item 4.
|
||
|
|
|
|
|
|
Item 1.
|
||
|
|
|
Item 1A.
|
||
|
|
|
Item 2.
|
||
|
|
|
Item 3.
|
||
|
|
|
Item 4.
|
||
|
|
|
Item 5.
|
||
|
|
|
Item 6.
|
||
|
|
|
|
BIG LOTS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations (Unaudited) (In thousands, except per share amounts) |
|
Thirteen Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||
|
October 28, 2017
|
October 29, 2016
|
|
October 28, 2017
|
October 29, 2016
|
||||||||
Net sales
|
$
|
1,110,824
|
|
$
|
1,105,498
|
|
|
$
|
3,628,912
|
|
$
|
3,621,228
|
|
Cost of sales (exclusive of depreciation expense shown separately below)
|
667,198
|
|
663,506
|
|
|
2,168,511
|
|
2,175,132
|
|
||||
Gross margin
|
443,626
|
|
441,992
|
|
|
1,460,401
|
|
1,446,096
|
|
||||
Selling and administrative expenses
|
408,314
|
|
409,695
|
|
|
1,239,440
|
|
1,251,844
|
|
||||
Depreciation expense
|
29,508
|
|
30,294
|
|
|
87,489
|
|
90,770
|
|
||||
Operating profit
|
5,804
|
|
2,003
|
|
|
133,472
|
|
103,482
|
|
||||
Interest expense
|
(2,077
|
)
|
(1,665
|
)
|
|
(4,705
|
)
|
(3,793
|
)
|
||||
Other income (expense)
|
405
|
|
673
|
|
|
323
|
|
1,031
|
|
||||
Income before income taxes
|
4,132
|
|
1,011
|
|
|
129,090
|
|
100,720
|
|
||||
Income tax (benefit) expense
|
(240
|
)
|
(365
|
)
|
|
44,086
|
|
37,970
|
|
||||
Net income
|
$
|
4,372
|
|
$
|
1,376
|
|
|
$
|
85,004
|
|
$
|
62,750
|
|
|
|
|
|
|
|
||||||||
Earnings per common share
|
|
|
|
|
|
|
|
||||||
Basic
|
$
|
0.10
|
|
$
|
0.03
|
|
|
$
|
1.97
|
|
$
|
1.37
|
|
Diluted
|
$
|
0.10
|
|
$
|
0.03
|
|
|
$
|
1.95
|
|
$
|
1.36
|
|
|
|
|
|
|
|
||||||||
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
|
||||||
Basic
|
41,967
|
|
44,165
|
|
|
43,155
|
|
45,678
|
|
||||
Dilutive effect of share-based awards
|
557
|
|
761
|
|
|
409
|
|
578
|
|
||||
Diluted
|
42,524
|
|
44,926
|
|
|
43,564
|
|
46,256
|
|
||||
|
|
|
|
|
|
||||||||
Cash dividends declared per common share
|
$
|
0.25
|
|
$
|
0.21
|
|
|
$
|
0.75
|
|
$
|
0.63
|
|
BIG LOTS, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income (Unaudited) (In thousands) |
|
Thirteen Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||
|
October 28, 2017
|
October 29, 2016
|
|
October 28, 2017
|
October 29, 2016
|
||||||||
Net income
|
$
|
4,372
|
|
$
|
1,376
|
|
|
$
|
85,004
|
|
$
|
62,750
|
|
Other comprehensive income:
|
|
|
|
|
|
||||||||
Amortization of pension, net of tax expense of $0, $217, $0, and $686, respectively
|
—
|
|
323
|
|
|
—
|
|
1,036
|
|
||||
Valuation adjustment of pension, net of tax expense of $0, $111, $0 and $655, respectively
|
—
|
|
160
|
|
|
—
|
|
992
|
|
||||
Total other comprehensive income
|
—
|
|
483
|
|
|
—
|
|
2,028
|
|
||||
Comprehensive income
|
$
|
4,372
|
|
$
|
1,859
|
|
|
$
|
85,004
|
|
$
|
64,778
|
|
BIG LOTS, INC. AND SUBSIDIARIES
Consolidated Balance Sheets (Unaudited)
(In thousands, except par value)
|
|
|
|
|
||||
|
October 28, 2017
|
|
January 28, 2017
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
58,012
|
|
|
$
|
51,164
|
|
Inventories
|
1,038,156
|
|
|
858,689
|
|
||
Other current assets
|
118,822
|
|
|
84,526
|
|
||
Total current assets
|
1,214,990
|
|
|
994,379
|
|
||
Property and equipment - net
|
537,563
|
|
|
525,851
|
|
||
Deferred income taxes
|
47,027
|
|
|
46,469
|
|
||
Other assets
|
46,529
|
|
|
41,008
|
|
||
Total assets
|
$
|
1,846,109
|
|
|
$
|
1,607,707
|
|
|
|
|
|
||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable
|
$
|
493,097
|
|
|
$
|
400,495
|
|
Property, payroll, and other taxes
|
87,007
|
|
|
81,306
|
|
||
Accrued operating expenses
|
77,683
|
|
|
71,251
|
|
||
Insurance reserves
|
41,561
|
|
|
40,269
|
|
||
Accrued salaries and wages
|
31,563
|
|
|
54,009
|
|
||
Income taxes payable
|
865
|
|
|
31,265
|
|
||
Total current liabilities
|
731,776
|
|
|
678,595
|
|
||
Long-term obligations
|
371,900
|
|
|
106,400
|
|
||
Deferred rent
|
56,622
|
|
|
56,035
|
|
||
Insurance reserves
|
56,948
|
|
|
56,593
|
|
||
Unrecognized tax benefits
|
15,732
|
|
|
15,853
|
|
||
Other liabilities
|
47,467
|
|
|
43,601
|
|
||
Shareholders’ equity:
|
|
|
|
|
|
||
Preferred shares - authorized 2,000 shares; $0.01 par value; none issued
|
—
|
|
|
—
|
|
||
Common shares - authorized 298,000 shares; $0.01 par value; issued 117,495 shares; outstanding 41,842 shares and 44,259 shares, respectively
|
1,175
|
|
|
1,175
|
|
||
Treasury shares - 75,653 shares and 73,236 shares, respectively, at cost
|
(2,425,049
|
)
|
|
(2,291,379
|
)
|
||
Additional paid-in capital
|
615,205
|
|
|
617,516
|
|
||
Retained earnings
|
2,374,333
|
|
|
2,323,318
|
|
||
Accumulated other comprehensive loss
|
—
|
|
|
—
|
|
||
Total shareholders’ equity
|
565,664
|
|
|
650,630
|
|
||
Total liabilities and shareholders’ equity
|
$
|
1,846,109
|
|
|
$
|
1,607,707
|
|
BIG LOTS, INC. AND SUBSIDIARIES
Consolidated Statements of Shareholders’ Equity (Unaudited) (In thousands) |
|
Common
|
Treasury
|
Additional
Paid-In
Capital
|
Retained Earnings
|
Accumulated Other Comprehensive Loss
|
|
||||||||||||||||
|
Shares
|
Amount
|
Shares
|
Amount
|
Total
|
|||||||||||||||||
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance - January 30, 2016
|
49,101
|
|
$
|
1,175
|
|
68,394
|
|
$
|
(2,063,091
|
)
|
$
|
588,124
|
|
$
|
2,210,239
|
|
$
|
(15,977
|
)
|
$
|
720,470
|
|
Comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
62,750
|
|
2,028
|
|
64,778
|
|
||||||
Dividends declared ($0.63 per share)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(29,989
|
)
|
—
|
|
(29,989
|
)
|
||||||
Purchases of common shares
|
(5,684
|
)
|
—
|
|
5,684
|
|
(254,289
|
)
|
—
|
|
—
|
|
—
|
|
(254,289
|
)
|
||||||
Exercise of stock options
|
492
|
|
—
|
|
(492
|
)
|
15,309
|
|
3,354
|
|
—
|
|
—
|
|
18,663
|
|
||||||
Restricted shares vested
|
251
|
|
—
|
|
(251
|
)
|
7,623
|
|
(7,623
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Performance shares vested
|
13
|
|
—
|
|
(13
|
)
|
394
|
|
(394
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Tax benefit from share-based awards
|
—
|
|
—
|
|
—
|
|
—
|
|
413
|
|
—
|
|
—
|
|
413
|
|
||||||
Share activity related to deferred compensation plan
|
—
|
|
—
|
|
—
|
|
1
|
|
9
|
|
—
|
|
—
|
|
10
|
|
||||||
Other
|
5
|
|
—
|
|
(5
|
)
|
136
|
|
68
|
|
—
|
|
—
|
|
204
|
|
||||||
Share-based employee compensation expense
|
—
|
|
—
|
|
—
|
|
—
|
|
24,815
|
|
—
|
|
—
|
|
24,815
|
|
||||||
Balance - October 29, 2016
|
44,178
|
|
1,175
|
|
73,317
|
|
(2,293,917
|
)
|
608,766
|
|
2,243,000
|
|
(13,949
|
)
|
545,075
|
|
||||||
Comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
90,078
|
|
13,949
|
|
104,027
|
|
||||||
Dividends declared ($0.21 per share)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(9,760
|
)
|
—
|
|
(9,760
|
)
|
||||||
Purchases of common shares
|
(1
|
)
|
—
|
|
1
|
|
(15
|
)
|
—
|
|
—
|
|
—
|
|
(15
|
)
|
||||||
Exercise of stock options
|
81
|
|
—
|
|
(81
|
)
|
2,525
|
|
468
|
|
—
|
|
—
|
|
2,993
|
|
||||||
Restricted shares vested
|
1
|
|
—
|
|
(1
|
)
|
26
|
|
(26
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Performance shares vested
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Tax benefit from share-based awards
|
—
|
|
—
|
|
—
|
|
—
|
|
97
|
|
—
|
|
—
|
|
97
|
|
||||||
Share activity related to deferred compensation plan
|
—
|
|
—
|
|
—
|
|
2
|
|
(3
|
)
|
—
|
|
—
|
|
(1
|
)
|
||||||
Other
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Share-based employee compensation expense
|
—
|
|
—
|
|
—
|
|
—
|
|
8,214
|
|
—
|
|
—
|
|
8,214
|
|
||||||
Balance - January 28, 2017
|
44,259
|
|
1,175
|
|
73,236
|
|
(2,291,379
|
)
|
617,516
|
|
2,323,318
|
|
—
|
|
650,630
|
|
||||||
Comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
85,004
|
|
—
|
|
85,004
|
|
||||||
Dividends declared ($0.75 per share)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(33,843
|
)
|
—
|
|
(33,843
|
)
|
||||||
Adjustment for ASU 2016-09
|
—
|
|
—
|
|
—
|
|
—
|
|
241
|
|
(146
|
)
|
—
|
|
95
|
|
||||||
Purchases of common shares
|
(3,437
|
)
|
—
|
|
3,437
|
|
(165,732
|
)
|
—
|
|
—
|
|
—
|
|
(165,732
|
)
|
||||||
Exercise of stock options
|
222
|
|
—
|
|
(222
|
)
|
7,023
|
|
1,391
|
|
—
|
|
—
|
|
8,414
|
|
||||||
Restricted shares vested
|
367
|
|
—
|
|
(367
|
)
|
11,520
|
|
(11,520
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Performance shares vested
|
431
|
|
—
|
|
(431
|
)
|
13,523
|
|
(13,523
|
)
|
—
|
|
—
|
|
—
|
|
||||||
Share activity related to deferred compensation plan
|
—
|
|
—
|
|
—
|
|
(4
|
)
|
—
|
|
—
|
|
—
|
|
(4
|
)
|
||||||
Other
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
||||||
Share-based employee compensation expense
|
—
|
|
—
|
|
—
|
|
—
|
|
21,100
|
|
—
|
|
—
|
|
21,100
|
|
||||||
Balance - October 28, 2017
|
41,842
|
|
$
|
1,175
|
|
75,653
|
|
$
|
(2,425,049
|
)
|
$
|
615,205
|
|
$
|
2,374,333
|
|
$
|
—
|
|
$
|
565,664
|
|
BIG LOTS, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows (Unaudited) (In thousands) |
|
Thirty-Nine Weeks Ended
|
|||||
|
October 28, 2017
|
October 29, 2016
|
||||
Operating activities:
|
|
|
||||
Net income
|
$
|
85,004
|
|
$
|
62,750
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|||
Depreciation and amortization expense
|
79,404
|
|
81,813
|
|
||
Deferred income taxes
|
(463
|
)
|
(9,703
|
)
|
||
(Gain) loss on disposition of property and equipment
|
(48
|
)
|
760
|
|
||
Non-cash share-based compensation expense
|
21,100
|
|
24,815
|
|
||
Excess tax benefit from share-based awards
|
—
|
|
(1,000
|
)
|
||
Unrealized gain on fuel derivative instruments
|
(961
|
)
|
(2,844
|
)
|
||
Pension expense, net of contributions
|
—
|
|
(3,213
|
)
|
||
Change in assets and liabilities, excluding effects of foreign currency adjustments:
|
|
|
|
|
||
Inventories
|
(179,466
|
)
|
(186,355
|
)
|
||
Accounts payable
|
92,603
|
|
121,348
|
|
||
Current income taxes
|
(54,016
|
)
|
(47,032
|
)
|
||
Other current assets
|
(11,994
|
)
|
1,836
|
|
||
Other current liabilities
|
(12,355
|
)
|
(6,105
|
)
|
||
Other assets
|
(5,884
|
)
|
(4,870
|
)
|
||
Other liabilities
|
16,148
|
|
11,336
|
|
||
Net cash provided by operating activities
|
29,072
|
|
43,536
|
|
||
Investing activities:
|
|
|
|
|
||
Capital expenditures
|
(95,081
|
)
|
(72,105
|
)
|
||
Cash proceeds from sale of property and equipment
|
1,798
|
|
266
|
|
||
Other
|
(10
|
)
|
(3
|
)
|
||
Net cash used in investing activities
|
(93,293
|
)
|
(71,842
|
)
|
||
Financing activities:
|
|
|
|
|
||
Net proceeds from borrowings under bank credit facility
|
265,500
|
|
300,600
|
|
||
Payment of capital lease obligations
|
(2,916
|
)
|
(3,114
|
)
|
||
Dividends paid
|
(34,193
|
)
|
(29,169
|
)
|
||
Proceeds from the exercise of stock options
|
8,414
|
|
18,663
|
|
||
Excess tax benefit from share-based awards
|
—
|
|
1,000
|
|
||
Payment for treasury shares acquired
|
(165,732
|
)
|
(254,289
|
)
|
||
Other
|
(4
|
)
|
214
|
|
||
Net cash provided by financing activities
|
71,069
|
|
33,905
|
|
||
Increase in cash and cash equivalents
|
6,848
|
|
5,599
|
|
||
Cash and cash equivalents:
|
|
|
|
|
||
Beginning of period
|
51,164
|
|
54,144
|
|
||
End of period
|
$
|
58,012
|
|
$
|
59,743
|
|
|
Thirty-Nine Weeks Ended
|
||||||
(In thousands)
|
October 28, 2017
|
|
October 29, 2016
|
||||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||
Cash paid for interest, including capital leases
|
$
|
3,835
|
|
|
$
|
3,127
|
|
Cash paid for income taxes, excluding impact of refunds
|
$
|
99,037
|
|
|
$
|
102,418
|
|
Gross proceeds from borrowings under bank credit facility
|
$
|
1,246,300
|
|
|
$
|
1,285,500
|
|
Gross repayments of borrowings under bank credit facility
|
$
|
980,800
|
|
|
$
|
984,900
|
|
Non-cash activity:
|
|
|
|
|
|
||
Assets acquired under capital leases
|
$
|
90
|
|
|
$
|
171
|
|
Accrued property and equipment
|
$
|
15,224
|
|
|
$
|
10,074
|
|
|
Dividends
Per Share |
|
Amount Declared
|
|
Amount Paid
|
||||||
2017:
|
|
|
(In thousands)
|
|
(In thousands)
|
||||||
First quarter
|
$
|
0.25
|
|
|
$
|
11,547
|
|
|
$
|
12,683
|
|
Second quarter
|
0.25
|
|
|
11,289
|
|
|
10,872
|
|
|||
Third quarter
|
0.25
|
|
|
11,007
|
|
|
10,638
|
|
|||
Total
|
$
|
0.75
|
|
|
$
|
33,843
|
|
|
$
|
34,193
|
|
|
Number of Shares
|
Weighted Average Grant-Date Fair Value Per Share
|
|||
Outstanding non-vested restricted stock at January 28, 2017
|
771,521
|
|
$
|
42.12
|
|
Granted
|
180,196
|
|
51.49
|
|
|
Vested
|
(311,180
|
)
|
43.27
|
|
|
Forfeited
|
(9,893
|
)
|
42.71
|
|
|
Outstanding non-vested restricted stock at April 29, 2017
|
630,644
|
|
$
|
44.22
|
|
Granted
|
24,710
|
|
48.75
|
|
|
Vested
|
(33,104
|
)
|
46.11
|
|
|
Forfeited
|
(1,021
|
)
|
48.99
|
|
|
Outstanding non-vested restricted stock at July 29, 2017
|
621,229
|
|
$
|
44.29
|
|
Granted
|
830
|
|
51.00
|
|
|
Vested
|
(22,806
|
)
|
32.23
|
|
|
Forfeited
|
(3,901
|
)
|
44.71
|
|
|
Outstanding non-vested restricted stock at October 28, 2017
|
595,352
|
|
$
|
44.76
|
|
Issue Year
|
PSUs at October 28, 2017
|
Actual Grant Date
|
Expected Valuation (Grant) Date
|
Actual or Expected Expense Period
|
|
2015
|
250,219
|
|
March 2017
|
|
Fiscal 2017
|
2016
|
339,847
|
|
|
March 2018
|
Fiscal 2018
|
2017
|
270,721
|
|
|
March 2019
|
Fiscal 2019
|
Total
|
860,787
|
|
|
|
|
|
Number of Shares
|
Weighted Average Grant-Date Fair Value Per Share
|
|||
Outstanding PSUs at January 28, 2017
|
360,357
|
|
$
|
41.04
|
|
Granted
|
259,042
|
|
51.49
|
|
|
Vested
|
(360,357
|
)
|
41.04
|
|
|
Forfeited
|
(7,730
|
)
|
51.49
|
|
|
Outstanding PSUs at April 29, 2017
|
251,312
|
|
$
|
51.49
|
|
Granted
|
—
|
|
—
|
|
|
Vested
|
—
|
|
—
|
|
|
Forfeited
|
(841
|
)
|
51.49
|
|
|
Outstanding PSUs at July 29, 2017
|
250,471
|
|
$
|
51.49
|
|
Granted
|
—
|
|
—
|
|
|
Vested
|
—
|
|
—
|
|
|
Forfeited
|
(252
|
)
|
51.49
|
|
|
Outstanding PSUs at October 28, 2017
|
250,219
|
|
$
|
51.49
|
|
|
Number of Options
|
Weighted Average Exercise Price Per Share
|
Weighted Average Remaining Contractual Term (years)
|
Aggregate Intrinsic Value (000's)
|
|||||
Outstanding stock options at January 28, 2017
|
589,675
|
|
$
|
38.75
|
|
|
|
||
Exercised
|
(104,987
|
)
|
36.88
|
|
|
|
|||
Forfeited
|
(5,000
|
)
|
36.93
|
|
|
|
|||
Outstanding stock options at April 29, 2017
|
479,688
|
|
$
|
39.18
|
|
2.2
|
$
|
5,424
|
|
Exercised
|
(41,687
|
)
|
37.00
|
|
|
|
|||
Forfeited
|
—
|
|
—
|
|
|
|
|||
Outstanding stock options at July 29, 2017
|
438,001
|
|
$
|
39.39
|
|
1.9
|
$
|
4,835
|
|
Exercised
|
(75,125
|
)
|
39.92
|
|
|
|
|||
Forfeited
|
—
|
|
—
|
|
|
|
|||
Outstanding stock options at October 28, 2017
|
362,876
|
|
$
|
39.28
|
|
1.8
|
$
|
4,550
|
|
Vested or expected to vest at October 28, 2017
|
362,876
|
|
$
|
39.28
|
|
1.8
|
$
|
4,550
|
|
Exercisable at October 28, 2017
|
352,562
|
|
$
|
39.35
|
|
1.8
|
$
|
4,398
|
|
|
Third Quarter
|
|
Year-to-Date
|
||||||||||
(In thousands)
|
2017
|
2016
|
|
2017
|
2016
|
||||||||
Total intrinsic value of stock options exercised
|
$
|
875
|
|
$
|
549
|
|
|
$
|
2,952
|
|
$
|
6,129
|
|
Total fair value of restricted stock vested
|
1,114
|
|
397
|
|
|
18,943
|
|
11,469
|
|
||||
Total fair value of performance shares vested
|
—
|
|
—
|
|
|
21,026
|
|
621
|
|
|
2016
|
|
Discount rate
|
1.1
|
%
|
Expected long-term rate of return
|
2.8
|
%
|
|
Third Quarter
|
|
Year-to-Date
|
||||
(In thousands)
|
2016
|
|
2016
|
||||
Interest cost on projected benefit obligation
|
$
|
208
|
|
|
$
|
652
|
|
Expected investment return on plan assets
|
(388
|
)
|
|
(1,169
|
)
|
||
Amortization of actuarial loss
|
540
|
|
|
1,722
|
|
||
Settlement loss
|
316
|
|
|
1,571
|
|
||
Net periodic pension cost
|
$
|
676
|
|
|
$
|
2,776
|
|
|
|
Third Quarter
|
|
Year-to-Date
|
||||||||||||
(In thousands)
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Furniture
|
|
$
|
278,017
|
|
|
$
|
272,639
|
|
|
$
|
900,395
|
|
|
$
|
878,972
|
|
Consumables
|
|
198,236
|
|
|
197,545
|
|
|
586,735
|
|
|
593,859
|
|
||||
Food
|
|
193,984
|
|
|
199,063
|
|
|
573,387
|
|
|
590,742
|
|
||||
Soft Home
|
|
188,342
|
|
|
180,389
|
|
|
552,856
|
|
|
534,919
|
|
||||
Hard Home
|
|
97,676
|
|
|
98,140
|
|
|
285,835
|
|
|
299,348
|
|
||||
Seasonal
|
|
83,672
|
|
|
77,183
|
|
|
500,233
|
|
|
478,311
|
|
||||
Electronics, Toys, & Accessories
|
|
70,897
|
|
|
80,539
|
|
|
229,471
|
|
|
245,077
|
|
||||
Net sales
|
|
$
|
1,110,824
|
|
|
$
|
1,105,498
|
|
|
$
|
3,628,912
|
|
|
$
|
3,621,228
|
|
|
Third Quarter
|
|
Year-to-Date
|
||||
(In thousands)
|
2016
|
|
2016
|
||||
Beginning of period
|
$
|
(14,432
|
)
|
|
$
|
(15,977
|
)
|
Other comprehensive income before reclassifications
|
(27
|
)
|
|
46
|
|
||
Amounts reclassified from accumulated other comprehensive loss
|
510
|
|
|
1,982
|
|
||
Net period change
|
483
|
|
|
2,028
|
|
||
End of period
|
(13,949
|
)
|
|
(13,949
|
)
|
(In thousands)
|
October 28, 2017
|
|
January 28, 2017
|
Diesel fuel collars (in gallons)
|
4,400
|
|
4,425
|
|
|
Amount of Gain (Loss)
|
||||||||||||||
(In thousands)
|
|
Third Quarter
|
|
Year-to-Date
|
||||||||||||
Derivative Instrument
|
Statements of Operations Location
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Diesel fuel collars
|
|
|
|
|
|
|
|
|
||||||||
Realized
|
Other income (expense)
|
$
|
(180
|
)
|
|
$
|
(483
|
)
|
|
$
|
(678
|
)
|
|
$
|
(1,845
|
)
|
Unrealized
|
Other income (expense)
|
611
|
|
|
1,180
|
|
|
961
|
|
|
2,844
|
|
||||
Total derivative instruments
|
|
$
|
431
|
|
|
$
|
697
|
|
|
$
|
283
|
|
|
$
|
999
|
|
•
|
Net sales increased $5.3 million, or 0.5%.
|
•
|
Comparable store sales for stores open at least fifteen months, including e-commerce, increased $11.0 million, or 1.0%.
|
•
|
Gross margin dollars increased $1.6 million, while gross margin rate decreased 10 basis points to 39.9% from 40.0% of sales.
|
•
|
Selling and administrative expenses decreased $1.4 million. As a percentage of net sales, selling and administrative expenses decreased 30 basis points to 36.8% of net sales.
|
•
|
Operating profit rate increased 30 basis points to 0.5%.
|
•
|
Diluted earnings per share increased to $0.10 per share from $0.03 per share.
|
•
|
Inventory increased by 0.2%, or $1.8 million, to $1,038.2 million from the third quarter of
2016
.
|
•
|
We acquired 0.5 million of our outstanding common shares for $21.7 million under our 2017 Repurchase Program.
|
•
|
We declared and paid a quarterly cash dividend in the amount of $0.25 per common share in the
third
quarter of
2017
compared to a quarterly cash dividend of $0.21 per common share paid in the
third
quarter of
2016
.
|
|
|
2017
|
2016
|
||
Stores open at the beginning of the fiscal year
|
1,432
|
|
1,449
|
|
|
Stores opened during the period
|
19
|
|
6
|
|
|
Stores closed during the period
|
(25
|
)
|
(13
|
)
|
|
|
Stores open at the end of the period
|
1,426
|
|
1,442
|
|
|
Third Quarter
|
|
Year-to-Date
|
||||||
|
2017
|
2016
|
|
2017
|
2016
|
||||
Net sales
|
100.0
|
%
|
100.0
|
%
|
|
100.0
|
%
|
100.0
|
%
|
Cost of sales (exclusive of depreciation expense shown separately below)
|
60.1
|
|
60.0
|
|
|
59.8
|
|
60.1
|
|
Gross margin
|
39.9
|
|
40.0
|
|
|
40.2
|
|
39.9
|
|
Selling and administrative expenses
|
36.8
|
|
37.1
|
|
|
34.2
|
|
34.6
|
|
Depreciation expense
|
2.7
|
|
2.7
|
|
|
2.4
|
|
2.5
|
|
Operating profit
|
0.5
|
|
0.2
|
|
|
3.7
|
|
2.9
|
|
Interest expense
|
(0.2
|
)
|
(0.2
|
)
|
|
(0.1
|
)
|
(0.1
|
)
|
Other income (expense)
|
0.0
|
|
0.1
|
|
|
0.0
|
|
0.0
|
|
Income before income taxes
|
0.4
|
|
0.1
|
|
|
3.6
|
|
2.8
|
|
Income tax (benefit) expense
|
(0.0
|
)
|
(0.0
|
)
|
|
1.2
|
|
1.0
|
|
Net income
|
0.4
|
%
|
0.1
|
%
|
|
2.3
|
%
|
1.7
|
%
|
Third Quarter
|
|
|
||||||||||||||||||
($ in thousands)
|
2017
|
|
2016
|
|
Change
|
|
Comps
|
|||||||||||||
Furniture
|
$
|
278,017
|
|
25.0
|
%
|
|
$
|
272,639
|
|
24.6
|
%
|
|
$
|
5,378
|
|
2.0
|
%
|
|
1.8
|
%
|
Consumables
|
198,236
|
|
17.8
|
|
|
197,545
|
|
17.9
|
|
|
691
|
|
0.3
|
|
|
1.4
|
|
|||
Food
|
193,984
|
|
17.5
|
|
|
199,063
|
|
18.0
|
|
|
(5,079
|
)
|
(2.6
|
)
|
|
(1.9
|
)
|
|||
Soft Home
|
188,342
|
|
17.0
|
|
|
180,389
|
|
16.3
|
|
|
7,953
|
|
4.4
|
|
|
5.1
|
|
|||
Hard Home
|
97,676
|
|
8.8
|
|
|
98,140
|
|
8.9
|
|
|
(464
|
)
|
(0.5
|
)
|
|
0.5
|
|
|||
Seasonal
|
83,672
|
|
7.5
|
|
|
77,183
|
|
7.0
|
|
|
6,489
|
|
8.4
|
|
|
9.6
|
|
|||
Electronics, Toys, & Accessories
|
70,897
|
|
6.4
|
|
|
80,539
|
|
7.3
|
|
|
(9,642
|
)
|
(12.0
|
)
|
|
(12.3
|
)
|
|||
Net sales
|
$
|
1,110,824
|
|
100.0
|
%
|
|
$
|
1,105,498
|
|
100.0
|
%
|
|
$
|
5,326
|
|
0.5
|
%
|
|
1.0
|
%
|
•
|
The positive comps and net sales in our
Seasonal
category were primarily the result of strength in our summer and lawn & garden departments which benefited from a better inventory position when transitioning into the third quarter of 2017. Seasonal comps also benefited from strength in our Harvest department.
|
•
|
Soft Home
experienced increases in net sales and comps which were primarily driven by continued improvement in the product assortment, quality, and perceived value by our customers.
|
•
|
The
Furniture
category experienced increased net sales and comps during the third quarter of 2017, primarily driven by strength in our mattress and upholstery departments and the positive impact of our Easy Leasing lease-to-own program and our third-party, private label credit card offering.
|
•
|
Consumables
experienced an increase in net sales and comps driven by new and expanded product offerings in our bath / body wash and over-the-counter / nutritional health products, which was partially offset by lower net sales in various departments due to the timing of closeout inventory purchases that increased sales in the third quarter of 2016.
|
•
|
The slightly positive comps in
Hard Home
were a result of strength in our table top, food prep, and home maintenance departments, which was partially offset by negative comps in auto and appliances.
|
•
|
The
Food
category experienced decreased net sales and negative comps due to product mix imbalances and a highly competitive marketplace. During the first quarter of 2017, we invested in our inventory levels to correct certain product mix imbalances, including improvements to our “never out” product assortment. Jennifer began responding positively to our improved product assortment in the second quarter of 2017 and has continued to throughout the third quarter of 2017.
|
•
|
The decreased net sales and negative comps in
Electronics, Toys, & Accessories
resulted from an intentionally narrowed merchandise assortment and linear footage allocation.
|
Year-to-Date
|
|
|
||||||||||||||||||
($ in thousands)
|
2017
|
|
2016
|
|
Change
|
|
Comps
|
|||||||||||||
Furniture
|
$
|
900,395
|
|
24.8
|
%
|
|
$
|
878,972
|
|
24.2
|
%
|
|
$
|
21,423
|
|
2.4
|
%
|
|
2.2
|
%
|
Consumables
|
586,735
|
|
16.2
|
|
|
593,859
|
|
16.4
|
|
|
(7,124
|
)
|
(1.2
|
)
|
|
(0.3
|
)
|
|||
Food
|
573,387
|
|
15.8
|
|
|
590,742
|
|
16.3
|
|
|
(17,355
|
)
|
(2.9
|
)
|
|
(2.3
|
)
|
|||
Soft Home
|
552,856
|
|
15.2
|
|
|
534,919
|
|
14.8
|
|
|
17,937
|
|
3.4
|
|
|
4.0
|
|
|||
Seasonal
|
500,233
|
|
13.8
|
|
|
478,311
|
|
13.2
|
|
|
21,922
|
|
4.6
|
|
|
5.2
|
|
|||
Hard Home
|
285,835
|
|
7.9
|
|
|
299,348
|
|
8.3
|
|
|
(13,513
|
)
|
(4.5
|
)
|
|
(3.7
|
)
|
|||
Electronics, Toys, & Accessories
|
229,471
|
|
6.3
|
|
|
245,077
|
|
6.8
|
|
|
(15,606
|
)
|
(6.4
|
)
|
|
(7.6
|
)
|
|||
Net sales
|
$
|
3,628,912
|
|
100.0
|
%
|
|
$
|
3,621,228
|
|
100.0
|
%
|
|
$
|
7,684
|
|
0.2
|
%
|
|
0.6
|
%
|
•
|
The positive comps and increased net sales in our
Seasonal
category were primarily the result of strength in our summer and lawn & garden departments, which was the result of improved product assortment and strategically higher inventory levels in 2017 compared to 2016.
|
•
|
Soft Home
experienced increases in net sales and comps which were primarily driven by continued improvement in the product assortment, quality, and perceived value by our customers.
|
•
|
The
Furniture
category experienced increased net sales and comps during the year-to-date 2017, primarily driven by strength in our upholstery and mattress departments and the positive impact of our Easy Leasing lease-to-own program and our third-party, private label credit card offering.
|
•
|
Consumables
experienced a decrease in net sales and comps in numerous departments due to the timing of closeout inventory purchases, which was partially offset by positive comps in our health, beauty, and cosmetics department due to the introduction of an everyday, branded product program and space expansions in our bath / body wash and over-the-counter / nutritional health departments.
|
•
|
The
Food
category experienced negative net sales and comps due to product mix imbalances and a highly competitive marketplace. We invested in growing our Food inventory position from the beginning of the year to address these imbalances and improving our assortment of "never out" products.
|
•
|
The negative comps and decreased net sales in
Hard Home
and
Electronics, Toys, & Accessories
resulted from an intentionally narrowed merchandise assortment.
|
(In thousands)
|
2017
|
|
2016
|
|
Change
|
||||||
Net cash provided by operating activities
|
$
|
29,072
|
|
|
$
|
43,536
|
|
|
$
|
(14,464
|
)
|
Net cash used in investing activities
|
(93,293
|
)
|
|
(71,842
|
)
|
|
(21,451
|
)
|
|||
Net cash provided by financing activities
|
$
|
71,069
|
|
|
$
|
33,905
|
|
|
$
|
37,164
|
|
Calendar Year of Maturity
|
|
Diesel Fuel Derivatives
|
|
Fair Value
|
||||||
|
Puts
|
|
Calls
|
|
Asset (Liability)
|
|||||
|
|
(Gallons, in thousands)
|
|
(In thousands)
|
||||||
2017
|
|
800
|
|
|
800
|
|
|
$
|
(92
|
)
|
2018
|
|
2,400
|
|
|
2,400
|
|
|
11
|
|
|
2019
|
|
1,200
|
|
|
1,200
|
|
|
34
|
|
|
Total
|
|
4,400
|
|
|
4,400
|
|
|
$
|
(47
|
)
|
(In thousands, except price per share data)
|
|
|
|
|
||||||
Period
|
(a) Total Number of Shares Purchased
(1)(2)
|
(b) Average Price Paid per Share
|
(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
(d) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
|
||||||
July 30, 2017 - August 26, 2017
|
131
|
|
$
|
49.42
|
|
130
|
|
$
|
15,294
|
|
August 27, 2017 - September 23, 2017
|
330
|
|
47.86
|
|
320
|
|
—
|
|
||
September 24, 2017 - October 28, 2017
|
—
|
|
51.49
|
|
—
|
|
—
|
|
||
Total
|
461
|
|
$
|
48.32
|
|
450
|
|
$
|
—
|
|
(1)
|
The 2017 Repurchase Program is comprised of a February 28, 2017 authorization by our Board of Directors for the repurchase of up to $150.0 million of our common shares. The 2017 Repurchase program was exhausted during the third quarter of 2017. During the third quarter of 2017, we purchased approximately 0.5 million of our common shares for approximately $21.7 million under the 2017 Repurchase Program.
|
(2)
|
In August, September, and October 2017, in connection with the vesting of certain outstanding restricted stock awards and restricted stock units, we acquired 204, 10,062 and 269 of our common shares, respectively, which were withheld to satisfy minimum statutory income tax withholdings.
|
|
Exhibit No.
|
|
Document
|
|
|
|
|
|
|
Form of Big Lots 2017 Long-Term Incentive Plan Deferral Election Form and Deferred Stock Units Award for Non-Employee Directors.
|
|
|
|
|
|
|
|
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
|
|
101**
|
|
XBRL Instance Document.
|
|
BIG LOTS, INC.
|
|
|
|
By:
/s/ Timothy A. Johnson
|
|
|
|
Timothy A. Johnson
|
|
Executive Vice President, Chief Administrative Officer
|
|
and Chief Financial Officer
|
|
(Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer and Duly Authorized Officer)
|
I.
|
Deferral Election Form.
|
A.
|
Participant Information.
|
|
|
Name
(please print)
|
|
|
|
Current Address
|
|
B.
|
Deferral Election.
Please complete this section if you desire to defer all or a portion of any restricted stock you would have been granted by the Company or an Affiliate under the Plan after the Effective Date of this Agreement. This Deferral Election Form must be completed: (i) no later than December 31
st
of the calendar year immediately preceding the Plan Year to which the restricted stock would have been granted; or (ii) in the case of a newly elected Director, within thirty (30) days of the date you first become eligible to participate in the Plan or similar plans of the Company or an Affiliate.
|
C.
|
Time and Form of Distribution.
The election as to the time of distribution will apply only to the DSUs deferred under the Plan for the Plan Year specified in this Deferral Election Form.
|
II.
|
Deferred Stock Unit Agreement
|
A.
|
Definitions
|
B.
|
Description of the DSUs
|
C.
|
Vesting and Settlement of the DSUs
|
D.
|
Your Rights in the DSUs
|
E.
|
Tax Treatment of the DSUs
|
F.
|
No Section 83(b) Election
|
G.
|
General Terms and Conditions
|
Accepted as of
|
|
, 20
|
|
|
BIG LOTS, INC.
|
||
"Participant"
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Big Lots, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
|
By: /s/ Lisa M. Bachmann
|
|
|
Lisa M. Bachmann
|
|
|
Executive Vice President, Chief Merchandising
|
|
|
and Operating Officer
|
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Big Lots, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
By: /s/ Timothy A. Johnson
|
|
Timothy A. Johnson
|
|
Executive Vice President, Chief Administrative Officer
|
|
and Chief Financial Officer
|
|
(Principal Executive Officer and Principal Financial Officer)
|
(i)
|
the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(ii)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
|
By: /s/ Lisa M. Bachmann
|
|
|
Lisa M. Bachmann
|
|
|
Executive Vice President, Chief Merchandising
|
|
|
and Operating Officer
|
|
|
(Principal Executive Officer)
|
(i)
|
the Report fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(ii)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
By: /s/ Timothy A. Johnson
|
|
Timothy A. Johnson
|
|
Executive Vice President, Chief Administrative Officer
|
|
and Chief Financial Officer
|
|
(Principal Executive Officer and Principal Financial Officer)
|