Nebraska
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47-0366193
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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Title of class
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Name of Each Exchange on Which Registered
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Common Stock, $.01 par value
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New York Stock Exchange
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Pages
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Part I
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Part II
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Part III
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Part IV
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Fiscal Years Ended
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Merchandise Group
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January 31,
2015 |
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February 1,
2014 |
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February 2,
2013 |
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Denims
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43.7
|
%
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|
45.3
|
%
|
|
46.4
|
%
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Tops (including sweaters)
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30.8
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|
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30.2
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30.9
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Accessories
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8.6
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8.5
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8.4
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Sportswear/fashions
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6.2
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6.0
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5.7
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Footwear
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5.9
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5.8
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5.3
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Outerwear
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2.3
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2.3
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2.2
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Casual bottoms
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1.2
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0.9
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0.8
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Other
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1.3
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1.0
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0.3
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Total
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100.0
|
%
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100.0
|
%
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100.0
|
%
|
Location of Stores
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State
|
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Number of Stores
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State
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Number of Stores
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State
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Number of Stores
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Alabama
|
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8
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Maryland
|
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3
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Oklahoma
|
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13
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Alaska
|
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1
|
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Massachusetts
|
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1
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Oregon
|
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6
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Arizona
|
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12
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Michigan
|
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19
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Pennsylvania
|
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11
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Arkansas
|
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6
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Minnesota
|
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13
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Rhode Island
|
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1
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California
|
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15
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Mississippi
|
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5
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South Carolina
|
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4
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Colorado
|
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13
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Missouri
|
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15
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South Dakota
|
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3
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Florida
|
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23
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Montana
|
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5
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Tennessee
|
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13
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Georgia
|
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11
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Nebraska
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14
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Texas
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52
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Idaho
|
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7
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Nevada
|
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5
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Utah
|
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11
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Illinois
|
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18
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New Jersey
|
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2
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Virginia
|
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6
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Indiana
|
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15
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New Mexico
|
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5
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Washington
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14
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Iowa
|
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17
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New York
|
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4
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West Virginia
|
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5
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Kansas
|
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17
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North Carolina
|
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13
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Wisconsin
|
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12
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Kentucky
|
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6
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North Dakota
|
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4
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Wyoming
|
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2
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Louisiana
|
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10
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Ohio
|
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22
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Total
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462
|
Total Number of Stores Per Year
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Fiscal
Year
|
|
Open at start
of year
|
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Opened in Current Year
|
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Closed in Current Year
|
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Open at end
of year
|
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2005
|
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327
|
|
15
|
|
4
|
|
338
|
2006
|
|
338
|
|
17
|
|
5
|
|
350
|
2007
|
|
350
|
|
20
|
|
2
|
|
368
|
2008
|
|
368
|
|
21
|
|
2
|
|
387
|
2009
|
|
387
|
|
20
|
|
6
|
|
401
|
2010
|
|
401
|
|
21
|
|
2
|
|
420
|
2011
|
|
420
|
|
13
|
|
2
|
|
431
|
2012
|
|
431
|
|
10
|
|
1
|
|
440
|
2013
|
|
440
|
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13
|
|
3
|
|
450
|
2014
|
|
450
|
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16
|
|
6
|
|
460
|
•
|
Market area, including proximity to existing markets to capitalize on name recognition;
|
•
|
Trade area population (number, average age, and college population);
|
•
|
Economic vitality of market area;
|
•
|
Mall location, anchor tenants, tenant mix, and average sales per square foot;
|
•
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Available location within a mall, square footage, storefront width, and facility of using the current store design;
|
•
|
Availability of experienced management personnel for the market;
|
•
|
Cost of rent, including minimum rent, common area, and extra charges;
|
•
|
Estimated construction costs, including landlord charge backs and tenant allowances.
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•
|
Effectively marketing both branded and private label merchandise to consumers in several diverse market segments and maintaining favorable brand recognition;
|
•
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Providing unique, high-quality merchandise in styles, colors, and sizes that appeal to consumers;
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•
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Monitoring increased labor costs, including increases in health care benefits and worker’s compensation and unemployment insurance costs.
|
•
|
Earthquake, fire, flood, tornado, and other natural disasters;
|
•
|
Power loss, computer systems failure, internet and telecommunications or data network failure;
|
•
|
Hackers, computer viruses, software bugs, or glitches.
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Year
|
|
Number of expiring leases
|
|
|
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2016
|
|
69
|
2017
|
|
56
|
2018
|
|
55
|
2019
|
|
54
|
2020
|
|
56
|
2021
|
|
45
|
2022
|
|
32
|
2023 and later
|
|
93
|
Total
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|
460
|
|
Total Number
of Shares
Purchased
|
|
Average Price Paid Per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
|
|
Approximate
Number of Shares Yet To Be Purchased Under
Publicly Announced Plans
|
|
|
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|
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|
Nov. 2, 2014 to Nov. 29, 2014
|
—
|
|
—
|
|
—
|
|
543,900
|
|
Nov. 30, 2014 to Jan. 3, 2015
|
—
|
|
—
|
|
—
|
|
543,900
|
|
Jan. 4, 2015 to Jan. 31, 2015
|
—
|
|
—
|
|
—
|
|
543,900
|
|
Total
|
—
|
|
—
|
|
—
|
|
|
Total Return Analysis
|
1/30/2010
|
|
1/29/2011
|
|
1/28/2012
|
|
2/2/2013
|
|
2/1/2014
|
|
1/31/2015
|
||||||||||||
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The Buckle , Inc.
|
$
|
100.00
|
|
|
$
|
128.52
|
|
|
$
|
168.19
|
|
|
$
|
204.87
|
|
|
$
|
201.31
|
|
|
$
|
248.14
|
|
New Peer Group
|
100.00
|
|
|
121.81
|
|
|
132.18
|
|
|
177.13
|
|
|
179.68
|
|
|
218.35
|
|
||||||
Old Peer Group
|
100.00
|
|
|
122.58
|
|
|
136.42
|
|
|
188.84
|
|
|
191.49
|
|
|
239.19
|
|
||||||
Russell 2000 Index
|
100.00
|
|
|
130.38
|
|
|
136.14
|
|
|
157.61
|
|
|
198.20
|
|
|
206.94
|
|
|
Fiscal Years Ended
|
||||||||||||||||||||||
|
January 31, 2015
|
|
February 1, 2014
|
|
February 2, 2013
|
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Quarter
|
High
|
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Low
|
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High
|
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Low
|
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High
|
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Low
|
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First
|
$
|
48.44
|
|
|
$
|
41.45
|
|
|
$
|
49.28
|
|
|
$
|
43.09
|
|
|
$
|
50.00
|
|
|
$
|
42.75
|
|
Second
|
49.15
|
|
|
41.96
|
|
|
57.39
|
|
|
48.56
|
|
|
47.49
|
|
|
36.33
|
|
||||||
Third
|
50.04
|
|
|
44.54
|
|
|
57.68
|
|
|
46.26
|
|
|
47.80
|
|
|
36.80
|
|
||||||
Fourth
|
56.13
|
|
|
47.61
|
|
|
53.57
|
|
|
43.45
|
|
|
51.74
|
|
|
41.50
|
|
|
|
SELECTED FINANCIAL DATA
|
||||||||||||||||||
|
(Amounts in Thousands Except Share, Per Share Amounts, and Selected Operating Data)
|
|||||||||||||||||||
|
|
Fiscal Years Ended
|
||||||||||||||||||
|
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 (d) |
|
January 28,
2012 |
|
January 29,
2011 |
||||||||||
Income Statement Data
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Net sales
|
$
|
1,153,142
|
|
|
$
|
1,128,001
|
|
|
$
|
1,124,007
|
|
|
$
|
1,062,946
|
|
|
$
|
949,838
|
|
|
Cost of sales (including buying, distribution, and occupancy costs)
|
645,810
|
|
|
628,856
|
|
|
624,692
|
|
|
594,291
|
|
|
530,709
|
|
|||||
|
Gross profit
|
507,332
|
|
|
499,145
|
|
|
499,315
|
|
|
468,655
|
|
|
419,129
|
|
|||||
|
Selling expenses
|
212,688
|
|
|
206,893
|
|
|
201,963
|
|
|
195,294
|
|
|
177,610
|
|
|||||
|
General and administrative expenses
|
37,671
|
|
|
35,258
|
|
|
39,177
|
|
|
37,041
|
|
|
30,752
|
|
|||||
|
Income from operations
|
256,973
|
|
|
256,994
|
|
|
258,175
|
|
|
236,320
|
|
|
210,767
|
|
|||||
|
Other income, net
|
2,723
|
|
|
3,462
|
|
|
3,524
|
|
|
4,161
|
|
|
3,911
|
|
|||||
|
Income before income taxes
|
259,696
|
|
|
260,456
|
|
|
261,699
|
|
|
240,481
|
|
|
214,678
|
|
|||||
|
Provision for income taxes
|
97,132
|
|
|
97,872
|
|
|
97,394
|
|
|
89,025
|
|
|
79,996
|
|
|||||
|
Net income
|
$
|
162,564
|
|
|
$
|
162,584
|
|
|
$
|
164,305
|
|
|
$
|
151,456
|
|
|
$
|
134,682
|
|
|
Basic earnings per share
|
$
|
3.39
|
|
|
$
|
3.41
|
|
|
$
|
3.47
|
|
|
$
|
3.23
|
|
|
$
|
2.92
|
|
|
Diluted earnings per share
|
$
|
3.38
|
|
|
$
|
3.39
|
|
|
$
|
3.44
|
|
|
$
|
3.20
|
|
|
$
|
2.86
|
|
|
Dividends declared per share (a)
|
$
|
3.66
|
|
|
$
|
2.02
|
|
|
$
|
5.30
|
|
|
$
|
3.05
|
|
|
$
|
3.30
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Selected Operating Data
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Stores open at end of period
|
460
|
|
|
450
|
|
|
440
|
|
|
431
|
|
|
420
|
|
|||||
|
Average sales per square foot
|
$
|
459
|
|
|
$
|
461
|
|
|
$
|
475
|
|
|
$
|
462
|
|
|
$
|
428
|
|
|
Average sales per store (000's)
|
$
|
2,321
|
|
|
$
|
2,318
|
|
|
$
|
2,380
|
|
|
$
|
2,314
|
|
|
$
|
2,133
|
|
|
Comparable store sales change (b)
|
—
|
%
|
|
—
|
%
|
|
2.1
|
%
|
|
8.4
|
%
|
|
1.2
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Data (c)
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Working capital
|
$
|
202,318
|
|
|
$
|
218,756
|
|
|
$
|
147,917
|
|
|
$
|
210,296
|
|
|
$
|
160,663
|
|
|
Long-term investments
|
$
|
43,698
|
|
|
$
|
43,436
|
|
|
$
|
35,735
|
|
|
$
|
39,985
|
|
|
$
|
66,162
|
|
|
Total assets
|
$
|
542,993
|
|
|
$
|
546,293
|
|
|
$
|
477,974
|
|
|
$
|
531,539
|
|
|
$
|
494,844
|
|
|
Long-term debt
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Stockholders' equity
|
$
|
355,278
|
|
|
$
|
361,930
|
|
|
$
|
289,649
|
|
|
$
|
363,147
|
|
|
$
|
345,665
|
|
(a)
|
During fiscal 2010, cash dividends were $0.20 per share in each of the four quarters. In addition, the Company paid a special cash dividend of $2.50 per share in the fourth quarter of fiscal 2010. During fiscal 2011, cash dividends were $0.20 per share in each of the four quarters. The Company also paid a special cash dividend of $2.25 per share in the third quarter of fiscal 2011. During fiscal 2012, cash dividends were $0.20 per share in each of the four quarters. The Company also paid a special cash dividend of $4.50 per share in the fourth quarter of fiscal 2012. During fiscal 2013, cash dividends were $0.20 per share in each of the first three quarters and $0.22 per share in the fourth quarter. The Company also paid a special cash dividend of $1.20 per share in the fourth quarter of fiscal 2013. During fiscal 2014, the Company paid cash dividends of $0.22 per share in each of the first three quarters and $0.23 per share in the fourth quarter. The Company also paid a special cash dividend of $2.77 per share in the fourth quarter of fiscal 2014.
|
(b)
|
Stores are deemed to be comparable stores if they were open in the prior year on the first day of the fiscal period presented. Stores which have been remodeled, expanded, and/or relocated, but would otherwise be included as comparable stores, are not excluded from the comparable store sales calculation. Online sales have historically been excluded from comparable store sales. For for fiscal year beginning February 1, 2015, however, the Company will begin including online sales in its reported comparable store sales.
|
(c)
|
At the end of the period.
|
(d)
|
Consists of 53 weeks.
|
|
Percentage of Net Sales
|
|
Percentage Increase
|
|||||||||||
|
For Fiscal Years Ended
|
|
(Decrease)
|
|||||||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
|
Fiscal Year 2013 to 2014
|
|
Fiscal Year 2012 to 2013
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
2.2
|
%
|
|
0.4
|
%
|
Cost of sales (including buying, distribution, and occupancy costs)
|
56.0
|
%
|
|
55.8
|
%
|
|
55.6
|
%
|
|
2.7
|
%
|
|
0.7
|
%
|
Gross profit
|
44.0
|
%
|
|
44.2
|
%
|
|
44.4
|
%
|
|
1.6
|
%
|
|
—
|
%
|
Selling expenses
|
18.4
|
%
|
|
18.3
|
%
|
|
18.0
|
%
|
|
2.8
|
%
|
|
2.4
|
%
|
General and administrative expenses
|
3.3
|
%
|
|
3.1
|
%
|
|
3.5
|
%
|
|
6.8
|
%
|
|
(10.0
|
)%
|
Income from operations
|
22.3
|
%
|
|
22.8
|
%
|
|
22.9
|
%
|
|
—
|
%
|
|
(0.5
|
)%
|
Other income, net
|
0.2
|
%
|
|
0.3
|
%
|
|
0.3
|
%
|
|
(21.4
|
)%
|
|
(1.7
|
)%
|
Income before income taxes
|
22.5
|
%
|
|
23.1
|
%
|
|
23.2
|
%
|
|
(0.3
|
)%
|
|
(0.5
|
)%
|
Provision for income taxes
|
8.4
|
%
|
|
8.7
|
%
|
|
8.6
|
%
|
|
(0.8
|
)%
|
|
0.5
|
%
|
Net income
|
14.1
|
%
|
|
14.4
|
%
|
|
14.6
|
%
|
|
—
|
%
|
|
(1.0
|
)%
|
1.
|
Revenue Recognition.
Retail store sales are recorded upon the purchase of merchandise by customers. Online sales are recorded when merchandise is delivered to the customer, with the time of delivery being based on estimated shipping time from the Company’s distribution center to the customer. Shipping fees charged to customers are included in revenue and shipping costs are included in selling expenses. The Company recognizes revenue from sales made under its layaway program upon delivery of the merchandise to the customer. Revenue is not recorded when gift cards and gift certificates are sold, but rather when a card or certificate is redeemed for merchandise. A current liability for unredeemed gift cards and certificates is recorded at the time the card or certificate is purchased. The liability recorded for unredeemed gift certificates and gift cards was
$24.0 million
and
$23.1 million
as of
January 31, 2015
and
February 1, 2014
, respectively. The amounts of the gift certificate and gift card liabilities are determined using the outstanding balances from the prior three and four years of issuance, respectively. The Company records breakage as other income when the probability of redemption is remote, based on historical issuance and redemption patterns. Breakage recorded for the fiscal years ended
January 31, 2015
,
February 1, 2014
, and
February 2, 2013
was
$0.9 million
,
$1.1 million
, and
$0.8 million
, respectively.
|
2.
|
Inventory
. Inventory is valued at the lower of cost or market. Cost is determined using an average cost method that approximates the first-in, first-out (FIFO) method. Management makes adjustments to inventory and cost of goods sold, based upon estimates, to account for merchandise obsolescence and markdowns that could affect market value, based on assumptions using calculations applied to current inventory levels within each different markdown level. Management also reviews the levels of inventory in each markdown group and the overall aging of the inventory versus the estimated future demand for such product and the current market conditions. Such judgments could vary significantly from actual results, either favorably or unfavorably, due to fluctuations in future economic conditions, industry trends, consumer demand, and the competitive retail environment. Such changes in market conditions could negatively impact the sale of markdown inventory, causing further markdowns or inventory obsolescence, resulting in increased cost of goods sold from write-offs and reducing the Company’s net earnings. The adjustment to inventory for markdowns and/or obsolescence was
$8.0 million
as of
January 31, 2015
and
$7.4 million
as of
February 1, 2014
, respectively. The Company is not aware of any events, conditions, or changes in demand or price that would indicate that its inventory valuation may not be materially accurate at this time.
|
3.
|
Income Taxes
. The Company records a deferred tax asset and liability for expected future tax consequences resulting from temporary differences between financial reporting and tax bases of assets and liabilities. The Company considers future taxable income and ongoing tax planning in assessing the value of its deferred tax assets. If the Company determines that it is more than likely that these assets will not be realized, the Company would reduce the value of these assets to their expected realizable value, thereby decreasing net income. Estimating the value of these assets is based upon the Company’s judgment. If the Company subsequently determined that the deferred tax assets, which had been written down, would be realized in the future, such value would be increased. Adjustment would be made to increase net income in the period such determination was made. As of
January 31, 2015
and
February 1, 2014
, respectively, the Company’s non-current deferred tax liability includes a $0.5 million and $0.9 million valuation allowance recorded to reduce the value of the Company’s capital loss carryforward to its expected realizable amount prior to expiration.
|
4.
|
Operating Leases
. The Company leases retail stores under operating leases. Most lease agreements contain tenant improvement allowances, rent holidays, rent escalation clauses, and/or contingent rent provisions. For purposes of recognizing lease incentives and minimum rental expense on a straight-line basis over the terms of the leases, the Company uses the date of initial possession to begin amortization, which is generally when the Company enters the space and begins to make improvements in preparation of intended use. For tenant improvement allowances and rent holidays, the Company records a deferred rent liability on the consolidated balance sheets and amortizes the deferred rent over the terms of the leases as reductions to rent expense on the consolidated statements of income.
|
5.
|
Investments
. As more fully described in Liquidity and Capital Resources on pages 23 to 24 and in Note B to the consolidated financial statements on pages 38 to 39, in prior years the Company invested a portion of its investments in auction-rate securities (“ARS”). These investments are classified as available-for-sale securities and are reported at fair market values of
$7.4 million
and
$9.6 million
as of
January 31, 2015
and
February 1, 2014
, respectively
|
•
|
Pricing was provided by the custodian or third party broker for ARS;
|
•
|
Sales of similar securities;
|
•
|
Quoted prices for similar securities in active markets;
|
•
|
Quoted prices for similar assets in markets that are not active - including markets where there are few transactions for the asset, the prices are not current, or price quotations vary substantially either over time or among market makers, or in which little information is released publicly;
|
•
|
Pricing was provided by a third-party valuation consultant (using Level 3 inputs).
|
•
|
Durations until redemption ranging from
6.4
to
10.5
years, with a weighted average of
8.8
years.
|
•
|
Discount rates ranging from
3.00%
to
3.70%
, with a weighted average of
3.26%
.
|
|
Payments Due by Period
|
||||||||||||||||||
Contractual obligations (dollar amounts in thousands):
|
Total
|
|
Less than 1
year
|
|
1-3 years
|
|
4-5 years
|
|
After 5
years
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchase obligations
|
$
|
10,665
|
|
|
$
|
7,966
|
|
|
$
|
2,095
|
|
|
$
|
584
|
|
|
$
|
20
|
|
Deferred compensation
|
14,261
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,261
|
|
|||||
Operating leases
|
366,292
|
|
|
66,147
|
|
|
117,408
|
|
|
90,197
|
|
|
92,540
|
|
|||||
Total contractual obligations
|
$
|
391,218
|
|
|
$
|
74,113
|
|
|
$
|
119,503
|
|
|
$
|
90,781
|
|
|
$
|
106,821
|
|
|
|
|
|
|
|
||||||
|
Fiscal Years Ended
|
||||||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
||||||
|
|
|
|
|
|
|
|
||||
SALES, Net of returns and allowances of $110,793, $108,851, and $106,612, respectively
|
$
|
1,153,142
|
|
|
$
|
1,128,001
|
|
|
$
|
1,124,007
|
|
|
|
|
|
|
|
|
|
||||
COST OF SALES (Including buying, distribution, and occupancy costs)
|
645,810
|
|
|
628,856
|
|
|
624,692
|
|
|||
|
|
|
|
|
|
|
|
||||
Gross profit
|
507,332
|
|
|
499,145
|
|
|
499,315
|
|
|||
|
|
|
|
|
|
|
|
||||
OPERATING EXPENSES:
|
|
|
|
|
|
|
|
||||
Selling
|
212,688
|
|
|
206,893
|
|
|
201,963
|
|
|||
General and administrative
|
37,671
|
|
|
35,258
|
|
|
39,177
|
|
|||
|
250,359
|
|
|
242,151
|
|
|
241,140
|
|
|||
|
|
|
|
|
|
|
|
||||
INCOME FROM OPERATIONS
|
256,973
|
|
|
256,994
|
|
|
258,175
|
|
|||
|
|
|
|
|
|
|
|
||||
OTHER INCOME, Net (Note A)
|
2,723
|
|
|
3,462
|
|
|
3,524
|
|
|||
|
|
|
|
|
|
|
|
||||
INCOME BEFORE INCOME TAXES
|
259,696
|
|
|
260,456
|
|
|
261,699
|
|
|||
|
|
|
|
|
|
|
|
||||
PROVISION FOR INCOME TAXES (Note F)
|
97,132
|
|
|
97,872
|
|
|
97,394
|
|
|||
|
|
|
|
|
|
|
|
||||
NET INCOME
|
$
|
162,564
|
|
|
$
|
162,584
|
|
|
$
|
164,305
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||
EARNINGS PER SHARE (Note K):
|
|
|
|
|
|
|
|
||||
Basic
|
$
|
3.39
|
|
|
$
|
3.41
|
|
|
$
|
3.47
|
|
|
|
|
|
|
|
||||||
Diluted
|
$
|
3.38
|
|
|
$
|
3.39
|
|
|
$
|
3.44
|
|
|
|
|
|
|
|
||||||
|
Fiscal Years Ended
|
||||||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
||||||
|
|
|
|
|
|
||||||
NET INCOME
|
$
|
162,564
|
|
|
$
|
162,584
|
|
|
$
|
164,305
|
|
|
|
|
|
|
|
||||||
OTHER COMPREHENSIVE INCOME, NET OF TAX:
|
|
|
|
|
|
|
|
||||
Change in unrealized loss on investments, net of tax of $240, $56, and $(138), respectively
|
409
|
|
|
96
|
|
|
(235
|
)
|
|||
Other comprehensive income
|
409
|
|
|
96
|
|
|
(235
|
)
|
|||
|
|
|
|
|
|
||||||
COMPREHENSIVE INCOME
|
$
|
162,973
|
|
|
$
|
162,680
|
|
|
$
|
164,070
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
|
Number
of Shares
|
|
Common
Stock
|
|
Additional
Paid-in
Capital
|
|
Retained
Earnings
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Total
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
BALANCE, January 28, 2012
|
|
47,432,089
|
|
|
$
|
474
|
|
|
$
|
100,333
|
|
|
$
|
263,039
|
|
|
$
|
(699
|
)
|
|
$
|
363,147
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
164,305
|
|
|
—
|
|
|
164,305
|
|
|||||
Dividends paid on common stock, ($5.30 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(254,633
|
)
|
|
—
|
|
|
(254,633
|
)
|
|||||
Common stock issued on exercise of stock options
|
|
377,520
|
|
|
4
|
|
|
842
|
|
|
—
|
|
|
—
|
|
|
846
|
|
|||||
Issuance of non-vested stock, net of forfeitures
|
|
249,660
|
|
|
3
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Amortization of non-vested stock grants, net of forfeitures
|
|
—
|
|
|
—
|
|
|
8,388
|
|
|
—
|
|
|
—
|
|
|
8,388
|
|
|||||
Income tax benefit related to exercise of stock options
|
|
—
|
|
|
—
|
|
|
7,831
|
|
|
—
|
|
|
—
|
|
|
7,831
|
|
|||||
Change in unrealized loss on investments, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(235
|
)
|
|
(235
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
BALANCE, February 2, 2013
|
|
48,059,269
|
|
|
$
|
481
|
|
|
$
|
117,391
|
|
|
$
|
172,711
|
|
|
$
|
(934
|
)
|
|
$
|
289,649
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
162,584
|
|
|
—
|
|
|
162,584
|
|
|||||
Dividends paid on common stock, ($2.02 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(97,144
|
)
|
|
—
|
|
|
(97,144
|
)
|
|||||
Common stock issued on exercise of stock options
|
|
25,555
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Issuance of non-vested stock, net of forfeitures
|
|
251,568
|
|
|
2
|
|
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Amortization of non-vested stock grants, net of forfeitures
|
|
—
|
|
|
—
|
|
|
5,066
|
|
|
—
|
|
|
—
|
|
|
5,066
|
|
|||||
Income tax benefit related to exercise of stock options
|
|
—
|
|
|
—
|
|
|
1,679
|
|
|
—
|
|
|
—
|
|
|
1,679
|
|
|||||
Change in unrealized loss on investments, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
96
|
|
|
96
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
BALANCE, February 1, 2014
|
|
48,336,392
|
|
|
$
|
483
|
|
|
$
|
124,134
|
|
|
$
|
238,151
|
|
|
$
|
(838
|
)
|
|
$
|
361,930
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
162,564
|
|
|
—
|
|
|
162,564
|
|
|||||
Dividends paid on common stock, ($3.66 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(176,604
|
)
|
|
—
|
|
|
(176,604
|
)
|
|||||
Common stock issued on exercise of stock options
|
|
17,091
|
|
|
—
|
|
|
70
|
|
|
—
|
|
|
—
|
|
|
70
|
|
|||||
Issuance of non-vested stock, net of forfeitures
|
|
26,130
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Amortization of non-vested stock grants, net of forfeitures
|
|
—
|
|
|
—
|
|
|
6,013
|
|
|
—
|
|
|
—
|
|
|
6,013
|
|
|||||
Income tax benefit related to exercise of stock options
|
|
—
|
|
|
—
|
|
|
896
|
|
|
—
|
|
|
—
|
|
|
896
|
|
|||||
Change in unrealized loss on investments, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
409
|
|
|
409
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
BALANCE, January 31, 2015
|
|
48,379,613
|
|
|
$
|
484
|
|
|
$
|
131,112
|
|
|
$
|
224,111
|
|
|
$
|
(429
|
)
|
|
$
|
355,278
|
|
|
|
|
|
|
|
||||||
|
Fiscal Years Ended
|
||||||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
||||||
Net income
|
$
|
162,564
|
|
|
$
|
162,584
|
|
|
$
|
164,305
|
|
Adjustments to reconcile net income to net cash flows from operating activities:
|
|
|
|
|
|
|
|
||||
Depreciation and amortization
|
31,679
|
|
|
32,631
|
|
|
33,834
|
|
|||
Amortization of non-vested stock grants, net of forfeitures
|
6,013
|
|
|
5,066
|
|
|
8,388
|
|
|||
Deferred income taxes
|
(1,675
|
)
|
|
(2,086
|
)
|
|
(1,939
|
)
|
|||
Other
|
1,163
|
|
|
988
|
|
|
1,528
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
|
||||
Receivables
|
(2,134
|
)
|
|
(989
|
)
|
|
596
|
|
|||
Inventory
|
(5,780
|
)
|
|
(20,288
|
)
|
|
356
|
|
|||
Prepaid expenses and other assets
|
3,508
|
|
|
(2,255
|
)
|
|
(10,281
|
)
|
|||
Accounts payable
|
(2,915
|
)
|
|
2,738
|
|
|
6,534
|
|
|||
Accrued employee compensation
|
(13
|
)
|
|
(5,250
|
)
|
|
(671
|
)
|
|||
Accrued store operating expenses
|
1
|
|
|
(138
|
)
|
|
(1,004
|
)
|
|||
Gift certificates redeemable
|
861
|
|
|
910
|
|
|
1,935
|
|
|||
Income taxes payable
|
(1,970
|
)
|
|
(2,699
|
)
|
|
14,897
|
|
|||
Deferred rent liabilities and deferred compensation
|
4,466
|
|
|
2,814
|
|
|
2,463
|
|
|||
|
|
|
|
|
|
||||||
Net cash flows from operating activities
|
195,768
|
|
|
174,026
|
|
|
220,941
|
|
|||
|
|
|
|
|
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
||||
Purchases of property and equipment
|
(45,454
|
)
|
|
(28,811
|
)
|
|
(30,297
|
)
|
|||
Proceeds from sale of property and equipment
|
—
|
|
|
11
|
|
|
1,140
|
|
|||
Other
|
108
|
|
|
112
|
|
|
130
|
|
|||
Purchases of investments
|
(43,404
|
)
|
|
(32,314
|
)
|
|
(29,933
|
)
|
|||
Proceeds from sales/maturities of investments
|
38,131
|
|
|
30,981
|
|
|
37,294
|
|
|||
|
|
|
|
|
|
||||||
Net cash flows from investing activities
|
(50,619
|
)
|
|
(30,021
|
)
|
|
(21,666
|
)
|
|||
|
|
|
|
|
|
||||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
||||
Proceeds from the exercise of stock options
|
70
|
|
|
—
|
|
|
846
|
|
|||
Excess tax benefit from stock option exercises
|
225
|
|
|
399
|
|
|
5,609
|
|
|||
Payment of dividends
|
(176,604
|
)
|
|
(97,144
|
)
|
|
(254,633
|
)
|
|||
|
|
|
|
|
|
||||||
Net cash flows from financing activities
|
(176,309
|
)
|
|
(96,745
|
)
|
|
(248,178
|
)
|
|||
|
|
|
|
|
|
||||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
|
(31,160
|
)
|
|
47,260
|
|
|
(48,903
|
)
|
|||
|
|
|
|
|
|
||||||
CASH AND CASH EQUIVALENTS, Beginning of year
|
164,868
|
|
|
117,608
|
|
|
166,511
|
|
|||
|
|
|
|
|
|
||||||
CASH AND CASH EQUIVALENTS, End of year
|
$
|
133,708
|
|
|
$
|
164,868
|
|
|
$
|
117,608
|
|
A.
|
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
B.
|
INVESTMENTS
|
|
Amortized
Cost or
Par Value
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Other-than-
Temporary
Impairment
|
|
Estimated
Fair
Value
|
||||||||||
Available-for-Sale Securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Auction-rate securities
|
$
|
8,050
|
|
|
$
|
—
|
|
|
$
|
(682
|
)
|
|
$
|
—
|
|
|
$
|
7,368
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Held-to-Maturity Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
State and municipal bonds
|
$
|
47,926
|
|
|
$
|
216
|
|
|
$
|
(4
|
)
|
|
$
|
—
|
|
|
$
|
48,138
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Mutual funds
|
$
|
13,316
|
|
|
$
|
945
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,261
|
|
|
Amortized
Cost or
Par Value
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Other-than-
Temporary
Impairment
|
|
Estimated
Fair
Value
|
||||||||||
Available-for-Sale Securities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Auction-rate securities
|
$
|
10,975
|
|
|
$
|
—
|
|
|
$
|
(1,331
|
)
|
|
$
|
—
|
|
|
$
|
9,644
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Held-to-Maturity Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
State and municipal bonds
|
$
|
41,192
|
|
|
$
|
210
|
|
|
$
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
41,400
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Mutual funds
|
$
|
11,769
|
|
|
$
|
1,028
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12,797
|
|
Nature
|
|
Underlying Collateral
|
|
Par Value
|
||
|
|
|
|
|
||
Municipal revenue bonds
|
|
100% insured by AAA/AA/A-rated bond insurers
|
|
$
|
5,050
|
|
Municipal bond funds
|
|
Fixed income instruments within issuers' money market funds
|
|
50
|
|
|
Student loan bonds
|
|
Student loans guaranteed by state entities
|
|
2,950
|
|
|
Total par value
|
|
|
|
$
|
8,050
|
|
|
Amortized
Cost
|
|
Fair
Value
|
||||
Held-to-Maturity Securities
|
|
|
|
||||
Less than 1 year
|
$
|
25,857
|
|
|
$
|
25,885
|
|
1 - 5 years
|
22,069
|
|
|
22,253
|
|
||
Total
|
$
|
47,926
|
|
|
$
|
48,138
|
|
C.
|
FAIR VALUE MEASUREMENTS
|
•
|
Level 1 – Quoted market prices in active markets for identical assets or liabilities. Short-term and long-term investments with active markets or known redemption values are reported at fair value utilizing Level 1 inputs.
|
•
|
Level 2 – Observable market-based inputs (either directly or indirectly) such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or inputs that are corroborated by market data.
|
•
|
Level 3 – Unobservable inputs that are not corroborated by market data and are projections, estimates, or interpretations that are supported by little or no market activity and are significant to the fair value of the assets. The Company has concluded that certain of its ARS represent Level 3 valuation. A discounted cash flow analysis was used to value these investments. The assumptions used in preparing the discounted cash flow model include estimates for interest rates, timing and amount of cash flows, and expected holding periods of the ARS. As of
January 31, 2015
, the unobservable inputs used by the Company and its independent third-party valuation consultant in valuing its Level 3 investments in ARS included:
|
◦
|
Durations until redemption ranging from
6.4
to
10.5
years, with a weighted average of
8.8
years.
|
◦
|
Discount rates ranging from
3.00%
to
3.70%
, with a weighted average of
3.26%
.
|
•
|
Pricing was provided by the custodian or third-party broker for ARS;
|
•
|
Sales of similar securities;
|
•
|
Quoted prices for similar securities in active markets;
|
•
|
Quoted prices for similar assets in markets that are not active - including markets where there are few transactions for the asset, the prices are not current, or price quotations vary substantially either over time or among market makers, or in which little information is released publicly;
|
•
|
Pricing was provided by a third-party valuation consultant (using Level 3 inputs).
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||||
|
Quoted Prices in
Active Markets
for Identical
Assets
|
|
Significant
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
|
|
||||||||
January 31, 2015
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
||||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
||||||||
Auction-rate securities
|
$
|
—
|
|
|
$
|
182
|
|
|
$
|
7,186
|
|
|
$
|
7,368
|
|
Trading securities (including mutual funds)
|
14,261
|
|
|
—
|
|
|
—
|
|
|
14,261
|
|
||||
Total
|
$
|
14,261
|
|
|
$
|
182
|
|
|
$
|
7,186
|
|
|
$
|
21,629
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||||||
|
Quoted Prices in
Active Markets
for Identical
Assets
|
|
Significant
Observable
Inputs
|
|
Significant
Unobservable
Inputs
|
|
|
||||||||
February 1, 2014
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
|
Total
|
||||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
||||||||
Auction-rate securities
|
$
|
—
|
|
|
$
|
177
|
|
|
$
|
9,467
|
|
|
$
|
9,644
|
|
Trading securities (including mutual funds)
|
12,797
|
|
|
—
|
|
|
—
|
|
|
12,797
|
|
||||
Total
|
$
|
12,797
|
|
|
$
|
177
|
|
|
$
|
9,467
|
|
|
$
|
22,441
|
|
|
Fifty-two Weeks Ended January 31, 2015
|
||||||||||
|
Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
|
||||||||||
|
Available-for-Sale Securities
|
|
Trading Securities
|
|
|
||||||
|
Auction-rate
Securities
|
|
Mutual
Funds
|
|
Total
|
||||||
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
9,467
|
|
|
$
|
—
|
|
|
$
|
9,467
|
|
Total gains and losses:
|
|
|
|
|
|
|
|
|
|||
Included in other comprehensive income
|
644
|
|
|
—
|
|
|
644
|
|
|||
Purchases, Issuances, Sales, and Settlements:
|
|
|
|
|
|
|
|
|
|||
Sales
|
(2,925
|
)
|
|
—
|
|
|
(2,925
|
)
|
|||
Balance, end of year
|
$
|
7,186
|
|
|
$
|
—
|
|
|
$
|
7,186
|
|
|
Fifty-two Weeks Ended February 1, 2014
|
||||||||||
|
Fair Value Measurements Using Significant Unobservable Inputs (Level 3)
|
||||||||||
|
Available-for-Sale Securities
|
|
Trading Securities
|
|
|
||||||
|
Auction-rate
Securities
|
|
Mutual
Funds
|
|
Total
|
||||||
|
|
|
|
|
|
||||||
Balance, beginning of year
|
$
|
10,690
|
|
|
$
|
—
|
|
|
$
|
10,690
|
|
Total gains and losses:
|
|
|
|
|
|
|
|
|
|||
Included in other comprehensive income
|
152
|
|
|
—
|
|
|
152
|
|
|||
Purchases, Issuances, Sales, and Settlements:
|
|
|
|
|
|
|
|
|
|||
Sales
|
(1,375
|
)
|
|
—
|
|
|
(1,375
|
)
|
|||
Balance, end of year
|
$
|
9,467
|
|
|
$
|
—
|
|
|
$
|
9,467
|
|
D.
|
PROPERTY AND EQUIPMENT
|
|
January 31,
2015 |
|
February 1,
2014 |
||||
|
|
|
|
||||
Land
|
$
|
2,165
|
|
|
$
|
2,165
|
|
Building and improvements
|
28,033
|
|
|
28,006
|
|
||
Office equipment
|
10,080
|
|
|
9,357
|
|
||
Transportation equipment
|
20,790
|
|
|
20,782
|
|
||
Leasehold improvements
|
154,441
|
|
|
146,655
|
|
||
Furniture and fixtures
|
167,575
|
|
|
157,771
|
|
||
Shipping/receiving equipment
|
27,172
|
|
|
26,392
|
|
||
Screenprinting equipment
|
111
|
|
|
111
|
|
||
Construction-in-progress
|
17,548
|
|
|
2,417
|
|
||
Total
|
$
|
427,915
|
|
|
$
|
393,656
|
|
E.
|
FINANCING ARRANGEMENTS
|
F.
|
INCOME TAXES
|
|
Fiscal Years Ended
|
||||||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
||||||
Current income tax expense:
|
|
|
|
|
|
||||||
Federal
|
$
|
87,679
|
|
|
$
|
89,198
|
|
|
$
|
88,265
|
|
State
|
11,128
|
|
|
10,760
|
|
|
11,068
|
|
|||
Deferred income tax expense (benefit)
|
(1,675
|
)
|
|
(2,086
|
)
|
|
(1,939
|
)
|
|||
Total
|
$
|
97,132
|
|
|
$
|
97,872
|
|
|
$
|
97,394
|
|
|
Fiscal Years Ended
|
|||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
|||
|
|
|
|
|
|
|||
Statutory rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
State income tax effect
|
2.8
|
|
|
2.7
|
|
|
2.8
|
|
Tax exempt interest income
|
(0.1
|
)
|
|
(0.1
|
)
|
|
(0.1
|
)
|
Other
|
(0.3
|
)
|
|
—
|
|
|
(0.5
|
)
|
Effective tax rate
|
37.4
|
%
|
|
37.6
|
%
|
|
37.2
|
%
|
|
January 31,
2015 |
|
February 1,
2014 |
||||
Deferred income tax assets (liabilities):
|
|
|
|
||||
Inventory
|
$
|
5,345
|
|
|
$
|
5,020
|
|
Stock-based compensation
|
3,985
|
|
|
4,012
|
|
||
Accrued compensation
|
5,409
|
|
|
4,903
|
|
||
Accrued store operating costs
|
1,176
|
|
|
655
|
|
||
Realized and unrealized loss on securities
|
662
|
|
|
1,264
|
|
||
Gift certificates redeemable
|
1,592
|
|
|
1,311
|
|
||
Allowance for doubtful accounts
|
3
|
|
|
4
|
|
||
Deferred rent liability
|
15,009
|
|
|
13,899
|
|
||
Property and equipment
|
(32,496
|
)
|
|
(31,411
|
)
|
||
Less: Valuation allowance
|
(518
|
)
|
|
(925
|
)
|
||
Net deferred income tax asset (liability)
|
$
|
167
|
|
|
$
|
(1,268
|
)
|
G.
|
RELATED PARTY TRANSACTIONS
|
H.
|
COMMITMENTS
|
|
Minimum Rental
|
||
Fiscal Year
|
Commitments
|
||
|
|
||
2015
|
$
|
66,147
|
|
2016
|
61,388
|
|
|
2017
|
56,020
|
|
|
2018
|
48,842
|
|
|
2019
|
41,355
|
|
|
Thereafter
|
92,540
|
|
|
Total minimum rental commitments
|
$
|
366,292
|
|
I.
|
EMPLOYEE BENEFITS
|
J.
|
STOCK-BASED COMPENSATION
|
|
Fiscal Years Ended
|
||||||||||
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
||||||
|
|
|
|
|
|
||||||
Stock-based compensation expense, before tax
|
$
|
6,013
|
|
|
$
|
5,066
|
|
|
$
|
8,388
|
|
|
|
|
|
|
|
||||||
Stock-based compensation expense, after tax
|
$
|
3,788
|
|
|
$
|
3,192
|
|
|
$
|
5,284
|
|
|
Shares
|
|
Weighted
Average
Exercise
Price
|
|
Weighted
Average
Remaining
Contractual
Life
|
|
|
Aggregate
Intrinsic
Value
|
|||||
|
|
|
|
|
|
|
|
|
|||||
Outstanding - beginning of year
|
17,091
|
|
|
$
|
4.12
|
|
|
|
|
|
|
||
Granted
|
—
|
|
|
—
|
|
|
|
|
|
|
|||
Expired/forfeited
|
—
|
|
|
—
|
|
|
|
|
|
|
|||
Exercised
|
(17,091
|
)
|
|
4.12
|
|
|
|
|
|
|
|||
Outstanding - end of year
|
—
|
|
|
$
|
—
|
|
|
0.00
|
years
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|||||
Exercisable - end of year
|
—
|
|
|
$
|
—
|
|
|
0.00
|
years
|
|
$
|
—
|
|
|
Shares
|
|
Weighted Average
Grant Date
Fair Value
|
|||
|
|
|
|
|||
Non-Vested - beginning of year
|
463,799
|
|
|
$
|
44.19
|
|
Granted
|
266,600
|
|
|
44.32
|
|
|
Forfeited
|
(240,470
|
)
|
|
47.02
|
|
|
Vested
|
(149,292
|
)
|
|
39.89
|
|
|
Non-Vested - end of year
|
340,637
|
|
|
$
|
44.17
|
|
K.
|
EARNINGS PER SHARE
|
|
Fiscal Years Ended
|
|||||||||||||||||||||||||||||||
|
January 31, 2015
|
|
February 1, 2014
|
|
February 2, 2013
|
|||||||||||||||||||||||||||
|
Income
|
|
Weighted
Average
Shares
|
|
Per Share
Amount
|
|
Income
|
|
Weighted
Average
Shares
|
|
Per Share
Amount
|
|
Income
|
|
Weighted
Average Shares |
|
Per Share
Amount |
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Basic EPS
|
$
|
162,564
|
|
|
47,927
|
|
|
$
|
3.39
|
|
|
$
|
162,584
|
|
|
47,744
|
|
|
$
|
3.41
|
|
|
$
|
164,305
|
|
|
47,383
|
|
|
$
|
3.47
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Stock options and non-vested shares
|
—
|
|
|
163
|
|
|
(0.01
|
)
|
|
—
|
|
|
232
|
|
|
(0.02
|
)
|
|
—
|
|
|
327
|
|
|
(0.03
|
)
|
||||||
Diluted EPS
|
$
|
162,564
|
|
|
48,090
|
|
|
$
|
3.38
|
|
|
$
|
162,584
|
|
|
47,976
|
|
|
$
|
3.39
|
|
|
$
|
164,305
|
|
|
47,710
|
|
|
$
|
3.44
|
|
L.
|
SEGMENT INFORMATION
|
|
Fiscal Years Ended
|
|||||||
Merchandise Group
|
January 31,
2015 |
|
February 1,
2014 |
|
February 2,
2013 |
|||
|
|
|
|
|
|
|||
Denims
|
43.7
|
%
|
|
45.3
|
%
|
|
46.4
|
%
|
Tops (including sweaters)
|
30.8
|
|
|
30.2
|
|
|
30.9
|
|
Accessories
|
8.6
|
|
|
8.5
|
|
|
8.4
|
|
Sportswear/Fashions
|
6.2
|
|
|
6.0
|
|
|
5.7
|
|
Footwear
|
5.9
|
|
|
5.8
|
|
|
5.3
|
|
Outerwear
|
2.3
|
|
|
2.3
|
|
|
2.2
|
|
Casual bottoms
|
1.2
|
|
|
0.9
|
|
|
0.8
|
|
Other
|
1.3
|
|
|
1.0
|
|
|
0.3
|
|
Total
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
M.
|
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
|
|
Quarter
|
||||||||||||||
Fiscal 2014
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
271,675
|
|
|
$
|
235,725
|
|
|
$
|
292,201
|
|
|
$
|
353,541
|
|
Gross profit
|
$
|
117,200
|
|
|
$
|
94,925
|
|
|
$
|
127,792
|
|
|
$
|
167,415
|
|
Net income
|
$
|
37,342
|
|
|
$
|
24,473
|
|
|
$
|
40,616
|
|
|
$
|
60,133
|
|
Basic earnings per share
|
$
|
0.78
|
|
|
$
|
0.51
|
|
|
$
|
0.85
|
|
|
$
|
1.25
|
|
Diluted earnings per share
|
$
|
0.78
|
|
|
$
|
0.51
|
|
|
$
|
0.84
|
|
|
$
|
1.25
|
|
|
Quarter
|
||||||||||||||
Fiscal 2013
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
269,712
|
|
|
$
|
232,529
|
|
|
$
|
286,761
|
|
|
$
|
338,999
|
|
Gross profit
|
$
|
117,007
|
|
|
$
|
94,487
|
|
|
$
|
126,225
|
|
|
$
|
161,426
|
|
Net income
|
$
|
37,552
|
|
|
$
|
25,144
|
|
|
$
|
40,584
|
|
|
$
|
59,304
|
|
Basic earnings per share
|
$
|
0.79
|
|
|
$
|
0.53
|
|
|
$
|
0.85
|
|
|
$
|
1.24
|
|
Diluted earnings per share
|
$
|
0.78
|
|
|
$
|
0.52
|
|
|
$
|
0.85
|
|
|
$
|
1.23
|
|
|
|
|
THE BUCKLE, INC.
|
|
|
|
|
Date:
|
April 1, 2015
|
By:
|
/s/ DENNIS H. NELSON
|
|
|
|
DENNIS H. NELSON,
|
|
|
|
President and CEO
|
|
|
|
(principal executive officer)
|
|
|
|
|
Date:
|
April 1, 2015
|
By:
|
/s/ KAREN B. RHOADS
|
|
|
|
KAREN B. RHOADS,
|
|
|
|
Senior Vice President of Finance and CFO
|
|
|
|
(principal accounting officer)
|
/s/ DANIEL J. HIRSCHFELD
|
|
/s/ BILL L. FAIRFIELD
|
Daniel J. Hirschfeld
|
|
Bill L. Fairfield
|
Chairman of the Board and Director
|
|
Director
|
|
|
|
/s/ DENNIS H. NELSON
|
|
/s/ BRUCE L. HOBERMAN
|
Dennis H. Nelson
|
|
Bruce L. Hoberman
|
President and Chief Executive Officer
|
|
Director
|
and Director
|
|
|
|
|
|
/s/ KAREN B. RHOADS
|
|
/s/ MICHAEL E. HUSS
|
Karen B. Rhoads
|
|
Michael E. Huss
|
Senior Vice President of Finance and
|
|
Director
|
Principal Accounting Officer and Director
|
|
|
|
|
|
/s/ JOHN P. PEETZ
|
|
/s/ JAMES E. SHADA
|
John P. Peetz, III
|
|
James E. Shada
|
Director
|
|
Director
|
|
|
|
/s/ ROBERT E. CAMPBELL
|
|
|
Robert E. Campbell
|
|
|
Director
|
|
|
|
Allowance for Doubtful Accounts
|
|
Reserve for Sales Returns
|
|
Valuation Allowance - Deferred Tax Assets
|
||||||
|
|
|
|
|
|
||||||
Balance, January 28, 2012
|
$
|
18
|
|
|
$
|
832
|
|
|
$
|
194
|
|
|
|
|
|
|
|
||||||
Amounts charged to costs and expenses
|
591
|
|
|
—
|
|
|
—
|
|
|||
Amounts charged to other accounts
|
—
|
|
|
106,612
|
|
|
—
|
|
|||
Deductions
|
(601
|
)
|
|
(106,591
|
)
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Balance, February 2, 2013
|
$
|
8
|
|
|
$
|
853
|
|
|
$
|
194
|
|
|
|
|
|
|
|
||||||
Amounts charged to costs and expenses
|
729
|
|
|
—
|
|
|
731
|
|
|||
Amounts charged to other accounts
|
—
|
|
|
108,851
|
|
|
—
|
|
|||
Deductions
|
(726
|
)
|
|
(108,954
|
)
|
|
—
|
|
|||
|
|
|
|
|
|
||||||
Balance, February 1, 2014
|
$
|
11
|
|
|
$
|
750
|
|
|
$
|
925
|
|
|
|
|
|
|
|
||||||
Amounts charged to costs and expenses
|
737
|
|
|
—
|
|
|
—
|
|
|||
Amounts charged to other accounts
|
—
|
|
|
110,793
|
|
|
—
|
|
|||
Deductions
|
(741
|
)
|
|
(110,600
|
)
|
|
(407
|
)
|
|||
|
|
|
|
|
|
||||||
Balance, January 31, 2015
|
$
|
7
|
|
|
$
|
943
|
|
|
$
|
518
|
|
$25,000,000.00
|
|
Omaha, Nebraska
|
|
|
February 16, 2015
|
THE BUCKLE, INC.
|
|
|
|
By:
|
/s/ DENNIS H. NELSON
|
|
DENNIS H. NELSON,
|
|
PRESIDENT AND CEO
|
|
|
BUCKLE BRANDS, INC.
|
|
|
|
By:
|
/s/ DENNIS H. NELSON
|
|
DENNIS H. NELSON,
|
|
PRESIDENT AND CEO
|
|
|
|
WELLS FARGO BANK,
|
|
THE BUCKLE, INC.
|
|
NATIONAL ASSOCIATION
|
||
|
|
|
|
|
By:
|
/s/ DENNIS H. NELSON
|
|
By:
|
/s/ DAVID WISE
|
|
DENNIS H. NELSON,
|
|
|
VICE PRESIDENT
|
|
PRESIDENT AND CEO
|
|
|
|
|
|
|
|
|
BUCKLE BRANDS, INC.
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ DENNIS H. NELSON
|
|
|
|
|
DENNIS H. NELSON,
|
|
|
|
|
PRESIDENT AND CEO
|
|
|
|
1.
|
I have reviewed this annual report of The Buckle, Inc. on Form 10-K for the fiscal year ended
January 31, 2015
;
|
2.
|
Based on my knowledge, this annual 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 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:
|
5.
|
The Registrant's other certifying officer 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 registrant's board of directors:
|
Date: April 1, 2015
|
/s/ DENNIS H. NELSON
|
|
Dennis H. Nelson
|
|
Chief Executive Officer
|
|
|
1.
|
I have reviewed this annual report of The Buckle, Inc. on Form 10-K for the fiscal year ended
January 31, 2015
;
|
2.
|
Based on my knowledge, this annual 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 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:
|
5.
|
The Registrant's other certifying officer 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 registrant's board of directors:
|
Date: April 1, 2015
|
/s/ KAREN B. RHOADS
|
|
Karen B. Rhoads
|
|
Principal Accounting Officer
|
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ DENNIS H. NELSON
|
|
Dennis H. Nelson
|
|
Chief Executive Officer
|
|
April 1, 2015
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
/s/ KAREN B. RHOADS
|
|
Karen B. Rhoads
|
|
Principal Accounting Officer
|
|
April 1, 2015
|