þ
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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20-2733559
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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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625 Westport Parkway
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76051
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Grapevine, Texas
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(Zip Code)
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(Address of principal executive offices)
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(Title of Class)
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(Name of Exchange on Which Registered)
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Class A Common Stock, $.001 par value per share
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New York Stock Exchange
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Large Accelerated Filer
þ
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Accelerated Filer
¨
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Non-accelerated Filer
¨
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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Page
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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Item 1.
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Business
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•
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Real estate knowledge, including extensive relationships with landlords, portfolio management, negotiating skills and risk mitigation;
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•
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Human resource management, including hiring, training, systems and processes, particularly in multi-unit management of small, limited staffing, specialty retail stores with expert staff in assisted-selling;
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•
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Knowledge of buy-sell-trade programs, including pricing algorithms, inventory balancing, refurbishment capabilities and secondhand dealer laws;
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•
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Customer retention programs, including using our loyalty programs to drive consumer awareness of new retail concepts and promote new products; and
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•
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The ability to deploy capital in ways that diversify the underlying business, manage financial risk and increase shareholder value, including finding acquisitions that have a high return on invested capital and are accretive to earnings.
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•
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Maximize brick and mortar stores.
Our strategy regarding our retail stores includes growing our leading market share in video games, utilizing our stores to grow digital sales and applying our retail expertise to our Technology Brands businesses. Our growth strategy depends in part upon opening new stores and operating them profitably. We expect to open approximately
140
new stores in fiscal 2016, including
90
Video Game Brands stores (including 84 collectibles stores) and
50
Technology Brands stores. Our strategy also includes closing stores which are not meeting our performance standards or stores at the end of their lease terms and transferring sales to other nearby GameStop locations. We plan to close approximately
200
Video Game Brands stores worldwide in fiscal 2016.
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•
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Expand our pre-owned business.
We believe we are the largest retailer of pre-owned video game products in the world and carry the broadest selection of pre-owned and value video game products for both current and previous generation platforms, giving us a unique advantage in the video game retail industry. The opportunity to trade-in and purchase pre-owned video game products offers our customers a unique value proposition generally unavailable at most mass merchants, toy stores and consumer electronics retailers. We obtain most of our pre-owned video game products from trade-ins made in our stores by our customers. Pre-owned and value video game products generate significantly higher gross margins than new video game products. Our strategy consists of continuing to expand our product assortment to drive sales and gross profit growth, increasing consumer awareness of the benefits of trading in and buying pre-owned video game products through increased marketing activities and the use of both broad and targeted marketing to our loyalty program members. The supply of trade-ins of video game products, and the demand for resale of these products, is affected by overall demand for video game products and the introduction of new software and hardware by our suppliers. We expect the continued adoption of next-generation consoles and software to drive trade-ins of video game products, thereby expanding our supply of pre-owned video game products.
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•
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Own the customer
. Sustaining and growing our existing customer base is dependent upon our ability to increase GameStop brand awareness, to drive membership in our loyalty programs, to engage with customers online, through social media and our mobile apps, and to expand our market leadership position by offering a variety of new and pre-owned video game products and continuing to enhance our mobile and digital product and service offerings. We operate loyalty programs in each of the countries in which we operate our Video Game Brands stores. Our U.S. loyalty program, called PowerUp Rewards
TM
("PowerUp Rewards"), had over 33 million members as of
January 30, 2016
. Our loyalty programs in our video game stores in the remaining countries had over 13 million members as of
January 30, 2016
. Our loyalty programs generally offer our customers the ability to sign up for a free or paid membership which gives our customers access to exclusive video game related rewards. The programs' paid memberships may also include a subscription to
Game Informer
magazine, additional discounts on pre-owned merchandise in our stores and additional credit on trade-ins of pre-owned
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•
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Expand our digital growth strategy
. Growth in the video game industry in recent years has been fueled by the proliferation of online game play, the sale of video games delivered in digital form and the expansion of other forms of digital gaming. The recent generations of video game consoles contain the technology to digitally download video game software content and a growing market has developed for the sale of digitally downloadable add-on content for physical games, which the video game industry calls “DLC” and, more recently, full game downloads. The digital game market also consists of both immersive and casual games delivered over the internet to computers, tablets, smart phones and other devices. We sell a variety of digitally downloadable content in our video game stores and on our websites, including DLC, full game downloads, network points cards, prepaid digital and prepaid subscription cards. We believe we are the only significant brick-and-mortar retail seller of DLC and that we are frequently the leading seller of DLC for most major game titles.
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•
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Maintain a disciplined capital allocation
. Our objective in recent years has been to return a significant portion of our free cash flow to our shareholders through share repurchases and dividends unless more strategic opportunities arise that we believe would create more meaningful shareholder returns. In fiscal
2015
, we paid dividends of $1.44 per share of Class A Common Stock, totaling approximately $
154.1 million
for the year. Additionally, on February 23, 2016, our Board of Directors authorized an increase in our annual cash dividend to $1.48 per share of Class A Common Stock, with the first quarterly dividend of fiscal 2016 of $0.37 per share of Class A Common Stock, payable on March 22, 2016 to stockholders of record on March 8, 2016. In fiscal 2015, we repurchased
5.2 million
shares of our Class A Common Stock at an average price per share of
$38.68
for a total of
$202.0 million
.
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Number of Stores
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Number of Stores
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Number of Stores
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|||||||||
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U.S. Video Game Brands
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Technology Brands
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U.S. Video Game Brands
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Technology Brands
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U.S. Video Game Brands
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Technology Brands
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||||||
Alabama
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62
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4
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Kentucky
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72
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|
8
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Ohio
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173
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|
10
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Alaska
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7
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—
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Louisiana
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68
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2
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Oklahoma
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47
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—
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Arizona
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77
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27
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Maine
|
10
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—
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Oregon
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35
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41
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Arkansas
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32
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|
1
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Maryland
|
91
|
|
11
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Pennsylvania
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192
|
|
32
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|
California
|
403
|
|
172
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Massachusetts
|
80
|
|
22
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Puerto Rico
|
35
|
|
—
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Colorado
|
59
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|
30
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Michigan
|
105
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|
4
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Rhode Island
|
13
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—
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Connecticut
|
51
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|
30
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Minnesota
|
48
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|
21
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South Carolina
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71
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|
7
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Delaware
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15
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|
11
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Mississippi
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45
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|
2
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South Dakota
|
10
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2
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District of Columbia
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—
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|
3
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Missouri
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69
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2
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Tennessee
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96
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|
6
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Florida
|
257
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|
61
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Montana
|
10
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|
10
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Texas
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363
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|
67
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Georgia
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127
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|
63
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Nebraska
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21
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|
5
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Utah
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27
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|
37
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Guam
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2
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—
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Nevada
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39
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|
11
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Vermont
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5
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—
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Hawaii
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21
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—
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New Hampshire
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24
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1
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Virginia
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129
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|
39
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Idaho
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16
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6
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New Jersey
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125
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|
26
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Washington
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75
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|
42
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Illinois
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158
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|
41
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New Mexico
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25
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6
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West Virginia
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29
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—
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Indiana
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88
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|
36
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New York
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235
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|
71
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Wisconsin
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60
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|
28
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Iowa
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32
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|
11
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North Carolina
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131
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16
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Wyoming
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8
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9
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Kansas
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31
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1
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North Dakota
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9
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1
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||
Total Domestic Stores
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4,013
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1,036
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Number
of Stores
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Canada
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325
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Total Stores - Canada Video Game Brands
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325
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Australia
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403
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New Zealand
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41
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Total Stores - Australia Video Game Brands
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444
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Austria
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29
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Denmark
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36
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Finland
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18
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France
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433
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Germany
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216
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Ireland
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51
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Italy
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400
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Norway
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37
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Sweden
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60
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Switzerland
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19
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Total Stores - Europe Video Game Brands
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1,299
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Total International Stores
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2,068
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Total Stores
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7,117
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Item 1A.
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Risk Factors
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•
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economic downturns, specifically in the regions in which we operate;
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•
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currency exchange rate fluctuations;
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•
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international incidents;
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•
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natural disasters;
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•
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government instability; and
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•
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competitors entering our current and potential markets.
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•
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the timing and allocations of new product releases including new console launches;
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•
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the timing of new store openings or closings;
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•
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shifts in the timing or content of certain promotions or service offerings;
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•
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the effect of changes in tax rates in the jurisdictions in which we operate;
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•
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acquisition costs and the integration of companies we acquire or invest in;
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•
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the mix of earnings in the countries in which we operate;
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•
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the costs associated with the exit of unprofitable markets or stores; and
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•
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changes in foreign currency exchange rates.
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•
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the ability to identify new store locations, negotiate suitable leases and build out the stores in a timely and cost efficient manner;
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•
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the ability to hire and train skilled associates;
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•
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the ability to integrate new stores into our existing operations; and
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•
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the ability to increase sales at new store locations.
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•
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incur, assume or permit to exist additional indebtedness or guaranty obligations;
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•
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incur liens or agree to negative pledges in other agreements;
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•
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engage in sale and leaseback transactions;
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•
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make loans and investments;
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•
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declare dividends, make payments or redeem or repurchase capital stock;
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•
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engage in mergers, acquisitions and other business combinations;
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•
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prepay, redeem or purchase certain indebtedness;
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•
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amend or otherwise alter the terms of our organizational documents and indebtedness;
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•
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sell assets; and
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•
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engage in transactions with affiliates.
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Item 1B.
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Unresolved Staff Comments
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Item 2.
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Properties
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Lease Terms to Expire During (12 Months Ending on or About January 30)
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Number
of Stores
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2017
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1,184
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2018
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1,782
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2019
|
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1,435
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2020
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1,251
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2021 and later
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1,465
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Total
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7,117
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Location
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Square
Footage
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Owned or
Leased
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Use
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Grapevine, Texas, USA
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519,000
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Owned
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Distribution and administration
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Grapevine, Texas, USA
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182,000
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Owned
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Manufacturing and distribution
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Louisville, Kentucky, USA
(1)
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260,000
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|
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Leased
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Distribution
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Brampton, Ontario, Canada
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119,000
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Owned
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Distribution and administration
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Eagle Farm, Queensland, Australia
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185,000
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|
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Owned
|
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Distribution and administration
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Milan, Italy
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123,000
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|
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Owned
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Distribution and administration
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Item 3.
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Legal Proceedings
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Item 4.
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Mine Safety Disclosures
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Item 5.
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Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
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|
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Fiscal 2015
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||||||
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High
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|
Low
|
||||
Fourth Quarter
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$
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47.48
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$
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24.33
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Third Quarter
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$
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47.83
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|
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$
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38.66
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Second Quarter
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$
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47.76
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$
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38.47
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First Quarter
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$
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42.67
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$
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34.52
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Period
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Total
Number of
Shares
Purchased
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Average
Price Paid per
Share
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Total Number of
Shares Purchased
as Part of Publicly
Announced Plans or
Programs
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Approximate Dollar
Value of Shares that
May Yet Be Purchased
Under the Plans or
Programs (1)
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||||||
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(In millions of dollars)
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||||||||||
November 1, 2015 through November 29, 2015
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297,000
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$
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40.25
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297,000
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$
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283.4
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November 30, 2015 through January 2, 2016
|
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921,100
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$
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30.52
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921,100
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$
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255.3
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January 3, 2016 through January 30, 2016
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382,405
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$
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26.15
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382,405
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$
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245.3
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Total
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1,600,505
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$
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31.28
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1,600,505
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(1)
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In November 2014, the Board of Directors authorized $500 million to be used for share repurchases, replacing the previous November 2013 authorization. The November 2014 authorization has no expiration date.
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1/28/2011
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1/27/2012
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2/1/2013
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1/31/2014
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1/30/15
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1/29/16
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GME
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$100.00
|
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$115.92
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$122.12
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$178.91
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|
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$186.10
|
|
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$143.47
|
S&P 500 Index
|
|
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100.00
|
|
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103.13
|
|
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118.56
|
|
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139.66
|
|
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156.31
|
|
|
152.02
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Dow Jones Specialty Retailers Index
|
|
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100.00
|
|
|
109.29
|
|
|
116.12
|
|
|
148.41
|
|
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184.80
|
|
|
159.76
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Item 6.
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Selected Financial Data
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52 Weeks Ended January 30, 2016
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52 Weeks Ended January 31, 2015
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52 Weeks Ended February 1, 2014
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53 Weeks Ended February 2, 2013
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52 Weeks Ended
January 29, 2012 |
||||||||||
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(In millions, except per share data and statistical data)
|
||||||||||||||||||
Statement of Operations Data:
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|
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||||||||||
Net sales
|
|
$
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9,363.8
|
|
|
$
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9,296.0
|
|
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$
|
9,039.5
|
|
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$
|
8,886.7
|
|
|
$
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9,550.5
|
|
Cost of sales
|
|
6,445.5
|
|
|
6,520.1
|
|
|
6,378.4
|
|
|
6,235.2
|
|
|
6,871.0
|
|
|||||
Gross profit
|
|
2,918.3
|
|
|
2,775.9
|
|
|
2,661.1
|
|
|
2,651.5
|
|
|
2,679.5
|
|
|||||
Selling, general and administrative expenses
|
|
2,108.9
|
|
|
2,001.0
|
|
|
1,892.4
|
|
|
1,835.9
|
|
|
1,842.1
|
|
|||||
Depreciation and amortization
|
|
156.6
|
|
|
154.4
|
|
|
166.5
|
|
|
176.5
|
|
|
186.3
|
|
|||||
Goodwill impairments
(1)
|
|
—
|
|
|
—
|
|
|
10.2
|
|
|
627.0
|
|
|
—
|
|
|||||
Asset impairments and restructuring charges
(2)
|
|
4.6
|
|
|
2.2
|
|
|
18.5
|
|
|
53.7
|
|
|
81.2
|
|
|||||
Operating earnings (loss)
|
|
648.2
|
|
|
618.3
|
|
|
573.5
|
|
|
(41.6
|
)
|
|
569.9
|
|
|||||
Interest expense, net
|
|
23.0
|
|
|
10.0
|
|
|
4.7
|
|
|
3.3
|
|
|
19.8
|
|
|||||
Debt extinguishment expense
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|||||
Earnings (loss) before income tax expense
|
|
625.2
|
|
|
608.3
|
|
|
568.8
|
|
|
(44.9
|
)
|
|
549.1
|
|
|||||
Income tax expense
|
|
222.4
|
|
|
215.2
|
|
|
214.6
|
|
|
224.9
|
|
|
210.6
|
|
|||||
Net income (loss)
|
|
402.8
|
|
|
393.1
|
|
|
354.2
|
|
|
(269.8
|
)
|
|
338.5
|
|
|||||
Net loss attributable to noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.1
|
|
|
1.4
|
|
|||||
Net income (loss) attributable to GameStop Corp.
|
|
$
|
402.8
|
|
|
$
|
393.1
|
|
|
$
|
354.2
|
|
|
$
|
(269.7
|
)
|
|
$
|
339.9
|
|
Basic net income (loss) per common share
|
|
$
|
3.80
|
|
|
$
|
3.50
|
|
|
$
|
3.02
|
|
|
$
|
(2.13
|
)
|
|
$
|
2.43
|
|
Diluted net income (loss) per common share
|
|
$
|
3.78
|
|
|
$
|
3.47
|
|
|
$
|
2.99
|
|
|
$
|
(2.13
|
)
|
|
$
|
2.41
|
|
Dividends per common share
|
|
$
|
1.44
|
|
|
$
|
1.32
|
|
|
$
|
1.10
|
|
|
$
|
0.80
|
|
|
$
|
—
|
|
Weighted-average common shares outstanding —basic
|
|
106.0
|
|
|
112.2
|
|
|
117.2
|
|
|
126.4
|
|
|
139.9
|
|
|||||
Weighted-average common shares outstanding —diluted
|
|
106.7
|
|
|
113.2
|
|
|
118.4
|
|
|
126.4
|
|
|
141.0
|
|
|||||
Store Operating Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Number of stores by segment
|
|
|
|
|
|
|
|
|
|
|
||||||||||
United States
|
|
4,013
|
|
|
4,138
|
|
|
4,249
|
|
|
4,425
|
|
|
4,503
|
|
|||||
Canada
|
|
325
|
|
|
331
|
|
|
335
|
|
|
336
|
|
|
346
|
|
|||||
Australia
|
|
444
|
|
|
421
|
|
|
418
|
|
|
416
|
|
|
411
|
|
|||||
Europe
|
|
1,299
|
|
|
1,316
|
|
|
1,455
|
|
|
1,425
|
|
|
1,423
|
|
|||||
Technology Brands
|
|
1,036
|
|
|
484
|
|
|
218
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
7,117
|
|
|
6,690
|
|
|
6,675
|
|
|
6,602
|
|
|
6,683
|
|
|||||
Comparable store sales increase (decrease)
(3)
|
|
4.3
|
%
|
|
3.4
|
%
|
|
3.8
|
%
|
|
(8.0
|
)%
|
|
(2.1
|
)%
|
|||||
Inventory turnover
|
|
5.2
|
|
|
5.7
|
|
|
5.3
|
|
|
5.0
|
|
|
5.1
|
|
|||||
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Working capital
|
|
$
|
144.4
|
|
|
$
|
422.8
|
|
|
$
|
223.6
|
|
|
$
|
295.6
|
|
|
$
|
363.4
|
|
Total assets
|
|
4,334.9
|
|
|
4,246.3
|
|
|
4,091.4
|
|
|
3,872.2
|
|
|
4,608.2
|
|
|||||
Total debt
(4)
|
|
350.4
|
|
|
355.7
|
|
|
4.0
|
|
|
—
|
|
|
—
|
|
|||||
Total liabilities
|
|
2,253.9
|
|
|
2,178.6
|
|
|
1,840.0
|
|
|
1,585.9
|
|
|
1,568.0
|
|
|||||
Total equity
|
|
2,081.0
|
|
|
2,067.7
|
|
|
2,251.4
|
|
|
2,286.3
|
|
|
3,040.2
|
|
(1)
|
Results for fiscal 2013 include a goodwill impairment charge of $10.2 million related to our decision to abandon our investment in Spawn Labs. Results for fiscal 2012 include charges related to goodwill impairments of $627.0 million resulting from our interim goodwill impairment tests performed during the third quarter of fiscal 2012. See Note 9, "Goodwill and Intangible Assets," to our consolidated financial statements for further information regarding our goodwill impairment charges.
|
(2)
|
Results for fiscal 2015 include impairment charges of
$4.6 million
, comprised of
$4.4 million
of property and equipment impairments and
$0.2 million
of intangible asset impairments. Results for fiscal 2014 include impairment charges of $2.2 million, comprised of $1.9 million of property and equipment impairments and $0.3 million of intangible asset impairments. Results for fiscal 2013 include impairments of $18.5 million, of which $7.4 million and $2.1 million were related to certain technology assets and other intangible assets, respectively, as a result of our decision to abandon our investment in Spawn Labs and the remaining $9.0 million was related to property and equipment impairments resulting from our evaluation of store property, equipment and other assets. Results for fiscal 2012 include charges related to asset impairments of $53.7 million, of which $44.9 million relates to the impairment of the Micromania trade name and $8.8 million relates to other impairment charges from the evaluations of store property, equipment and other assets. Results for fiscal 2011 include charges related to asset impairments and restructuring charges of $81.2 million, of which $37.8 million relates to the impairment of the Micromania trade name, $22.7 million relates to the impairment of investments in non-core businesses and $20.7 million relates to other impairments, termination benefits and facility closure costs.
|
(3)
|
Comparable store sales is a measure commonly used in the retail industry and indicates store performance by measuring the growth in sales for certain stores for a particular period over the corresponding period in the prior year. Our comparable store sales are comprised of sales from our Video Game Brands stores operating for at least 12 full months as well as sales related to our websites and sales we earn from sales of pre-owned merchandise to wholesalers or dealers. Comparable store sales for our international operating segments exclude the effect of changes in foreign currency exchange rates. The calculation of comparable store sales for the 52 weeks ended January 30, 2016 compares the 52 weeks for the period ended January 30, 2016 to the most closely comparable weeks for the prior year period. The method of calculating comparable store sales varies across the retail industry. As a result, our method of calculating comparable store sales may not be the same as other retailers’ methods. Our Technology Brands stores are excluded from the calculation of comparable store sales. We do not consider comparable store sales to be a meaningful metric in evaluating the performance of our Technology Brands stores due to the frequently changing nature of revenue streams and commission structures associated with this segment of our business. We believe our calculation of comparable store sales best represents our strategy as an omnichannel retailer who provides its consumers several ways to access its products.
|
(4)
|
On September 24, 2014, we issued $350.0 million aggregate principal amount of our unsecured 5.50% 2019 Senior Notes. The 2019 Senior Notes bear interest at the rate of 5.50% per annum with interest payable semi-annually in arrears on April 1 and October 1 of each year beginning on April 1, 2015. The 2019 Senior Notes were sold in a private placement and are not registered under the U.S. Securities Act of 1933. The 2019 Senior Notes were offered in the U.S. to “qualified institutional buyers” pursuant to the exemption from registration under Rule 144A of the Securities Act and in exempted offshore transactions pursuant to Regulation S under the Securities Act. See Note 10, "Debt," to our consolidated financial statements for additional information regarding the 2019 Senior Notes.
|
Item 7.
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|||||||||||||||
|
|
Dollars
|
|
Percent
|
|
Dollars
|
|
Percent
|
|
Dollars
|
|
Percent
|
|||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Net sales
|
|
$
|
9,363.8
|
|
|
100.0
|
%
|
|
$
|
9,296.0
|
|
|
100.0
|
%
|
|
$
|
9,039.5
|
|
|
100.0
|
%
|
Cost of sales
|
|
6,445.5
|
|
|
68.8
|
|
|
6,520.1
|
|
|
70.1
|
|
|
6,378.4
|
|
|
70.6
|
|
|||
Gross profit
|
|
2,918.3
|
|
|
31.2
|
|
|
2,775.9
|
|
|
29.9
|
|
|
2,661.1
|
|
|
29.4
|
|
|||
Selling, general and administrative expenses
|
|
2,108.9
|
|
|
22.6
|
|
|
2,001.0
|
|
|
21.6
|
|
|
1,892.4
|
|
|
21.0
|
|
|||
Depreciation and amortization
|
|
156.6
|
|
|
1.7
|
|
|
154.4
|
|
|
1.7
|
|
|
166.5
|
|
|
1.8
|
|
|||
Goodwill impairments
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10.2
|
|
|
0.1
|
|
|||
Asset impairments
|
|
4.6
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
|
18.5
|
|
|
0.2
|
|
|||
Operating earnings
|
|
648.2
|
|
|
6.9
|
|
|
618.3
|
|
|
6.6
|
|
|
573.5
|
|
|
6.3
|
|
|||
Interest expense, net
|
|
23.0
|
|
|
0.2
|
|
|
10.0
|
|
|
0.1
|
|
|
4.7
|
|
|
—
|
|
|||
Earnings before income tax expense
|
|
625.2
|
|
|
6.7
|
|
|
608.3
|
|
|
6.5
|
|
|
568.8
|
|
|
6.3
|
|
|||
Income tax expense
|
|
222.4
|
|
|
2.4
|
|
|
215.2
|
|
|
2.3
|
|
|
214.6
|
|
|
2.4
|
|
|||
Net income
|
|
$
|
402.8
|
|
|
4.3
|
%
|
|
$
|
393.1
|
|
|
4.2
|
%
|
|
$
|
354.2
|
|
|
3.9
|
%
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|||||||||||||||
|
|
Net
Sales
|
|
Percent
of Total
|
|
Net
Sales
|
|
Percent
of Total
|
|
Net
Sales
|
|
Percent
of Total
|
|||||||||
Net Sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
New video game hardware
(1)
|
|
$
|
1,944.7
|
|
|
20.8
|
%
|
|
$
|
2,028.7
|
|
|
21.8
|
%
|
|
$
|
1,730.0
|
|
|
19.1
|
%
|
New video game software
|
|
2,905.1
|
|
|
31.0
|
|
|
3,089.0
|
|
|
33.2
|
|
|
3,480.9
|
|
|
38.5
|
|
|||
Pre-owned and value video game products
|
|
2,374.7
|
|
|
25.4
|
|
|
2,389.3
|
|
|
25.7
|
|
|
2,329.8
|
|
|
25.8
|
|
|||
Video game accessories
|
|
703.0
|
|
|
7.5
|
|
|
653.6
|
|
|
7.1
|
|
|
560.6
|
|
|
6.2
|
|
|||
Digital
|
|
188.3
|
|
|
2.0
|
|
|
216.3
|
|
|
2.3
|
|
|
217.7
|
|
|
2.4
|
|
|||
Mobile and consumer electronics
|
|
652.8
|
|
|
7.0
|
|
|
518.8
|
|
|
5.6
|
|
|
303.7
|
|
|
3.4
|
|
|||
Other
(2)
|
|
595.2
|
|
|
6.3
|
|
|
400.3
|
|
|
4.3
|
|
|
416.8
|
|
|
4.6
|
|
|||
Total
|
|
$
|
9,363.8
|
|
|
100.0
|
%
|
|
$
|
9,296.0
|
|
|
100.0
|
%
|
|
$
|
9,039.5
|
|
|
100.0
|
%
|
(1)
|
Includes sales of hardware bundles, in which physical hardware and digital or physical software are sold together as a single SKU.
|
(2)
|
Other products include revenues from collectibles (including sales from our newly acquired ThinkGeek operation, beginning in July 2015), the sales of PC entertainment software, interactive toys, strategy guides and revenues from PowerUp Pro loyalty members receiving
Game Informer
magazine in physical form.
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|||||||||||||||
|
|
Gross
Profit
|
|
Gross
Profit
Percent
|
|
Gross
Profit
|
|
Gross
Profit
Percent
|
|
Gross
Profit
|
|
Gross
Profit
Percent
|
|||||||||
Gross Profit:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
New video game hardware
(1)
|
|
$
|
175.5
|
|
|
9.0
|
%
|
|
$
|
196.6
|
|
|
9.7
|
%
|
|
$
|
176.5
|
|
|
10.2
|
%
|
New video game software
|
|
689.3
|
|
|
23.7
|
|
|
716.9
|
|
|
23.2
|
|
|
805.3
|
|
|
23.1
|
|
|||
Pre-owned and value video game products
|
|
1,114.5
|
|
|
46.9
|
|
|
1,146.3
|
|
|
48.0
|
|
|
1,093.9
|
|
|
47.0
|
|
|||
Video game accessories
|
|
255.5
|
|
|
36.3
|
|
|
246.1
|
|
|
37.7
|
|
|
220.5
|
|
|
39.3
|
|
|||
Digital
|
|
149.6
|
|
|
79.4
|
|
|
152.0
|
|
|
70.3
|
|
|
149.2
|
|
|
68.5
|
|
|||
Mobile and consumer electronics
|
|
328.6
|
|
|
50.3
|
|
|
186.7
|
|
|
36.0
|
|
|
65.1
|
|
|
21.4
|
|
|||
Other
(2)
|
|
205.3
|
|
|
34.5
|
|
|
131.3
|
|
|
32.8
|
|
|
150.6
|
|
|
36.1
|
|
|||
Total
|
|
$
|
2,918.3
|
|
|
31.2
|
%
|
|
$
|
2,775.9
|
|
|
29.9
|
%
|
|
$
|
2,661.1
|
|
|
29.4
|
%
|
(1)
|
Includes sales of hardware bundles, in which physical hardware and digital or physical software are sold together as a single SKU.
|
(2)
|
Other products include revenues from collectibles (including sales from our newly acquired ThinkGeek operation, beginning in July 2015), the sales of PC entertainment software, interactive toys, strategy guides and revenues from PowerUp Pro loyalty members receiving
Game Informer
magazine in physical form.
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
Change
|
|||||||||
|
|
Dollars in millions
|
|
Dollars in millions
|
|
$
|
|
%
|
|||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|||||||
Net sales
|
|
$
|
9,363.8
|
|
|
$
|
9,296.0
|
|
|
$
|
67.8
|
|
|
0.7
|
%
|
Cost of sales
|
|
6,445.5
|
|
|
6,520.1
|
|
|
(74.6
|
)
|
|
(1.1
|
)
|
|||
Gross profit
|
|
2,918.3
|
|
|
2,775.9
|
|
|
142.4
|
|
|
5.1
|
|
|||
Selling, general and administrative expenses
|
|
2,108.9
|
|
|
2,001.0
|
|
|
107.9
|
|
|
5.4
|
|
|||
Depreciation and amortization
|
|
156.6
|
|
|
154.4
|
|
|
2.2
|
|
|
1.4
|
|
|||
Asset impairments
|
|
4.6
|
|
|
2.2
|
|
|
2.4
|
|
|
109.1
|
|
|||
Operating earnings
|
|
648.2
|
|
|
618.3
|
|
|
29.9
|
|
|
4.8
|
|
|||
Interest expense, net
|
|
23.0
|
|
|
10.0
|
|
|
13.0
|
|
|
130.0
|
|
|||
Earnings before income tax expense
|
|
625.2
|
|
|
608.3
|
|
|
16.9
|
|
|
2.8
|
|
|||
Income tax expense
|
|
222.4
|
|
|
215.2
|
|
|
7.2
|
|
|
3.3
|
|
|||
Net income
|
|
$
|
402.8
|
|
|
$
|
393.1
|
|
|
$
|
9.7
|
|
|
2.5
|
%
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
Change
|
|||||||||
|
|
Dollars in millions
|
|
Dollars in millions
|
|
$
|
|
%
|
|||||||
Net Sales:
|
|
|
|
|
|
|
|
|
|||||||
New video game hardware
(1)
|
|
$
|
1,944.7
|
|
|
$
|
2,028.7
|
|
|
$
|
(84.0
|
)
|
|
(4.1
|
)%
|
New video game software
|
|
2,905.1
|
|
|
3,089.0
|
|
|
(183.9
|
)
|
|
(6.0
|
)
|
|||
Pre-owned and value video game products
|
|
2,374.7
|
|
|
2,389.3
|
|
|
(14.6
|
)
|
|
(0.6
|
)
|
|||
Video game accessories
|
|
703.0
|
|
|
653.6
|
|
|
49.4
|
|
|
7.6
|
|
|||
Digital
|
|
188.3
|
|
|
216.3
|
|
|
(28.0
|
)
|
|
(12.9
|
)
|
|||
Mobile and consumer electronics
|
|
652.8
|
|
|
518.8
|
|
|
134.0
|
|
|
25.8
|
|
|||
Other
(2)
|
|
595.2
|
|
|
400.3
|
|
|
194.9
|
|
|
48.7
|
|
|||
Total
|
|
$
|
9,363.8
|
|
|
$
|
9,296.0
|
|
|
$
|
67.8
|
|
|
0.7
|
%
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
Change
|
|||||||||
|
|
Dollars in millions
|
|
Dollars in millions
|
|
$
|
|
%
|
|||||||
Gross Profit:
|
|
|
|
|
|
|
|
|
|||||||
New video game hardware
(1)
|
|
$
|
175.5
|
|
|
$
|
196.6
|
|
|
$
|
(21.1
|
)
|
|
(10.7
|
)%
|
New video game software
|
|
689.3
|
|
|
716.9
|
|
|
(27.6
|
)
|
|
(3.8
|
)%
|
|||
Pre-owned and value video game products
|
|
1,114.5
|
|
|
1,146.3
|
|
|
(31.8
|
)
|
|
(2.8
|
)
|
|||
Video game accessories
|
|
255.5
|
|
|
246.1
|
|
|
9.4
|
|
|
3.8
|
|
|||
Digital
|
|
149.6
|
|
|
152.0
|
|
|
(2.4
|
)
|
|
(1.6
|
)
|
|||
Mobile and consumer electronics
|
|
328.6
|
|
|
186.7
|
|
|
141.9
|
|
|
76.0
|
|
|||
Other
(2)
|
|
205.3
|
|
|
131.3
|
|
|
74.0
|
|
|
56.4
|
|
|||
Total
|
|
$
|
2,918.3
|
|
|
$
|
2,775.9
|
|
|
$
|
142.4
|
|
|
5.1
|
%
|
(1)
|
Includes sales of hardware bundles, in which physical hardware and digital or physical software are sold together as a single SKU.
|
(2)
|
Other products include revenues from collectibles (including sales from our newly acquired ThinkGeek operation, beginning in July 2015), the sales of PC entertainment software, interactive toys, strategy guides and revenues from PowerUp Pro loyalty members receiving
Game Informer
magazine in physical form.
|
•
|
Sales of other product categories increased
$194.9 million
, or
48.7%
, for fiscal 2015 as compared to fiscal 2014, primarily due to the addition of our ThinkGeek business and growth in sales of interactive toys and collectibles that we continue to expand globally.
|
•
|
Mobile and consumer electronics sales increased
$134.0 million
, or
25.8%
, for fiscal 2015 as compared to fiscal 2014, due to the acquisition and opening of stores within the Technology Brands segment. Sales related to the Technology Brands segment increased $205.4 million for fiscal 2015 compared to the prior year period.
|
•
|
Video game accessories sales increased
$49.4 million
, or
7.6%
, for fiscal 2015 as compared to fiscal 2014, due to sales of accessories for use with the next generation consoles.
|
•
|
New video game software sales decreased
$183.9 million
, or
6.0%
, for fiscal 2015 as compared to fiscal 2014, primarily due to unfavorable foreign exchange rate fluctuations, which had the effect of decreasing net sales by
$157.7 million
for the current year period as compared to the prior year. Excluding the effects of currency, new video game software sales decreased
$26.2 million
due to fewer new titles that were released in fiscal 2015 as compared to fiscal 2014 and the decline in prior generation software sales. We expect the decline in prior generation software sales to continue.
|
•
|
New video game hardware sales decreased
$84.0 million
, or
4.1%
, for fiscal 2015 as compared to fiscal 2014, primarily due to the reduction in price on both the PS4 and Xbox One as well as unfavorable foreign exchange rate fluctuations, which had the effect of decreasing net sales by
$99.2 million
for the current year as compared to the prior year.
|
•
|
Digital sales decreased
$28.0 million
, or
12.9%
, for fiscal 2015 as compared to fiscal 2014, primarily due to unfavorable foreign exchange rate fluctuations, which had the effect of decreasing net sales by
$11.4 million
for the current year period as compared to the prior year and a larger portion of sales recognized on a net basis compared to the prior year period.
|
•
|
Pre-owned and value video game product sales decreased
$14.6 million
, or
0.6%
, for fiscal 2015 as compared to fiscal 2014, primarily due to unfavorable foreign exchange rate fluctuations, which had the effect of decreasing net sales by
$94.6 million
for the current year as compared to the prior year. Excluding the effects of currency, sales increased
$80.0 million
due to stronger sell-through of the next generation video game products related to the new console cycle.
|
•
|
Gross profit as a percentage of sales on mobile and consumer electronics sales increased to
50.3%
in fiscal 2015 from
36.0%
in fiscal 2014 due to an increase in the mix of Technology Brand segment sales related to the acquisition and opening of new stores during the year. Sales in the Technology Brands segment have higher margin than other mobile and consumer electronic sales in the category.
|
•
|
Gross profit as a percentage of sales on other product categories increased to
34.5%
in fiscal 2015 from
32.8%
in fiscal 2014, due to an increase in collectibles sales including our recently acquired ThinkGeek business. Collectibles sales carry a higher gross margin percentage than the other items in this category.
|
•
|
Gross profit as a percentage of sales on digital sales increased to
79.4%
in fiscal 2015 from
70.3%
in fiscal 2014 primarily due to a larger portion of sales recognized on a net basis in fiscal 2015 compared to the prior year.
|
•
|
Gross profit as a percentage of sales on pre-owned and value video game products decreased to
46.9%
in fiscal 2015 from
48.0%
in fiscal 2014. The gross profit percentage decrease was driven by a greater mix of sales of next generation video game products, which carry lower margins early in the console cycle compared to the prior generation products. As the console cycle matures, we generally expect gross margin on the sales of pre-owned next generation video game products to increase.
|
•
|
Gross profit as a percentage of sales on video game accessories decreased to
36.3%
in fiscal 2015 from
37.7%
in fiscal 2014, due to the increased mix of controllers sales, which carry lower gross margins relative to the total video game accessories category.
|
|
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|
Change
|
|||||||||
|
|
Dollars in millions
|
|
Dollars in millions
|
|
$
|
|
%
|
|||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|||||||
Net sales
|
|
$
|
9,296.0
|
|
|
$
|
9,039.5
|
|
|
$
|
256.5
|
|
|
2.8
|
%
|
Cost of sales
|
|
6,520.1
|
|
|
6,378.4
|
|
|
141.7
|
|
|
2.2
|
|
|||
Gross profit
|
|
2,775.9
|
|
|
2,661.1
|
|
|
114.8
|
|
|
4.3
|
|
|||
Selling, general and administrative expenses
|
|
2,001.0
|
|
|
1,892.4
|
|
|
108.6
|
|
|
5.7
|
|
|||
Depreciation and amortization
|
|
154.4
|
|
|
166.5
|
|
|
(12.1
|
)
|
|
(7.3
|
)
|
|||
Goodwill impairments
|
|
—
|
|
|
10.2
|
|
|
(10.2
|
)
|
|
(100.0
|
)
|
|||
Asset impairments
|
|
2.2
|
|
|
18.5
|
|
|
(16.3
|
)
|
|
(88.1
|
)
|
|||
Operating earnings
|
|
618.3
|
|
|
573.5
|
|
|
44.8
|
|
|
7.8
|
|
|||
Interest expense, net
|
|
10.0
|
|
|
4.7
|
|
|
5.3
|
|
|
112.8
|
|
|||
Earnings before income tax expense
|
|
608.3
|
|
|
568.8
|
|
|
39.5
|
|
|
6.9
|
|
|||
Income tax expense
|
|
215.2
|
|
|
214.6
|
|
|
0.6
|
|
|
0.3
|
|
|||
Net income
|
|
$
|
393.1
|
|
|
$
|
354.2
|
|
|
$
|
38.9
|
|
|
11.0
|
%
|
|
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|
Change
|
|||||||||
|
|
Dollars in millions
|
|
Dollars in millions
|
|
$
|
|
%
|
|||||||
Net Sales:
|
|
|
|
|
|
|
|
|
|||||||
New video game hardware
(1)
|
|
$
|
2,028.7
|
|
|
$
|
1,730.0
|
|
|
$
|
298.7
|
|
|
17.3
|
%
|
New video game software
|
|
3,089.0
|
|
|
3,480.9
|
|
|
(391.9
|
)
|
|
(11.3
|
)
|
|||
Pre-owned and value video game products
|
|
2,389.3
|
|
|
2,329.8
|
|
|
59.5
|
|
|
2.6
|
|
|||
Video game accessories
|
|
653.6
|
|
|
560.6
|
|
|
93.0
|
|
|
16.6
|
|
|||
Digital
|
|
216.3
|
|
|
217.7
|
|
|
(1.4
|
)
|
|
(0.6
|
)
|
|||
Mobile and consumer electronics
|
|
518.8
|
|
|
303.7
|
|
|
215.1
|
|
|
70.8
|
|
|||
Other
(2)
|
|
400.3
|
|
|
416.8
|
|
|
(16.5
|
)
|
|
(4.0
|
)
|
|||
Total
|
|
$
|
9,296.0
|
|
|
$
|
9,039.5
|
|
|
$
|
256.5
|
|
|
2.8
|
%
|
|
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|
Change
|
|||||||||
|
|
Dollars in millions
|
|
Dollars in millions
|
|
$
|
|
%
|
|||||||
Gross Profit:
|
|
|
|
|
|
|
|
|
|||||||
New video game hardware
(1)
|
|
$
|
196.6
|
|
|
$
|
176.5
|
|
|
$
|
20.1
|
|
|
11.4
|
%
|
New video game software
|
|
716.9
|
|
|
805.3
|
|
|
(88.4
|
)
|
|
(11.0
|
)
|
|||
Pre-owned and value video game products
|
|
1,146.3
|
|
|
1,093.9
|
|
|
52.4
|
|
|
4.8
|
|
|||
Video game accessories
|
|
246.1
|
|
|
220.5
|
|
|
25.6
|
|
|
11.6
|
|
|||
Digital
|
|
152.0
|
|
|
149.2
|
|
|
2.8
|
|
|
1.9
|
|
|||
Mobile and consumer electronics
|
|
186.7
|
|
|
65.1
|
|
|
121.6
|
|
|
186.8
|
|
|||
Other
(2)
|
|
131.3
|
|
|
150.6
|
|
|
(19.3
|
)
|
|
(12.8
|
)
|
|||
Total
|
|
$
|
2,775.9
|
|
|
$
|
2,661.1
|
|
|
$
|
114.8
|
|
|
4.3
|
%
|
(1)
|
Includes sales of hardware bundles, in which hardware and digital games are generally sold together as a single SKU.
|
(2)
|
Other products include revenues from the sales of PC entertainment software, interactive toys and licensed merchandise, strategy guides and revenues from PowerUp Pro loyalty members receiving
Game Informer
magazine in physical form.
|
•
|
New video game hardware sales increased
$298.7 million
, or
17.3%
, for fiscal 2014 compared to fiscal 2013, primarily attributable to an increase in hardware unit sell-through due to the launches of the Microsoft Xbox One and the Sony PlayStation 4 in November 2013. These increases were partially offset by declines in sales of previous generation hardware.
|
•
|
Pre-owned and value video game product sales increased
$59.5 million
, or
2.6%
, for fiscal 2014 as compared to fiscal 2013, primarily due to trade growth and an increase in pre-owned hardware sales resulting from the release of Microsoft Xbox One and the Sony PlayStation 4 in November 2013.
|
•
|
Video game accessories sales increased
$93.0 million
, or
16.6%
, for fiscal 2014 as compared to fiscal 2013, due to sales of accessories for use with the recently launched consoles.
|
•
|
Mobile and consumer electronics sales increased
$215.1 million
, or
70.8%
, for fiscal 2014 as compared to fiscal 2013, due to the acquisitions of stores within the Technology Brands segment. Sales related to the Technology Brands segment increased
$265.8 million
for fiscal 2014 compared to the prior year period.
|
•
|
New video game software sales decreased
$391.9 million
, or
11.3%
, for fiscal 2014 compared to fiscal 2013, primarily due to a decline in prior generation software sales and a weaker lineup of new titles released during fiscal 2014 as compared to fiscal 2013.
|
•
|
Sales of other product categories decreased
$16.5 million
, or
4.0%
, for fiscal 2014 as compared to fiscal 2013, primarily due to a decrease in
Game Informer
physical subscriptions as a result of the shift to digital subscriptions, which are reflected in the digital product category, lower sales of strategy guides and fewer new titles of PC entertainment software released during the current year period. These decreases were partially offset by an increase in the sale of interactive toys during fiscal 2014 as compared to fiscal 2013.
|
•
|
Gross profit as a percentage of sales on pre-owned and value video game products increased to 48.0% in fiscal 2014 from 47.0% in fiscal 2013 due to higher promotional activity in the prior year, as well as the increase in gross profit percentage that occurs as prior generation video game platforms mature.
|
•
|
Gross profit as a percentage of sales on digital sales increased to 70.3% in fiscal 2014 from 68.5% in fiscal 2013 due to the growth of Kongregate, our platform for web and mobile gaming, as well as the conversion of certain digital revenue streams from a full retail price revenue arrangement to commission revenue, which has the effect of decreasing sales with no impact on gross profit.
|
•
|
Gross profit as a percentage of sales on mobile and consumer electronics revenues increased to 36.0% in fiscal 2014 from 21.4% in fiscal 2013 due to the acquisition and opening of new stores within the Technology Brands segment.
|
•
|
Gross profit as a percentage of sales on new video game hardware decreased to 9.7% in fiscal 2014 from 10.2% in fiscal 2013. The gross profit percentage decrease was driven by the mix of next generation console sales, which carry lower margins compared to the prior generation.
|
•
|
Gross profit as a percentage of sales on video game accessories decreased to 37.7% in fiscal 2014 from 39.3% in fiscal 2013, due to the mix of next generation accessories sales, which carry lower gross margins relative to the total video game accessories category.
|
•
|
Gross profit as a percentage of sales on other product categories decreased to 32.8% in fiscal 2014 from 36.1% in fiscal 2013, due to a decrease in
Game Informer
physical subscriptions as a result of the shift to digital subscriptions, which are reflected in the digital product category.
|
As of and for the Fiscal Year Ended January 30, 2016
|
|
United
States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Consolidated
|
||||||||||||
Net sales
|
|
$
|
6,435.1
|
|
|
$
|
446.6
|
|
|
$
|
591.4
|
|
|
$
|
1,356.7
|
|
|
$
|
534.0
|
|
|
$
|
9,363.8
|
|
Segment operating earnings
|
|
$
|
504.3
|
|
|
$
|
29.4
|
|
|
$
|
38.7
|
|
|
$
|
48.8
|
|
|
$
|
27.0
|
|
|
$
|
648.2
|
|
Segment Operating data:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Store count
|
|
4,013
|
|
|
325
|
|
|
444
|
|
|
1,299
|
|
|
1,036
|
|
|
7,117
|
|
||||||
Comparable store sales
(1)
|
|
4.8
|
%
|
|
9.8
|
%
|
|
7.5
|
%
|
|
(0.8
|
)%
|
|
n/a
|
|
|
4.3
|
%
|
As of and for the Fiscal Year Ended January 31, 2015
|
|
United
States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Consolidated
|
||||||||||||
Net sales
|
|
$
|
6,193.5
|
|
|
$
|
476.4
|
|
|
$
|
644.7
|
|
|
$
|
1,652.8
|
|
|
$
|
328.6
|
|
|
$
|
9,296.0
|
|
Segment operating earnings
|
|
$
|
483.2
|
|
|
$
|
28.3
|
|
|
$
|
38.0
|
|
|
$
|
35.9
|
|
|
$
|
32.9
|
|
|
$
|
618.3
|
|
Segment Operating data:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Store count
|
|
4,138
|
|
|
331
|
|
|
421
|
|
|
1,316
|
|
|
484
|
|
|
6,690
|
|
||||||
Comparable store sales
(1)
|
|
2.5
|
%
|
|
9.3
|
%
|
|
10.6
|
%
|
|
2.3
|
%
|
|
n/a
|
|
|
3.4
|
%
|
As of and for the Fiscal Year Ended February 1, 2014
|
|
United
States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Consolidated
|
||||||||||||
Net sales
|
|
$
|
6,160.4
|
|
|
$
|
468.8
|
|
|
$
|
613.7
|
|
|
$
|
1,733.8
|
|
|
$
|
62.8
|
|
|
$
|
9,039.5
|
|
Segment operating earnings (loss)
|
|
$
|
465.3
|
|
|
$
|
26.6
|
|
|
$
|
37.5
|
|
|
$
|
44.3
|
|
|
$
|
(0.2
|
)
|
|
$
|
573.5
|
|
Segment Operating data:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Store count
|
|
4,249
|
|
|
335
|
|
|
418
|
|
|
1,455
|
|
|
218
|
|
|
6,675
|
|
||||||
Comparable store sales
(1)
|
|
3.0
|
%
|
|
5.7
|
%
|
|
12.6
|
%
|
|
3.2
|
%
|
|
n/a
|
|
|
3.8
|
%
|
(1)
|
Our Technology Brands stores are excluded from the calculation of comparable store sales. Refer to the note to the Selected Financial Data table in "Item 6 — Selected Financial Data" for a discussion of the calculation of comparable store sales.
|
|
|
Payments Due by Period
|
||||||||||||||||||
Contractual Obligations
|
|
Total
|
|
Less Than
1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
More Than
5 Years
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Operating Leases
|
|
$
|
1,067.8
|
|
|
$
|
336.1
|
|
|
$
|
429.1
|
|
|
$
|
187.9
|
|
|
$
|
114.7
|
|
Purchase Obligations
(1)
|
|
630.9
|
|
|
630.1
|
|
|
0.8
|
|
|
—
|
|
|
—
|
|
|||||
2019 Senior Notes
|
|
350.0
|
|
|
—
|
|
|
—
|
|
|
350.0
|
|
|
—
|
|
|||||
Interest payments on 2019 Senior Notes
|
|
77.1
|
|
|
19.3
|
|
|
38.5
|
|
|
19.3
|
|
|
—
|
|
|||||
Total
(2)
|
|
$
|
2,125.8
|
|
|
$
|
985.5
|
|
|
$
|
468.4
|
|
|
$
|
557.2
|
|
|
$
|
114.7
|
|
(1)
|
Purchase obligations represent outstanding purchase orders for merchandise from vendors. These purchase orders are generally cancelable until shipment of the products.
|
(2)
|
As of
January 30, 2016
, we had $
30.0
million of income tax liability related to unrecognized tax benefits in other long-term liabilities in our consolidated balance sheet. At the time of this filing, the settlement period for the noncurrent portion of our income tax liability (and the timing of any related payments) cannot be reasonably determined and therefore these liabilities are excluded from the table above. In addition, certain payments related to unrecognized tax benefits would be partially offset by reductions in payments in other jurisdictions. See Note 13, "Income Taxes," to our consolidated financial statements for further information regarding our uncertain tax positions.
|
Item 7A.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 8.
|
Financial Statements and Supplementary Data
|
Item 9.
|
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
|
Item 9A.
|
Controls and Procedures
|
|
|
|
DELOITTE & TOUCHE LLP
|
Item 9B.
|
Other Information
|
Item 10.
|
Directors, Executive Officers and Corporate Governance*
|
Item 11.
|
Executive Compensation*
|
Item 12.
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters*
|
Item 13.
|
Certain Relationships and Related Transactions, and Director Independence*
|
Item 14.
|
Principal Accountant Fees and Services*
|
Item 15.
|
Exhibits and Financial Statement Schedule
|
(a)
|
The following documents are filed as a part of this Form 10-K:
|
(1)
|
Index and Consolidated Financial Statements
|
(2)
|
Financial Statement Schedules required to be filed by Item 8 of this Form 10-K:
|
(b)
|
Exhibits
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
Balance at
Beginning
of Period
|
|
Charged to
Costs and
Expenses
|
|
Charged
to Other
Accounts-
Accounts
Payable (1)
|
|
Deductions-
Write-Offs
Net of
Recoveries
|
|
Balance at
End of
Period
|
||||||||||
|
|
(In millions)
|
||||||||||||||||||
Inventory Reserve, deducted from asset accounts
|
|
|
|
|
|
|
|
|
|
|
||||||||||
52 Weeks Ended January 30, 2016
|
|
$
|
69.3
|
|
|
$
|
36.9
|
|
|
$
|
58.2
|
|
|
$
|
102.9
|
|
|
$
|
61.5
|
|
52 Weeks Ended January 31, 2015
|
|
76.5
|
|
|
40.9
|
|
|
55.8
|
|
|
103.9
|
|
|
69.3
|
|
|||||
52 Weeks Ended February 1, 2014
|
|
83.8
|
|
|
40.6
|
|
|
32.0
|
|
|
79.9
|
|
|
76.5
|
|
|
GAMESTOP CORP.
|
|
|
|
|
|
By:
|
/s/ J. P
AUL
R
AINES
|
|
|
J. Paul Raines
|
|
|
Chief Executive Officer and Director
|
Name
|
|
Capacity
|
|
Date
|
|
|
|
||
/s/ J. P
AUL
R
AINES
|
|
Chief Executive Officer and Director
|
|
March 28, 2016
|
J. Paul Raines
|
|
(Principal Executive Officer)
|
|
|
|
|
|
||
/s/ D
ANIEL
A. D
E
M
ATTEO
|
|
Executive Chairman and Director
|
|
March 28, 2016
|
Daniel A. DeMatteo
|
|
|
|
|
|
|
|
||
/s/ R
OBERT
A. L
LOYD
|
|
Executive Vice President and Chief Financial Officer
|
|
March 28, 2016
|
Robert A. Lloyd
|
|
(Principal Financial Officer)
|
|
|
|
|
|
||
/s/ T
ROY
W. C
RAWFORD
|
|
Senior Vice President, Chief Accounting Officer
|
|
March 28, 2016
|
Troy W. Crawford
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
||
/s/ J
EROME
L. D
AVIS
|
|
Director
|
|
March 28, 2016
|
Jerome L. Davis
|
|
|
|
|
|
|
|
||
/s/ R. R
ICHARD
F
ONTAINE
|
|
Director
|
|
March 28, 2016
|
R. Richard Fontaine
|
|
|
|
|
|
|
|
||
/s/ T
HOMAS
N. K
ELLY
J
R
.
|
|
Director
|
|
March 28, 2016
|
Thomas N. Kelly Jr.
|
|
|
|
|
|
|
|
|
|
/s/ S
HANE
S. K
IM
|
|
Director
|
|
March 28, 2016
|
Shane S. Kim
|
|
|
|
|
|
|
|
||
/s/ S
TEVEN
R. K
OONIN
|
|
Director
|
|
March 28, 2016
|
Steven R. Koonin
|
|
|
|
|
|
|
|
||
/s/ S
TEPHANIE
M. S
HERN
|
|
Director
|
|
March 28, 2016
|
Stephanie M. Shern
|
|
|
|
|
|
|
|
||
/s/ G
ERALD
R. S
ZCZEPANSKI
|
|
Director
|
|
March 28, 2016
|
Gerald R. Szczepanski
|
|
|
|
|
|
|
|
||
/s/ K
ATHY
P. V
RABECK
|
|
Director
|
|
March 28, 2016
|
Kathy P. Vrabeck
|
|
|
|
|
|
|
|
|
|
/s/ L
AWRENCE
S. Z
ILAVY
|
|
Director
|
|
March 28, 2016
|
Lawrence S. Zilavy
|
|
|
|
|
|
Page
|
GameStop Corp. Consolidated Financial Statements:
|
|
Consolidated Financial Statements:
|
|
|
|
|
DELOITTE & TOUCHE LLP
|
|
|
January 30,
2016 |
|
January 31,
2015 |
||||
|
|
(In millions, except par value per share)
|
||||||
ASSETS
|
||||||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
450.4
|
|
|
$
|
610.1
|
|
Receivables, net
|
|
176.5
|
|
|
113.5
|
|
||
Merchandise inventories, net
|
|
1,163.0
|
|
|
1,144.8
|
|
||
Deferred income taxes - current
|
|
—
|
|
|
65.6
|
|
||
Prepaid expenses and other current assets
|
|
148.9
|
|
|
128.5
|
|
||
Total current assets
|
|
1,938.8
|
|
|
2,062.5
|
|
||
Property and equipment:
|
|
|
|
|
||||
Land
|
|
17.3
|
|
|
18.3
|
|
||
Buildings and leasehold improvements
|
|
668.2
|
|
|
609.2
|
|
||
Fixtures and equipment
|
|
874.6
|
|
|
888.2
|
|
||
Total property and equipment
|
|
1,560.1
|
|
|
1,515.7
|
|
||
Less accumulated depreciation
|
|
1,075.6
|
|
|
1,061.5
|
|
||
Net property and equipment
|
|
484.5
|
|
|
454.2
|
|
||
Deferred income taxes - noncurrent
|
|
39.0
|
|
|
24.3
|
|
||
Goodwill
|
|
1,476.7
|
|
|
1,390.4
|
|
||
Other intangible assets, net
|
|
330.4
|
|
|
237.8
|
|
||
Other noncurrent assets
|
|
65.5
|
|
|
77.1
|
|
||
Total noncurrent assets
|
|
2,396.1
|
|
|
2,183.8
|
|
||
Total assets
|
|
$
|
4,334.9
|
|
|
$
|
4,246.3
|
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
||||||||
Current liabilities:
|
|
|
|
|
||||
Accounts payable
|
|
$
|
631.9
|
|
|
$
|
815.6
|
|
Accrued liabilities
|
|
1,041.0
|
|
|
803.6
|
|
||
Income taxes payable
|
|
121.1
|
|
|
15.4
|
|
||
Notes payable
|
|
0.4
|
|
|
5.1
|
|
||
Total current liabilities
|
|
1,794.4
|
|
|
1,639.7
|
|
||
Deferred income taxes
|
|
29.6
|
|
|
95.9
|
|
||
Long-term debt
|
|
350.0
|
|
|
350.6
|
|
||
Other long-term liabilities
|
|
79.9
|
|
|
92.4
|
|
||
Total long-term liabilities
|
|
459.5
|
|
|
538.9
|
|
||
Total liabilities
|
|
2,253.9
|
|
|
2,178.6
|
|
||
Commitments and contingencies (Notes 11, 12 and 13)
|
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
|
||||
Preferred stock — authorized 5.0 shares; no shares issued or outstanding
|
|
—
|
|
|
—
|
|
||
Class A common stock — $.001 par value; authorized 300.0 shares; 103.3 and 107.7 shares issued, 103.3 and 107.7 shares outstanding, respectively
|
|
0.1
|
|
|
0.1
|
|
||
Additional paid-in-capital
|
|
—
|
|
|
—
|
|
||
Accumulated other comprehensive loss
|
|
(88.8
|
)
|
|
(25.4
|
)
|
||
Retained earnings
|
|
2,169.7
|
|
|
2,093.0
|
|
||
Total stockholders' equity
|
|
2,081.0
|
|
|
2,067.7
|
|
||
Total liabilities and stockholders’ equity
|
|
$
|
4,334.9
|
|
|
$
|
4,246.3
|
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions, except per share data)
|
||||||||||
Net sales
|
|
$
|
9,363.8
|
|
|
$
|
9,296.0
|
|
|
$
|
9,039.5
|
|
Cost of sales
|
|
6,445.5
|
|
|
6,520.1
|
|
|
6,378.4
|
|
|||
Gross profit
|
|
2,918.3
|
|
|
2,775.9
|
|
|
2,661.1
|
|
|||
Selling, general and administrative expenses
|
|
2,108.9
|
|
|
2,001.0
|
|
|
1,892.4
|
|
|||
Depreciation and amortization
|
|
156.6
|
|
|
154.4
|
|
|
166.5
|
|
|||
Goodwill impairments
|
|
—
|
|
|
—
|
|
|
10.2
|
|
|||
Asset impairments
|
|
4.6
|
|
|
2.2
|
|
|
18.5
|
|
|||
Operating earnings
|
|
648.2
|
|
|
618.3
|
|
|
573.5
|
|
|||
Interest income
|
|
(0.4
|
)
|
|
(0.7
|
)
|
|
(0.9
|
)
|
|||
Interest expense
|
|
23.4
|
|
|
10.7
|
|
|
5.6
|
|
|||
Earnings before income tax expense
|
|
625.2
|
|
|
608.3
|
|
|
568.8
|
|
|||
Income tax expense
|
|
222.4
|
|
|
215.2
|
|
|
214.6
|
|
|||
Net income
|
|
$
|
402.8
|
|
|
$
|
393.1
|
|
|
$
|
354.2
|
|
Basic net income per common share attributable to GameStop Corp.
|
|
$
|
3.80
|
|
|
$
|
3.50
|
|
|
$
|
3.02
|
|
Diluted net income per common share attributable to GameStop Corp.
|
|
$
|
3.78
|
|
|
$
|
3.47
|
|
|
$
|
2.99
|
|
Weighted average shares of common stock outstanding — basic
|
|
106.0
|
|
|
112.2
|
|
|
117.2
|
|
|||
Weighted average shares of common stock outstanding — diluted
|
|
106.7
|
|
|
113.2
|
|
|
118.4
|
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions)
|
||||||||||
Net income
|
|
$
|
402.8
|
|
|
$
|
393.1
|
|
|
$
|
354.2
|
|
Other comprehensive loss:
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
|
(63.4
|
)
|
|
(107.9
|
)
|
|
(81.9
|
)
|
|||
Comprehensive income attributable to GameStop Corp.
|
|
$
|
339.4
|
|
|
$
|
285.2
|
|
|
$
|
272.3
|
|
|
|
GameStop Corp. Stockholders
|
|
Total
|
|||||||||||||||||||
|
|
Class A
Common Stock
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings
|
|
||||||||||||||
|
|
Shares
|
|
Common
Stock
|
|
||||||||||||||||||
|
|
(In millions)
|
|||||||||||||||||||||
Balance at February 2, 2013
|
|
118.2
|
|
|
$
|
0.1
|
|
|
$
|
348.3
|
|
|
$
|
164.4
|
|
|
$
|
1,773.5
|
|
|
$
|
2,286.3
|
|
Net income for the 52 weeks ended February 1, 2014
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
354.2
|
|
|
354.2
|
|
|||||
Foreign currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(81.9
|
)
|
|
—
|
|
|
(81.9
|
)
|
|||||
Dividends
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(131.8
|
)
|
|
(131.8
|
)
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
19.4
|
|
|
—
|
|
|
—
|
|
|
19.4
|
|
|||||
Repurchases of common stock
|
|
(6.3
|
)
|
|
—
|
|
|
(258.3
|
)
|
|
—
|
|
|
—
|
|
|
(258.3
|
)
|
|||||
Issuance of common stock, net of tax impact of share-based compensation of $11.1
|
|
3.4
|
|
|
—
|
|
|
63.5
|
|
|
—
|
|
|
—
|
|
|
63.5
|
|
|||||
Balance at February 1, 2014
|
|
115.3
|
|
|
0.1
|
|
|
172.9
|
|
|
82.5
|
|
|
1,995.9
|
|
|
2,251.4
|
|
|||||
Net income for the 52 weeks ended January 31, 2015
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
393.1
|
|
|
393.1
|
|
|||||
Foreign currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(107.9
|
)
|
|
—
|
|
|
(107.9
|
)
|
|||||
Dividends
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(151.6
|
)
|
|
(151.6
|
)
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
21.5
|
|
|
—
|
|
|
—
|
|
|
21.5
|
|
|||||
Repurchases of common stock
|
|
(8.4
|
)
|
|
—
|
|
|
(189.0
|
)
|
|
—
|
|
|
(144.4
|
)
|
|
(333.4
|
)
|
|||||
Issuance of common stock, net of tax impact of share-based compensation of $5.3
|
|
0.8
|
|
|
—
|
|
|
(5.4
|
)
|
|
—
|
|
|
—
|
|
|
(5.4
|
)
|
|||||
Balance at January 31, 2015
|
|
107.7
|
|
|
0.1
|
|
|
—
|
|
|
(25.4
|
)
|
|
2,093.0
|
|
|
2,067.7
|
|
|||||
Net income for the 52 weeks ended January 30, 2016
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
402.8
|
|
|
402.8
|
|
|||||
Foreign currency translation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63.4
|
)
|
|
—
|
|
|
(63.4
|
)
|
|||||
Dividends
(1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(153.5
|
)
|
|
(153.5
|
)
|
|||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
29.9
|
|
|
—
|
|
|
—
|
|
|
29.9
|
|
|||||
Repurchases of common stock
|
|
(5.2
|
)
|
|
—
|
|
|
(29.4
|
)
|
|
—
|
|
|
(172.6
|
)
|
|
(202.0
|
)
|
|||||
Issuance of common stock, net of tax impact of share-based compensation of $4.4
|
|
0.8
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|||||
Balance at January 30, 2016
|
|
103.3
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
(88.8
|
)
|
|
$
|
2,169.7
|
|
|
$
|
2,081.0
|
|
(1)
|
Dividends declared per common share were
$1.10
in the
52 weeks ended February 1, 2014
,
$1.32
in the
52 weeks ended January 31, 2015
and
$1.44
in the
52 weeks ended January 30, 2016
.
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions)
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
402.8
|
|
|
$
|
393.1
|
|
|
$
|
354.2
|
|
Adjustments to reconcile net income to net cash flows provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation and amortization (including amounts in cost of sales)
|
|
158.2
|
|
|
156.5
|
|
|
169.2
|
|
|||
Impairments of goodwill and other long-lived assets
|
|
4.6
|
|
|
2.2
|
|
|
28.7
|
|
|||
Stock-based compensation expense
|
|
29.9
|
|
|
21.5
|
|
|
19.4
|
|
|||
Deferred income taxes
|
|
(1.5
|
)
|
|
9.2
|
|
|
(2.7
|
)
|
|||
Excess tax benefits related to stock-based awards
|
|
(4.4
|
)
|
|
(5.7
|
)
|
|
(12.4
|
)
|
|||
Loss on disposal of property and equipment
|
|
3.6
|
|
|
4.7
|
|
|
7.1
|
|
|||
Other
|
|
(4.6
|
)
|
|
(16.1
|
)
|
|
40.0
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
Receivables, net
|
|
(58.1
|
)
|
|
(44.3
|
)
|
|
(1.4
|
)
|
|||
Merchandise inventories
|
|
(49.2
|
)
|
|
(24.8
|
)
|
|
(86.9
|
)
|
|||
Prepaid expenses and other current assets
|
|
(6.0
|
)
|
|
(1.7
|
)
|
|
(9.7
|
)
|
|||
Prepaid income taxes and income taxes payable
|
|
95.9
|
|
|
(82.3
|
)
|
|
(19.8
|
)
|
|||
Accounts payable and accrued liabilities
|
|
91.4
|
|
|
59.4
|
|
|
302.4
|
|
|||
Changes in other long-term liabilities
|
|
(5.8
|
)
|
|
8.8
|
|
|
(25.4
|
)
|
|||
Net cash flows provided by operating activities
|
|
656.8
|
|
|
480.5
|
|
|
762.7
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||||
Purchase of property and equipment
|
|
(173.2
|
)
|
|
(159.6
|
)
|
|
(125.6
|
)
|
|||
Acquisitions, net of cash acquired of $13.9, $3.6 and $1.8, respectively
|
|
(267.5
|
)
|
|
(89.7
|
)
|
|
(77.4
|
)
|
|||
Proceeds from divestiture
|
|
—
|
|
|
12.4
|
|
|
—
|
|
|||
Other
|
|
(3.9
|
)
|
|
1.0
|
|
|
(4.5
|
)
|
|||
Net cash flows used in investing activities
|
|
(444.6
|
)
|
|
(235.9
|
)
|
|
(207.5
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||||
Repayment of acquisition-related debt
|
|
(2.2
|
)
|
|
—
|
|
|
(31.8
|
)
|
|||
Repurchase of common shares
|
|
(194.3
|
)
|
|
(331.1
|
)
|
|
(258.3
|
)
|
|||
Dividends paid
|
|
(154.1
|
)
|
|
(148.8
|
)
|
|
(130.9
|
)
|
|||
Proceeds from senior notes
|
|
—
|
|
|
350.0
|
|
|
—
|
|
|||
Borrowings from the revolver
|
|
463.0
|
|
|
626.0
|
|
|
130.0
|
|
|||
Repayments of revolver borrowings
|
|
(463.0
|
)
|
|
(626.0
|
)
|
|
(130.0
|
)
|
|||
Payments of financing costs
|
|
—
|
|
|
(7.7
|
)
|
|
—
|
|
|||
Issuance of common stock, net of share repurchases for withholding taxes
|
|
—
|
|
|
0.7
|
|
|
58.0
|
|
|||
Excess tax benefits related to stock-based awards
|
|
4.4
|
|
|
5.7
|
|
|
12.4
|
|
|||
Net cash flows used in financing activities
|
|
(346.2
|
)
|
|
(131.2
|
)
|
|
(350.6
|
)
|
|||
Exchange rate effect on cash and cash equivalents
|
|
(25.7
|
)
|
|
(39.5
|
)
|
|
(42.8
|
)
|
|||
Increase (decrease) in cash and cash equivalents
|
|
(159.7
|
)
|
|
73.9
|
|
|
161.8
|
|
|||
Cash and cash equivalents at beginning of period
|
|
610.1
|
|
|
536.2
|
|
|
374.4
|
|
|||
Cash and cash equivalents at end of period
|
|
$
|
450.4
|
|
|
$
|
610.1
|
|
|
$
|
536.2
|
|
|
|
|
|
|
|
|
||||||
SUPPLEMENTAL CASH FLOW INFORMATION:
|
|
|
|
|
|
|
||||||
Interest paid
|
|
$
|
21.8
|
|
|
$
|
2.7
|
|
|
$
|
2.7
|
|
Income taxes paid
|
|
$
|
122.2
|
|
|
$
|
265.9
|
|
|
$
|
238.0
|
|
1.
|
Nature of Operations and Summary of Significant Accounting Policies
|
2.
|
Asset Impairments
|
|
|
United States
|
|
Europe
|
|
Technology Brands
|
|
Total
|
||||||||
|
|
(In millions)
|
||||||||||||||
Impairments of intangible assets
|
|
$
|
—
|
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
Impairments of property, equipment and other assets - store impairments
|
|
$
|
2.8
|
|
|
$
|
0.6
|
|
|
$
|
1.0
|
|
|
$
|
4.4
|
|
Total
|
|
$
|
2.8
|
|
|
$
|
0.8
|
|
|
$
|
1.0
|
|
|
$
|
4.6
|
|
|
|
United States
|
|
Canada
|
|
Europe
|
|
Total
|
||||||||
|
|
(In millions)
|
||||||||||||||
Impairments of intangible assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.3
|
|
|
$
|
0.3
|
|
Impairments of property, equipment and other assets - store impairments
|
|
0.6
|
|
|
0.4
|
|
|
0.9
|
|
|
1.9
|
|
||||
Total
|
|
$
|
0.6
|
|
|
$
|
0.4
|
|
|
$
|
1.2
|
|
|
$
|
2.2
|
|
|
|
United States
|
|
Europe
|
|
Total
|
||||||
|
|
|
||||||||||
Goodwill impairment
|
|
$
|
10.2
|
|
|
$
|
—
|
|
|
$
|
10.2
|
|
Impairment of intangible assets
|
|
2.1
|
|
|
—
|
|
|
2.1
|
|
|||
Impairment of technology assets
|
|
7.4
|
|
|
—
|
|
|
7.4
|
|
|||
Impairments of property, equipment and other assets - store impairments
|
|
4.3
|
|
|
4.7
|
|
|
9.0
|
|
|||
Total
|
|
$
|
24.0
|
|
|
$
|
4.7
|
|
|
$
|
28.7
|
|
3.
|
Acquisitions and Divestitures
|
Receivables, net
|
|
$
|
6.9
|
|
Merchandise inventories, net
|
|
25.6
|
|
|
Prepaid expenses and other current assets
|
|
12.5
|
|
|
Fixtures and equipment
|
|
0.9
|
|
|
Deferred income taxes
|
|
2.8
|
|
|
Other non-current assets
|
|
0.1
|
|
|
Goodwill
|
|
52.2
|
|
|
Other intangible assets, net
|
|
33.4
|
|
|
Total assets acquired
|
|
134.4
|
|
|
|
|
|
||
Accounts payable
|
|
3.6
|
|
|
Accrued liabilities
|
|
17.3
|
|
|
Deferred income taxes
|
|
(12.6
|
)
|
|
Other long-term liabilities
|
|
0.1
|
|
|
Total liabilities assumed
|
|
8.4
|
|
|
|
|
|
||
Net assets acquired
|
|
$
|
126.0
|
|
4.
|
Vendor Arrangements
|
5.
|
Computation of Net Income per Common Share
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions, except per share data)
|
||||||||||
Net income attributable to common stockholders
|
|
$
|
402.8
|
|
|
$
|
393.1
|
|
|
$
|
354.2
|
|
Weighted-average common shares outstanding
|
|
106.0
|
|
|
112.2
|
|
|
117.2
|
|
|||
Dilutive effect of options and restricted shares on common stock
|
|
0.7
|
|
|
1.0
|
|
|
1.2
|
|
|||
Common shares and dilutive potential common shares
|
|
106.7
|
|
|
113.2
|
|
|
118.4
|
|
|||
Net income per common share:
|
|
|
|
|
|
|
||||||
Basic
|
|
$
|
3.80
|
|
|
$
|
3.50
|
|
|
$
|
3.02
|
|
Diluted
|
|
$
|
3.78
|
|
|
$
|
3.47
|
|
|
$
|
2.99
|
|
|
|
Anti-
Dilutive
Shares
|
|
|
|
(In millions)
|
|
52 Weeks Ended January 30, 2016
|
|
1.0
|
|
52 Weeks Ended January 31, 2015
|
|
1.6
|
|
52 Weeks Ended February 1, 2014
|
|
1.5
|
|
6.
|
Fair Value Measurements and Financial Instruments
|
|
|
January 30, 2016
Level 2 |
|
January 31, 2015
Level 2 |
||||
Assets
|
|
|
|
|
||||
Foreign currency contracts
|
|
|
|
|
||||
Other current assets
|
|
$
|
40.6
|
|
|
$
|
32.0
|
|
Other noncurrent assets
|
|
0.1
|
|
|
22.7
|
|
||
Company-owned life insurance
(1)
|
|
10.1
|
|
|
8.7
|
|
||
Total assets
|
|
$
|
50.8
|
|
|
$
|
63.4
|
|
Liabilities
|
|
|
|
|
||||
Foreign currency contracts
|
|
|
|
|
||||
Accrued liabilities
|
|
$
|
32.3
|
|
|
$
|
23.3
|
|
Other long-term liabilities
|
|
0.5
|
|
|
13.0
|
|
||
Nonqualified deferred compensation
(2)
|
|
1.1
|
|
|
1.2
|
|
||
Total liabilities
|
|
$
|
33.9
|
|
|
$
|
37.5
|
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
Gains (losses) on the changes in fair value of derivative instruments
|
|
$
|
(5.2
|
)
|
|
$
|
28.9
|
|
|
$
|
(20.3
|
)
|
Gains (losses) on the re-measurement of related intercompany loans and foreign currency assets and liabilities
|
|
6.8
|
|
|
(26.4
|
)
|
|
23.6
|
|
|||
Total
|
|
$
|
1.6
|
|
|
$
|
2.5
|
|
|
$
|
3.3
|
|
7.
|
Receivables, Net
|
|
|
January 30, 2016
|
|
January 31, 2015
|
||||
Bankcard receivables
|
|
$
|
37.7
|
|
|
$
|
52.9
|
|
Vendor receivables
|
|
119.3
|
|
|
50.2
|
|
||
Technology brands carrier receivables
|
|
24.1
|
|
|
11.5
|
|
||
Other receivables
|
|
0.8
|
|
|
2.6
|
|
||
Allowance for doubtful accounts
|
|
(5.4
|
)
|
|
(3.7
|
)
|
||
Total receivables, net
|
|
$
|
176.5
|
|
|
$
|
113.5
|
|
8.
|
Accrued Liabilities
|
|
|
January 30, 2016
|
|
January 31, 2015
|
||||
Customer liabilities
|
|
$
|
341.6
|
|
|
$
|
364.3
|
|
Deferred revenue
|
|
112.8
|
|
|
103.5
|
|
||
Employee benefits, compensation and related taxes
|
|
156.4
|
|
|
137.5
|
|
||
Checks and transfers yet to be presented for payment from zero balance cash accounts
|
|
264.9
|
|
|
57.7
|
|
||
Other taxes
|
|
52.9
|
|
|
49.9
|
|
||
Other accrued liabilities
|
|
112.4
|
|
|
90.7
|
|
||
Total accrued liabilities
|
|
$
|
1,041.0
|
|
|
$
|
803.6
|
|
9.
|
Goodwill and Intangible Assets
|
|
|
United States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Total
|
||||||||||||
|
|
(In millions)
|
||||||||||||||||||||||
Balance at February 1, 2014
|
|
$
|
1,143.3
|
|
|
$
|
33.8
|
|
|
$
|
81.3
|
|
|
$
|
94.2
|
|
|
$
|
62.1
|
|
|
$
|
1,414.7
|
|
Acquisitions (Note 3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.5
|
|
|
4.5
|
|
||||||
Foreign currency translation adjustment
|
|
—
|
|
|
(4.3
|
)
|
|
(9.2
|
)
|
|
(15.3
|
)
|
|
—
|
|
|
(28.8
|
)
|
||||||
Balance at January 31, 2015
|
|
1,143.3
|
|
|
29.5
|
|
|
72.1
|
|
|
78.9
|
|
|
66.6
|
|
|
1,390.4
|
|
||||||
Acquisitions (Note 3)
|
|
52.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46.3
|
|
|
98.5
|
|
||||||
Foreign currency translation adjustment
|
|
—
|
|
|
(2.6
|
)
|
|
(6.4
|
)
|
|
(3.2
|
)
|
|
—
|
|
|
(12.2
|
)
|
||||||
Balance at January 30, 2016
|
|
$
|
1,195.5
|
|
|
$
|
26.9
|
|
|
$
|
65.7
|
|
|
$
|
75.7
|
|
|
$
|
112.9
|
|
|
$
|
1,476.7
|
|
|
|
As of January 30, 2016
|
|
As of January 31, 2015
|
||||||||||||||||||||
|
|
Gross Carrying Amount (1)
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Net Carrying Amount
|
||||||||||||
Intangible assets with indefinite lives:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trade names
|
|
$
|
51.7
|
|
|
$
|
—
|
|
|
$
|
51.7
|
|
|
$
|
45.4
|
|
|
$
|
—
|
|
|
$
|
45.4
|
|
Dealer agreements
|
|
210.6
|
|
|
—
|
|
|
210.6
|
|
|
134.0
|
|
|
—
|
|
|
134.0
|
|
||||||
Intangible assets with finite lives:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Key money
|
|
87.5
|
|
|
(46.2
|
)
|
|
41.3
|
|
|
91.5
|
|
|
(41.8
|
)
|
|
49.7
|
|
||||||
Customer Relationships
|
|
14.5
|
|
|
(1.5
|
)
|
|
13.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
|
39.1
|
|
|
(25.3
|
)
|
|
13.8
|
|
|
32.7
|
|
|
(24.0
|
)
|
|
8.7
|
|
||||||
Total
|
|
$
|
403.4
|
|
|
$
|
(73.0
|
)
|
|
$
|
330.4
|
|
|
$
|
303.6
|
|
|
$
|
(65.8
|
)
|
|
$
|
237.8
|
|
(1)
|
The change in the gross carrying amount of intangible assets from January 31, 2015 to January 30, 2016 is primarily due to acquisitions (Note 3) and the impact of exchange rate fluctuations.
|
Fiscal Year Ending on or around January 31,
|
|
Projected Amortization Expense
|
||
2017
|
|
$
|
14.1
|
|
2018
|
|
13.4
|
|
|
2019
|
|
11.2
|
|
|
2020
|
|
8.6
|
|
|
2021
|
|
6.2
|
|
|
|
|
$
|
53.5
|
|
10.
|
Debt
|
11.
|
Leases
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions)
|
||||||||||
Minimum
|
|
$
|
394.5
|
|
|
$
|
391.4
|
|
|
$
|
381.6
|
|
Percentage rentals
|
|
7.8
|
|
|
8.2
|
|
|
9.4
|
|
|||
|
|
$
|
402.3
|
|
|
$
|
399.6
|
|
|
$
|
391.0
|
|
Fiscal Year Ending on or around January 31,
|
|
Amount
|
||
|
|
(In millions)
|
||
2017
|
|
$
|
336.1
|
|
2018
|
|
250.2
|
|
|
2019
|
|
178.9
|
|
|
2020
|
|
119.3
|
|
|
2021
|
|
68.6
|
|
|
Thereafter
|
|
114.7
|
|
|
|
|
$
|
1,067.8
|
|
12.
|
Commitments and Contingencies
|
13.
|
Income Taxes
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions)
|
||||||||||
Current tax expense:
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
178.7
|
|
|
$
|
158.4
|
|
|
$
|
158.2
|
|
State
|
|
16.3
|
|
|
18.0
|
|
|
24.5
|
|
|||
Foreign
|
|
28.9
|
|
|
29.6
|
|
|
34.6
|
|
|||
|
|
223.9
|
|
|
206.0
|
|
|
217.3
|
|
|||
Deferred tax expense (benefit):
|
|
|
|
|
|
|
||||||
Federal
|
|
0.2
|
|
|
29.3
|
|
|
(1.9
|
)
|
|||
State
|
|
3.6
|
|
|
(3.3
|
)
|
|
(0.1
|
)
|
|||
Foreign
|
|
(5.3
|
)
|
|
(16.8
|
)
|
|
(0.7
|
)
|
|||
|
|
(1.5
|
)
|
|
9.2
|
|
|
(2.7
|
)
|
|||
Total income tax expense
|
|
$
|
222.4
|
|
|
$
|
215.2
|
|
|
$
|
214.6
|
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
||||||
|
|
(In millions)
|
||||||||||
United States
|
|
$
|
553.5
|
|
|
$
|
558.8
|
|
|
$
|
491.6
|
|
International
|
|
71.7
|
|
|
49.5
|
|
|
77.2
|
|
|||
Total
|
|
$
|
625.2
|
|
|
$
|
608.3
|
|
|
$
|
568.8
|
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|||
Federal statutory tax rate
|
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
State income taxes, net of federal effect
|
|
2.1
|
|
|
2.0
|
|
|
1.9
|
|
Foreign income tax rate differential
|
|
(1.0
|
)
|
|
(0.4
|
)
|
|
(0.5
|
)
|
Nondeductible goodwill impairment
|
|
—
|
|
|
—
|
|
|
0.6
|
|
Change in valuation allowance
|
|
(0.9
|
)
|
|
1.8
|
|
|
—
|
|
Subpart F income
|
|
0.9
|
|
|
2.7
|
|
|
4.8
|
|
Interest income from hybrid securities
|
|
(1.6
|
)
|
|
(5.2
|
)
|
|
(5.8
|
)
|
Realization of losses in foreign operations not previously benefited
|
|
—
|
|
|
(2.2
|
)
|
|
—
|
|
Other (including permanent differences)
(1)
|
|
1.1
|
|
|
1.7
|
|
|
1.7
|
|
|
|
35.6
|
%
|
|
35.4
|
%
|
|
37.7
|
%
|
|
|
January 30, 2016
|
|
January 31, 2015
|
||||
Deferred tax asset:
|
|
|
|
|
||||
Inventory
|
|
$
|
26.5
|
|
|
$
|
27.4
|
|
Deferred rents
|
|
8.9
|
|
|
11.1
|
|
||
Stock-based compensation
|
|
16.5
|
|
|
16.0
|
|
||
Net operating losses
|
|
52.2
|
|
|
30.8
|
|
||
Customer liabilities
|
|
26.1
|
|
|
29.9
|
|
||
Fixed assets
|
|
—
|
|
|
—
|
|
||
Foreign tax credit carryover
|
|
3.9
|
|
|
5.2
|
|
||
Other
|
|
32.1
|
|
|
14.8
|
|
||
Total deferred tax assets
|
|
166.2
|
|
|
135.2
|
|
||
Valuation allowance
|
|
(18.8
|
)
|
|
(24.3
|
)
|
||
Total deferred tax assets, net
|
|
147.4
|
|
|
110.9
|
|
||
Deferred tax liabilities:
|
|
|
|
|
||||
Fixed assets
|
|
(11.6
|
)
|
|
(4.3
|
)
|
||
Goodwill
|
|
(89.0
|
)
|
|
(88.8
|
)
|
||
Prepaid expenses
|
|
(6.6
|
)
|
|
(3.8
|
)
|
||
Intangible assets
|
|
(30.3
|
)
|
|
(17.3
|
)
|
||
Other
|
|
(0.5
|
)
|
|
(2.7
|
)
|
||
Total deferred tax liabilities
|
|
(138.0
|
)
|
|
(116.9
|
)
|
||
Net
|
|
$
|
9.4
|
|
|
$
|
(6.0
|
)
|
The above amounts are reflected in the consolidated financial statements as:
|
|
|
|
|
||||
Deferred income taxes - current
|
|
$
|
—
|
|
|
$
|
65.6
|
|
Deferred income taxes - noncurrent
|
|
$
|
39.0
|
|
|
$
|
24.3
|
|
Deferred income taxes
|
|
$
|
(29.6
|
)
|
|
$
|
(95.9
|
)
|
|
|
January 30, 2016
|
|
January 31, 2015
|
|
February 1, 2014
|
||||||
Beginning balance of unrecognized tax benefits
|
|
$
|
21.4
|
|
|
$
|
20.6
|
|
|
$
|
28.7
|
|
Increases related to current period tax positions
|
|
4.0
|
|
|
1.0
|
|
|
0.5
|
|
|||
Increases related to prior period tax positions
|
|
9.0
|
|
|
6.1
|
|
|
16.6
|
|
|||
Reductions as a result of a lapse of the applicable statute of limitations
|
|
(1.0
|
)
|
|
(0.5
|
)
|
|
(1.9
|
)
|
|||
Reductions as a result of settlements with taxing authorities
|
|
(1.5
|
)
|
|
(5.8
|
)
|
|
(23.3
|
)
|
|||
Ending balance of unrecognized tax benefits
|
|
$
|
31.9
|
|
|
$
|
21.4
|
|
|
$
|
20.6
|
|
14.
|
Common Stock and Share-Based Compensation
|
Period
|
|
Total
Number of Shares Purchased |
|
Average
Price Paid per Share |
|
Aggregate Value of Shares Repurchased During the Period
|
|||||
|
|
(in millions)
|
|
|
|
(in millions)
|
|||||
52 weeks ended January 30, 2016
|
|
5.2
|
|
|
$
|
38.68
|
|
|
$
|
202.0
|
|
52 weeks ended January 31, 2015
|
|
8.4
|
|
|
$
|
39.50
|
|
|
$
|
333.4
|
|
52 weeks ended February 1, 2014
|
|
6.3
|
|
|
$
|
41.12
|
|
|
$
|
258.3
|
|
|
|
52 Weeks Ended
January 31, 2015 |
|
53 Weeks Ended
February 1, 2014 |
||
Volatility
|
|
46.5
|
%
|
|
46.4
|
%
|
Risk-free interest rate
|
|
1.7
|
%
|
|
1.0
|
%
|
Expected life (years)
|
|
5.5
|
|
|
5.6
|
|
Expected dividend yield
|
|
3.4
|
%
|
|
4.3
|
%
|
|
|
Shares
(Millions)
|
|
Weighted-
Average
Exercise
Price
|
|||
|
|
|
|
|
|||
Balance, January 31, 2015
|
|
1.8
|
|
|
$
|
33.14
|
|
Exercised
|
|
(0.3
|
)
|
|
18.19
|
|
|
Forfeited
|
|
(0.1
|
)
|
|
45.90
|
|
|
Balance, January 30, 2016
|
|
1.4
|
|
|
35.88
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Range of Exercise Prices
|
|
Number
Outstanding
(Millions)
|
|
Weighted-
Average
Remaining
Life (Years)
|
|
Weighted-
Average
Contractual
Price
|
|
Number
Exercisable
(Millions)
|
|
Weighted-
Average
Exercise
Price
|
||||||
$20.32 - $20.69
|
|
0.1
|
|
|
3.58
|
|
$
|
20.36
|
|
|
0.1
|
|
|
$
|
20.36
|
|
$24.82 - $26.68
|
|
0.6
|
|
|
5.55
|
|
25.27
|
|
|
0.4
|
|
|
25.44
|
|
||
$38.52 - $49.95
|
|
0.7
|
|
|
4.28
|
|
46.68
|
|
|
0.6
|
|
|
48.06
|
|
||
$20.32 - $49.95
|
|
1.4
|
|
|
4.76
|
|
35.88
|
|
|
1.1
|
|
|
36.98
|
|
|
|
Shares
(Millions)
|
|
Weighted-
Average
Grant Date
Fair Value
|
|||
|
|
|
|||||
Nonvested shares at January 31, 2015
|
|
2.2
|
|
|
$
|
28.14
|
|
Granted
|
|
0.6
|
|
|
40.34
|
|
|
Vested
|
|
(0.9
|
)
|
|
28.91
|
|
|
Forfeited
|
|
(0.4
|
)
|
|
25.16
|
|
|
Nonvested shares at January 30, 2016
|
|
1.5
|
|
|
$
|
33.77
|
|
15.
|
Employees’ Defined Contribution Plan
|
16.
|
Significant Products
|
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|||||||||||||||
|
|
Net Sales
|
|
Percent
of Total
|
|
Net Sales
|
|
Percent
of Total
|
|
Net Sales
|
|
Percent
of Total
|
|||||||||
Net sales:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
New video game hardware
(1)
|
|
$
|
1,944.7
|
|
|
20.8
|
%
|
|
$
|
2,028.7
|
|
|
21.8
|
%
|
|
$
|
1,730.0
|
|
|
19.1
|
%
|
New video game software
|
|
2,905.1
|
|
|
31.0
|
%
|
|
3,089.0
|
|
|
33.2
|
%
|
|
3,480.9
|
|
|
38.5
|
%
|
|||
Pre-owned and value video game products
|
|
2,374.7
|
|
|
25.4
|
%
|
|
2,389.3
|
|
|
25.7
|
%
|
|
2,329.8
|
|
|
25.8
|
%
|
|||
Video game accessories
|
|
703.0
|
|
|
7.5
|
%
|
|
653.6
|
|
|
7.1
|
%
|
|
560.6
|
|
|
6.2
|
%
|
|||
Digital
|
|
188.3
|
|
|
2.0
|
%
|
|
216.3
|
|
|
2.3
|
%
|
|
217.7
|
|
|
2.4
|
%
|
|||
Mobile and consumer electronics
|
|
652.8
|
|
|
7.0
|
%
|
|
518.8
|
|
|
5.6
|
%
|
|
303.7
|
|
|
3.4
|
%
|
|||
Other
(2)
|
|
595.2
|
|
|
6.3
|
%
|
|
400.3
|
|
|
4.3
|
%
|
|
416.8
|
|
|
4.6
|
%
|
|||
Total
|
|
$
|
9,363.8
|
|
|
100.0
|
%
|
|
$
|
9,296.0
|
|
|
100.0
|
%
|
|
$
|
9,039.5
|
|
|
100.0
|
%
|
|
|||||||||||||||||||||
|
|
52 Weeks Ended
January 30, 2016 |
|
52 Weeks Ended
January 31, 2015 |
|
52 Weeks Ended
February 1, 2014 |
|||||||||||||||
|
|
Gross
Profit
|
|
Gross
Profit
Percent
|
|
Gross
Profit
|
|
Gross
Profit
Percent
|
|
Gross
Profit
|
|
Gross
Profit
Percent
|
|||||||||
Gross Profit:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
New video game hardware
(1)
|
|
$
|
175.5
|
|
|
9.0
|
%
|
|
$
|
196.6
|
|
|
9.7
|
%
|
|
$
|
176.5
|
|
|
10.2
|
%
|
New video game software
|
|
689.3
|
|
|
23.7
|
%
|
|
716.9
|
|
|
23.2
|
%
|
|
805.3
|
|
|
23.1
|
%
|
|||
Pre-owned and value video game products
|
|
1,114.5
|
|
|
46.9
|
%
|
|
1,146.3
|
|
|
48.0
|
%
|
|
1,093.9
|
|
|
47.0
|
%
|
|||
Video game accessories
|
|
255.5
|
|
|
36.3
|
%
|
|
246.1
|
|
|
37.7
|
%
|
|
220.5
|
|
|
39.3
|
%
|
|||
Digital
|
|
149.6
|
|
|
79.4
|
%
|
|
152.0
|
|
|
70.3
|
%
|
|
149.2
|
|
|
68.5
|
%
|
|||
Mobile and consumer electronics
|
|
328.6
|
|
|
50.3
|
%
|
|
186.7
|
|
|
36.0
|
%
|
|
65.1
|
|
|
21.4
|
%
|
|||
Other
(2)
|
|
205.3
|
|
|
34.5
|
%
|
|
131.3
|
|
|
32.8
|
%
|
|
150.6
|
|
|
36.1
|
%
|
|||
Total
|
|
$
|
2,918.3
|
|
|
31.2
|
%
|
|
$
|
2,775.9
|
|
|
29.9
|
%
|
|
$
|
2,661.1
|
|
|
29.4
|
%
|
(1)
|
Includes sales of hardware bundles, in which physical hardware and digital or physical software are sold together as a single SKU.
|
(2)
|
Other products include revenues from collectibles (including sales from our newly acquired ThinkGeek operation, beginning in July 2015), from the sales of PC entertainment software, interactive toys and licensed merchandise, strategy guides and revenues from PowerUp Pro loyalty members receiving
Game Informer
magazine in physical form.
|
17.
|
Segment Information
|
As of and for the Fiscal Year Ended January 30, 2016
|
|
United
States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Consolidated
|
||||||||||||
Net sales
|
|
$
|
6,435.1
|
|
|
$
|
446.6
|
|
|
$
|
591.4
|
|
|
$
|
1,356.7
|
|
|
$
|
534.0
|
|
|
$
|
9,363.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Segment operating earnings
|
|
504.3
|
|
|
29.4
|
|
|
38.7
|
|
|
48.8
|
|
|
27.0
|
|
|
648.2
|
|
||||||
Interest income
|
|
|
|
|
|
|
|
|
|
|
|
0.4
|
|
|||||||||||
Interest expense
|
|
|
|
|
|
|
|
|
|
|
|
(23.4
|
)
|
|||||||||||
Earnings before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
625.2
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Goodwill
|
|
$
|
1,195.5
|
|
|
$
|
26.9
|
|
|
$
|
65.7
|
|
|
$
|
75.7
|
|
|
$
|
112.9
|
|
|
$
|
1,476.7
|
|
Other long-lived assets
|
|
333.2
|
|
|
17.6
|
|
|
47.0
|
|
|
200.3
|
|
|
321.3
|
|
|
919.4
|
|
||||||
Total assets
|
|
2,703.1
|
|
|
259.2
|
|
|
382.2
|
|
|
401.7
|
|
|
588.7
|
|
|
4,334.9
|
|
||||||
Income tax expense
|
|
195.0
|
|
|
6.1
|
|
|
8.3
|
|
|
4.1
|
|
|
8.9
|
|
|
222.4
|
|
||||||
Depreciation and amortization
|
|
98.8
|
|
|
3.5
|
|
|
8.8
|
|
|
24.3
|
|
|
21.2
|
|
|
156.6
|
|
||||||
Capital expenditures
|
|
$
|
76.9
|
|
|
$
|
4.4
|
|
|
$
|
12.8
|
|
|
$
|
20.2
|
|
|
$
|
58.9
|
|
|
$
|
173.2
|
|
As of and for the Fiscal Year Ended January 31, 2015
|
|
United
States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Consolidated
|
||||||||||||
Net sales
|
|
$
|
6,193.5
|
|
|
$
|
476.4
|
|
|
$
|
644.7
|
|
|
$
|
1,652.8
|
|
|
$
|
328.6
|
|
|
$
|
9,296.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Segment operating earnings
|
|
483.2
|
|
|
28.3
|
|
|
38.0
|
|
|
35.9
|
|
|
32.9
|
|
|
618.3
|
|
||||||
Interest income
|
|
|
|
|
|
|
|
|
|
|
|
0.7
|
|
|||||||||||
Interest expense
|
|
|
|
|
|
|
|
|
|
|
|
(10.7
|
)
|
|||||||||||
Earning before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
608.3
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Goodwill
|
|
$
|
1,143.3
|
|
|
$
|
29.5
|
|
|
$
|
72.1
|
|
|
$
|
78.9
|
|
|
$
|
66.6
|
|
|
$
|
1,390.4
|
|
Other long-lived assets
|
|
328.6
|
|
|
18.4
|
|
|
46.4
|
|
|
214.1
|
|
|
185.9
|
|
|
793.4
|
|
||||||
Total assets
|
|
2,740.3
|
|
|
252.1
|
|
|
382.5
|
|
|
527.2
|
|
|
344.2
|
|
|
4,246.3
|
|
||||||
Income tax expense (benefit)
|
|
198.1
|
|
|
4.2
|
|
|
8.4
|
|
|
(6.7
|
)
|
|
11.2
|
|
|
215.2
|
|
||||||
Depreciation and amortization
|
|
102.5
|
|
|
3.8
|
|
|
9.6
|
|
|
30.8
|
|
|
7.7
|
|
|
154.4
|
|
||||||
Capital expenditures
|
|
$
|
92.3
|
|
|
$
|
5.1
|
|
|
$
|
11.2
|
|
|
$
|
19.9
|
|
|
$
|
31.1
|
|
|
$
|
159.6
|
|
As of and for the Fiscal Year Ended February 1, 2014
|
|
United
States
|
|
Canada
|
|
Australia
|
|
Europe
|
|
Technology Brands
|
|
Consolidated
|
||||||||||||
Net sales
|
|
$
|
6,160.4
|
|
|
$
|
468.8
|
|
|
$
|
613.7
|
|
|
$
|
1,733.8
|
|
|
$
|
62.8
|
|
|
$
|
9,039.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Segment operating earnings (loss)
|
|
465.3
|
|
|
26.6
|
|
|
37.5
|
|
|
44.3
|
|
|
(0.2
|
)
|
|
573.5
|
|
||||||
Interest income
|
|
|
|
|
|
|
|
|
|
|
|
0.9
|
|
|||||||||||
Interest expense
|
|
|
|
|
|
|
|
|
|
|
|
(5.6
|
)
|
|||||||||||
Loss before income taxes
|
|
|
|
|
|
|
|
|
|
|
|
$
|
568.8
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Goodwill
|
|
$
|
1,143.3
|
|
|
$
|
33.8
|
|
|
$
|
81.3
|
|
|
$
|
94.2
|
|
|
$
|
62.1
|
|
|
$
|
1,414.7
|
|
Other long-lived assets
|
|
320.0
|
|
|
20.8
|
|
|
40.4
|
|
|
269.3
|
|
|
76.6
|
|
|
727.1
|
|
||||||
Total assets
|
|
2,320.7
|
|
|
228.7
|
|
|
389.2
|
|
|
972.2
|
|
|
180.6
|
|
|
4,091.4
|
|
||||||
Income tax expense
|
|
173.2
|
|
|
11.6
|
|
|
8.8
|
|
|
21.0
|
|
|
—
|
|
|
214.6
|
|
||||||
Depreciation and amortization
|
|
115.4
|
|
|
4.4
|
|
|
10.5
|
|
|
35.3
|
|
|
0.9
|
|
|
166.5
|
|
||||||
Capital expenditures
|
|
$
|
85.7
|
|
|
$
|
6.9
|
|
|
$
|
6.7
|
|
|
$
|
21.4
|
|
|
$
|
4.9
|
|
|
$
|
125.6
|
|
18.
|
Unaudited Quarterly Financial Information
|
|
|
Fiscal Year Ended January 30, 2016
|
|
Fiscal Year Ended January 31, 2015
|
||||||||||||||||||||||||||||
|
|
1st
Quarter
|
|
2nd
Quarter
|
|
3rd
Quarter
|
|
4th
Quarter (1) |
|
1st
Quarter
|
|
2nd
Quarter
|
|
3rd
Quarter
|
|
4th
Quarter (1)
|
||||||||||||||||
|
|
(Amounts in millions, except per share amounts)
|
||||||||||||||||||||||||||||||
Net sales
|
|
$
|
2,060.6
|
|
|
$
|
1,761.9
|
|
|
$
|
2,016.3
|
|
|
$
|
3,525.0
|
|
|
$
|
1,996.3
|
|
|
$
|
1,731.4
|
|
|
$
|
2,092.2
|
|
|
$
|
3,476.1
|
|
Gross profit
|
|
639.0
|
|
|
580.5
|
|
|
655.6
|
|
|
1,043.2
|
|
|
626.4
|
|
|
550.9
|
|
|
622.2
|
|
|
976.4
|
|
||||||||
Operating earnings
|
|
123.9
|
|
|
51.7
|
|
|
90.7
|
|
|
381.9
|
|
|
105.9
|
|
|
36.7
|
|
|
89.8
|
|
|
385.9
|
|
||||||||
Net income
|
|
73.8
|
|
|
25.3
|
|
|
55.9
|
|
|
247.8
|
|
|
68.0
|
|
|
24.6
|
|
|
56.4
|
|
|
244.1
|
|
||||||||
Basic net income per common share
(2)
|
|
0.68
|
|
|
0.24
|
|
|
0.53
|
|
|
2.38
|
|
|
0.59
|
|
|
0.22
|
|
|
0.50
|
|
|
2.25
|
|
||||||||
Diluted net income per common share
(2)
|
|
0.68
|
|
|
0.24
|
|
|
0.53
|
|
|
2.36
|
|
|
0.59
|
|
|
0.22
|
|
|
0.50
|
|
|
2.23
|
|
||||||||
Dividend declared per common share
|
|
0.36
|
|
|
0.36
|
|
|
0.36
|
|
|
0.36
|
|
|
0.33
|
|
|
0.33
|
|
|
0.33
|
|
|
0.33
|
|
Exhibit
Number
|
|
Description
|
|
Previously Filed as an Exhibit to and
Incorporated by Reference From
|
|
Date Filed
|
|
|
|
|
|
|
|
2.1
|
|
Agreement and Plan of Merger, dated as of April 17, 2005, among GameStop Corp. (f/k/a GSC Holdings Corp.), Electronics Boutique Holdings Corp., GameStop, Inc., GameStop Holdings Corp. (f/k/a GameStop Corp.), Cowboy Subsidiary LLC and Eagle Subsidiary LLC.
|
|
Current Report on Form 8-K
|
|
April 18, 2005
|
|
|
|
|
|
|
|
2.2
|
|
Sale and Purchase Agreement, dated September 30, 2008, between EB International Holdings, Inc. and L Capital, LV Capital, Europ@Web and other Micromania shareholders.
|
|
Current Report on Form 8-K
|
|
October 2, 2008
|
|
|
|
|
|
|
|
2.3
|
|
Amendment, dated November 17, 2008, to Sale and Purchase Agreement for Micromania Acquisition listed as Exhibit 2.2 above.
|
|
Current Report on Form 8-K
|
|
November 18, 2008
|
|
|
|
|
|
|
|
3.1
|
|
Third Amended and Restated Certificate of Incorporation.
|
|
Quarterly Report on Form 10-Q for the fiscal quarter ended August 3, 2013
|
|
September 11, 2013
|
|
|
|
|
|
|
|
3.2
|
|
Third Amended and Restated Bylaws.
|
|
Quarterly Report on Form 10-Q for the fiscal quarter ended August 3, 2013
|
|
September 11, 2013
|
|
|
|
|
|
|
|
4.1
|
|
Form of Indenture.
|
|
Registration Statement on Form S-3ASR
|
|
April 10, 2006
|
|
|
|
|
|
|
|
4.2
|
|
Indenture, dated as of September 24, 2014, by and among GameStop Corp. as Issuer, the Subsidiary Guarantors party thereto as Subsidiary Guarantors and U.S. Bank National Association as Trustee.
|
|
Current Report on Form 8-K
|
|
September 24, 2014
|
|
|
|
|
|
|
|
4.3
|
|
Form of 5.5% Senior Notes due 2019.
|
|
Current Report on Form 8-K
|
|
September 24, 2014
|
|
|
|
|
|
|
|
4.4
|
|
First Supplemental Indenture to the Indenture
dated as of September 24, 2014, dated as of March
7, 2016, by and among GameStop Corp., the
guarantors named therein and U.S. Bank National
|
|
Current Report on Form 8-K
|
|
March 9, 2016
|
|
|
|
|
|
|
|
4.5
|
|
Indenture, dated as of March 9 2016, by and
among GameStop Corp. as Issuer, the Subsidiary
Guarantors party thereto as Subsidiary
|
|
Current Report on Form 8-K
|
|
March 9, 2016
|
|
|
|
|
|
|
|
4.6
|
|
Form of 6.75% Senior Notes due 2021.
|
|
Current Report on Form 8-K
|
|
March 9, 2016
|
|
|
|
|
|
|
|
10.1*
|
|
Fourth Amended and Restated 2001 Incentive Plan.
|
|
Definitive Proxy Statement for 2009 Annual Meeting of Stockholders
|
|
May 22, 2009
|
|
|
|
|
|
|
|
10.2*
|
|
Amended and Restated 2011 Incentive Plan.
|
|
Current Report on Form 8-K
|
|
June 27, 2013
|
|
|
|
|
|
|
|
10.3*
|
|
Second Amended and Restated Supplemental Compensation Plan.
|
|
Definitive Proxy Statement for 2008 Annual Meeting of Stockholders
|
|
May 23, 2008
|
|
|
|
|
|
|
|
10.4*
|
|
Form of Option Agreement.
|
|
Annual Report on Form 10-K for the fiscal year ended January 29, 2005
|
|
April 11, 2005
|
|
|
|
|
|
|
|
10.5*
|
|
Form of Restricted Share Agreement.
|
|
Current Report on Form 8-K
|
|
March 9, 2015
|
|
|
|
|
|
|
10.6*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Daniel A. DeMatteo.
|
|
Current Report on Form 8-K
|
|
May 13, 2013
|
|
|
|
|
|
|
|
10.7*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and J. Paul Raines.
|
|
Current Report on Form 8-K
|
|
May 13, 2013
|
|
|
|
|
|
|
|
10.8*
|
|
Executive Employment Agreement between GameStop Corp. and J. Paul Raines, as amended on November 13, 2013.
|
|
Current Report on Form 8-K
|
|
November 15, 2013
|
|
|
|
|
|
|
|
10.9*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Tony D. Bartel.
|
|
Current Report on Form 8-K
|
|
May 13, 2013
|
|
|
|
|
|
|
|
10.10*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Robert A. Lloyd.
|
|
Current Report on Form 8-K
|
|
May 13, 2013
|
|
|
|
|
|
|
|
10.11*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Michael K. Mauler.
|
|
Current Report on Form 8-K
|
|
May 13, 2013
|
|
|
|
|
|
|
|
10.12*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Michael P. Hogan.
|
|
Annual Report on Form 10-K for the fiscal year ended February 1, 2014
|
|
April 2, 2014
|
|
|
|
|
|
|
|
10.13*
|
|
Retirement Policy.
|
|
Current Report on Form 8-K
|
|
March 10, 2014
|
|
|
|
|
|
|
|
10.14
|
|
Guaranty, dated as of October 11, 2005, by GameStop Corp. (f/k/a GSC Holdings Corp.) and certain subsidiaries of GameStop Corp. in favor of the agents and lenders.
|
|
Current Report on Form 8-K
|
|
October 12, 2005
|
|
|
|
|
|
|
|
10.15
|
|
Mortgage, Security Agreement, and Assignment and Deeds of Trust, dated October 11, 2005, between GameStop of Texas, L.P. and Bank of America, N.A., as Collateral Agent.
|
|
Current Report on Form 8-K
|
|
October 12, 2005
|
|
|
|
|
|
|
|
10.16
|
|
Mortgage, Security Agreement, and Assignment and Deeds of Trust, dated October 11, 2005, between Electronics Boutique of America, Inc. and Bank of America, N.A., as Collateral Agent.
|
|
Current Report on Form 8-K
|
|
October 12, 2005
|
|
|
|
|
|
|
|
10.17
|
|
Second Amended and Restated Credit Agreement, dated as of March 25, 2014, by and among GameStop Corp., certain subsidiaries of GameStop Corp., Bank of America, N.A. and the other lending institutions listed therein, Bank of America, N.A., as Issuing Bank, Bank of America, N.A., as Agent, JPMorgan Chase Bank, N.A., as Syndication Agent and Wells Fargo Bank, National Association, U.S. Bank National Association, and Regions Bank as Co-Documentation Agents and Merrill Lynch, Pierce, Jenner & Smith Incorporated as sole lead arranger and bookrunner.
|
|
Current Report on Form 8-K
|
|
March 28, 2014
|
|
|
|
|
|
|
|
10.18
|
|
Second Amended and Restated Security Agreement, dated as of March 25, 2014.
|
|
Current Report on Form 8-K
|
|
March 28, 2014
|
|
|
|
|
|
|
|
10.19
|
|
Second Amended and Restated Patent and Trademark Security Agreement, dated as of March 25, 2014.
|
|
Current Report on Form 8-K
|
|
March 28, 2014
|
|
|
|
|
|
|
|
10.20
|
|
Second Amended and Restated Pledge Agreement, dated as of March 25, 2014.
|
|
Current Report on Form 8-K
|
|
March 28, 2014
|
|
|
|
|
|
|
|
10.21
|
|
First Amendment to Second Amended and Restated Credit Agreement dated as of September 15, 2014, by and among GameStop Corp., the Borrowers party thereto, the Lenders party thereto and Bank of America, N.A.
|
|
Current Report on Form 8-K
|
|
September 16, 2014
|
|
|
|
|
|
|
|
10.22*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Michael T. Buskey.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
10.23*
|
|
Executive Employment Agreement, dated as of May 10, 2013, between GameStop Corp. and Troy W. Crawford.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
21.1
|
|
Subsidiaries.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Deloitte & Touche LLP.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
Filed herewith.
|
|
|
|
|
|
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
Furnished herewith.
|
|
|
|
|
|
|
|
|
|
32.2
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Certification of Chief Financial Officer pursuant to Rule 13a-14(b) under the Securities Exchange Act of 1934 and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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Furnished herewith.
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101.INS
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XBRL Instance Document.
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Submitted electronically herewith.
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101.SCH
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XBRL Taxonomy Extension Schema.
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Submitted electronically herewith.
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase.
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Submitted electronically herewith.
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase.
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Submitted electronically herewith.
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101.LAB
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XBRL Taxonomy Extension Label Linkbase.
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Submitted electronically herewith.
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase.
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Submitted electronically herewith.
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/s/ D
ELOITTE
& T
OUCHE
LLP
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DELOITTE & TOUCHE LLP
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1
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I have reviewed this Annual Report on Form 10-K of GameStop Corp.;
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2
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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;
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3
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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;
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4
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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:
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a.
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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;
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b.
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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;
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c.
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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
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d.
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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
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5
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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 the registrant’s board of directors (or persons performing the equivalent functions):
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a.
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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
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b.
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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.
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By:
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/s/ J. Paul Raines
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J. Paul Raines
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Chief Executive Officer
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GameStop Corp.
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1
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I have reviewed this Annual Report on Form 10-K of GameStop Corp.;
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2
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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;
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3
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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;
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4
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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:
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a.
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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;
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b.
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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;
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c.
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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
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d.
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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
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5
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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 the registrant’s board of directors (or persons performing the equivalent functions):
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a.
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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
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b.
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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.
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By:
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/s/ Robert A. Lloyd
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Robert A. Lloyd
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Executive Vice President and Chief Financial Officer
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GameStop Corp.
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ J. Paul Raines
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J. Paul Raines
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Chief Executive Officer
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GameStop Corp.
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March 28, 2016
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(1)
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The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
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(2)
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The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ Robert A. Lloyd
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Robert A. Lloyd
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Executive Vice President and
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Chief Financial Officer
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GameStop Corp
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March 28, 2016
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