FORM 10-K
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x
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Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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For the fiscal year ended February 3, 2018
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SIGNET JEWELERS LIMITED
(Exact name of Registrant as specified in its charter)
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Bermuda
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Not Applicable
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(State or other jurisdiction of incorporation)
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(I.R.S. Employer Identification No.)
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Title of Each Class
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Name of Each Exchange on which Registered
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Common Shares of $0.18 each
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The New York Stock Exchange
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PAGE
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FORWARD-LOOKING STATEMENTS
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PART I
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ITEM 1.
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BUSINESS
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ITEM 1A.
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RISK FACTORS
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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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ITEM 3.
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LEGAL PROCEEDINGS
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ITEM 4.
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MINE SAFETY DISCLOSURE
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PART II
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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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ITEM 6.
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SELECTED CONSOLIDATED FINANCIAL DATA
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ITEM 7.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
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ITEM 7A.
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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
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ITEM 8.
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FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
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ITEM 9.
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CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
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ITEM 9A.
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CONTROLS AND PROCEDURES
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ITEM 9B.
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OTHER INFORMATION
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PART III
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ITEM 10.
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DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
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ITEM 11.
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EXECUTIVE COMPENSATION
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ITEM 12.
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
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ITEM 13.
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CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
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ITEM 14.
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PRINCIPAL ACCOUNTING FEES AND SERVICES
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PART IV
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ITEM 15.
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EXHIBITS, FINANCIAL STATEMENT SCHEDULES
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ITEM 16.
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FORM 10-K SUMMARY
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•
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The Sterling Jewelers division is one reportable segment with
1,586
stores located in all 50 US states at
February 3, 2018
. Its stores operate nationally in malls and off-mall locations principally as Kay (Kay Jewelers and Kay Jewelers Outlet) and Jared (Jared The Galleria Of Jewelry and Jared Vault). The division also operates a variety of mall-based regional brands and the JamesAllen.com website, which was acquired in the September 2017 acquisition of R2Net. See Note
4
of Item 8 for additional information regarding the acquisition.
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•
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The Zale division consists of two reportable segments:
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◦
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Zale Jewelry, which operated
868
jewelry stores at
February 3, 2018
, is located primarily in shopping malls in North America. Zale Jewelry includes the US store brand Zales (Zales Jewelers and Zales Outlet), which operates in all 50 US states, and the Canadian store brand Peoples Jewellers, which operates in nine provinces. Zale Jewelry also operates regional brands in both the US and Canada.
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◦
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Piercing Pagoda, which operated
598
mall-based kiosks at
February 3, 2018
, is located in US shopping malls.
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•
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The UK Jewelry division is one reportable segment with
504
stores located in the United Kingdom, Republic of Ireland and Channel Islands at
February 3, 2018
. Its stores operate in shopping malls and off-mall locations (i.e. high street) principally as H.Samuel and Ernest Jones.
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•
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Grow jewelry market share
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•
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Best in bridal
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•
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Win in fashion and gifting
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•
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Digital first and data driven
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•
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People, purpose and passion
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•
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Optimizing real estate footprint.
Following an evaluation of its real estate footprint, utilization, and cost structure, Signet intends to reposition its portfolio to drive greater store productivity. Efforts include development and implementation of innovative store concepts to improve the in-store shopping experience, execution of opportunistic store relocations and store closures aimed at reducing the Company’s mall-based exposure and exiting regional brands. Signet anticipates, pending the outcome of this evaluation, to close over 200 stores by the end of Fiscal 2019. As approximately three quarters of stores expected to close are within the same mall as another Signet banner, the company expects a certain amount of revenue from closed stores to transfer to remaining Signet stores.
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•
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Reducing non-customer facing costs.
In line with Signet’s goal of creating a Culture of Agility and Efficiency, the Company is implementing initiatives across its operations, including strategic sourcing, distribution and warehousing, and corporate and support functions to drive cost savings and operational efficiencies. These include initiatives to reduce costs related to logistics, information technology, third party contracts and corporate expenses.
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•
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Enhancing Signet's e-commerce and omni-channel capabilities.
Signet intends to invest in enhancing the customer experience across platforms and becoming the leading jewelry retailer across channels. New initiatives to drive increased digital traffic and improve conversion include using R2Net product image visualization across banners, greater personalization of content and product offering from enhanced behavioral data management, and enhancing digital marketing return on investment through greater visibility of customer's multi-touch journey. The company will also further expand and enhance omni-channel wish list, bridal configurator, online appointment booking and enabling ability to view local store inventory online. With these investments, Signet aims to grow digital sales as a percentage of total revenues to 15% in Fiscal 2021, compared to 8% in Fiscal 2018.
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•
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Leading innovation and customer value.
Signet has launched an innovation engine whose goal is to develop new solutions to consumer jewelry needs and become the disruptor of innovation in our category. In addition, investments in data analytics and consumer insights including a system to track customer net promoter score should allow us to better service our customers. The Company is also addressing gaps in the customer value proposition. These investments are expected to result in improved product assortment and faster time to market as well as greater marketing and promotional effectiveness. We are in the process of completing our brand positioning work and will clearly differentiate our banners with Kay standing for celebrating the treasured relationship, Zales highly fashion oriented emphasizing style and self-expression and Jared celebrating one of a kind love and uniqueness. Clear differentiation of the banners enables more effective merchandising and marketing through segmentation of customers.
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•
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Strengthening employee engagement and building capabilities.
Our team and organization will be key to accomplishing the company's transformation goals. Signet has hired and promoted several executives to fill key leadership roles, is investing in building e-commerce, analytics and innovation resources and is focusing on reigniting employee engagement in our store operations and throughout the entire organization through cultural initiative training and development opportunities.
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•
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Maintain our expected long-term adjusted debt
(1)
/ adjusted EBITDAR
(1)
(“adjusted leverage ratio”) of 3.0x to 3.5x. To the extent results or other conditions result in a ratio higher than target, we will develop plans to return to less than 3.5x within a reasonable time-frame. For Fiscal 2019, the Company expects to exceed the high end of its target leverage range as it begins its transformation plan but expects to be back within the target by the end of the three-year transformation plan.
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•
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Distribute 70% of annual free cash flow
(1)
in the form of share repurchases and/or dividends assuming no other strategic uses of capital.
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•
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Consistently increase the dividend annually assuming no other strategic uses of capital.
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(1)
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Adjusted debt, Adjusted EBITDAR, and free cash flow are non-GAAP measures. Signet believes they are useful measures to provide insight into how the Company intends to use capital. See Item 6 for reconciliation.
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•
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Kay Jewelers
®
; Kay Jewelers Outlet
®
; Jared The Galleria Of Jewelry
®
; Jared Vault
®
; Jared Jewelry Boutique
®
; JB Robinson
®
Jewelers; Marks & Morgan Jewelers
®
; Every kiss begins with Kay
®
; He went to Jared
®
; Celebrate Life. Express Love.
®
; the Leo
®
Diamond; Hearts Desire
®
; Artistry Diamonds
®
; Charmed Memories
®
; Diamonds in Rhythm
®
; Fourone
TM
; Open Hearts by Jane Seymour
®
; Radiant Reflections
®
; Colors in Rhythm
®
;
Chosen by Jared
TM
; Now and Forever
®
; Ever Us
TM
; and James Allen
®
.
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•
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Zales
®
; Zales Jewelers
TM
; Zales the Diamond Store
®
; Zales Outlet
®
; Gordon’s Jewelers
®
; Peoples Jewellers
®
; Peoples the Diamond Store
®
; Peoples Outlet the Diamond Store
®
; Mappins
®
; Piercing Pagoda
®
; Arctic Brilliance Canadian Diamonds
®
; Brilliant Buy
®
; Brilliant Value
®
; Celebration Diamond
®
; Expressionist
TM
; From This Moment
®
; Let Love Shine
®
; The Celebration Diamond Collection
®
; Unstoppable Love
®
; and Endless Brilliance
®
.
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•
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H.Samuel
®
; Ernest Jones
®
; Ernest Jones Outlet Collection
TM
; Leslie Davis
®
; Commitment
®
; Forever Diamonds
®
; Kiss Collection
®
; Princessa Collection
®
; Radiance
®
; Secrets of the Sea
®
; Shades of Gold
®
; and Viva Colour
®
.
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•
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Investments in technology, including e-commerce platforms, focused on improving the online journey. Customer journey enhancements include user generated content, enhanced personalization / behavioral targeting, creative execution and brand differentiation. In addition, we are focused on omni-channel wishlist, online merchandising, in-store appointment booking, bridal configuration and much more.
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•
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Optimization of marketing through prioritizing dollars to digital spend and targeted marketing through traditional media.
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•
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Increased use of data analytics, clienteling and other key touch points to achieve a more comprehensive view of the customer and allow us to anticipate their needs.
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Sterling Jewelers division
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Zale division
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UK Jewelry division
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Total
Signet
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||||
Fiscal 2018
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||||
Bridal
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50
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%
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44
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%
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36
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%
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|
46
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%
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Fashion
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40
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%
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|
52
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%
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|
28
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%
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43
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%
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Watches
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6
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%
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3
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%
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|
34
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%
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8
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%
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Other
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4
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%
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|
1
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%
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2
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%
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|
3
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%
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|
100
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%
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|
100
|
%
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|
100
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%
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|
100
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%
|
Fiscal 2017
|
|
|
|
|
|
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||||
Bridal
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50
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%
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|
45
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%
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|
38
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%
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|
47
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%
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Fashion
|
39
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%
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|
51
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%
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|
27
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%
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|
41
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%
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Watches
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6
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%
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|
3
|
%
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|
32
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%
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|
8
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%
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Other
|
5
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%
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|
1
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%
|
|
3
|
%
|
|
4
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
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%
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||||||
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Gross advertising spending
|
as a % of divisional sales
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Gross advertising spending
|
as a % of divisional sales
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Gross advertising spending
|
as a % of divisional sales
|
|||||||||
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(in millions)
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(in millions)
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(in millions)
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|||||||||
Sterling Jewelers division
|
|
$
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251.4
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|
6.6
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%
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$
|
258.6
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6.6
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%
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$
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261.2
|
|
6.5
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%
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Zale division
|
|
89.0
|
|
5.0
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%
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100.2
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5.5
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%
|
|
98.7
|
|
5.4
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%
|
|||
UK Jewelry division
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|
20.1
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3.3
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%
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|
21.8
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|
3.4
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%
|
|
24.3
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|
3.3
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%
|
|||
Signet
|
|
$
|
360.5
|
|
5.8
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%
|
|
$
|
380.6
|
|
5.9
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%
|
|
$
|
384.2
|
|
5.9
|
%
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(in millions)
|
Sterling Jewelers division
|
|
Zale division
|
|
UK Jewelry division
|
|
Total
Signet
|
||||||||
Fiscal 2018
|
|
|
|
|
|
|
|
||||||||
New store capital investment
|
$
|
39.3
|
|
|
$
|
7.8
|
|
|
$
|
1.4
|
|
|
$
|
48.5
|
|
Remodels and other store capital investment
|
31.4
|
|
|
32.4
|
|
|
10.7
|
|
|
74.5
|
|
||||
Total store capital investment
|
$
|
70.7
|
|
|
$
|
40.2
|
|
|
$
|
12.1
|
|
|
$
|
123.0
|
|
|
|
|
|
|
|
|
|
||||||||
Fiscal 2017
|
|
|
|
|
|
|
|
||||||||
New store capital investment
|
$
|
42.9
|
|
|
$
|
22.2
|
|
|
$
|
2.5
|
|
|
$
|
67.6
|
|
Remodels and other store capital investment
|
47.9
|
|
|
35.1
|
|
|
15.3
|
|
|
98.3
|
|
||||
Total store capital investment
|
$
|
90.8
|
|
|
$
|
57.3
|
|
|
$
|
17.8
|
|
|
$
|
165.9
|
|
|
|
|
|
|
|
|
|
||||||||
Fiscal 2016
|
|
|
|
|
|
|
|
||||||||
New store capital investment
|
$
|
48.3
|
|
|
$
|
12.1
|
|
|
$
|
3.3
|
|
|
$
|
63.7
|
|
Remodels and other store capital investment
|
50.6
|
|
|
25.0
|
|
|
16.3
|
|
|
$
|
91.9
|
|
|||
Total store capital investment
|
$
|
98.9
|
|
|
$
|
37.1
|
|
|
$
|
19.6
|
|
|
$
|
155.6
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|||
Average number of employees:
(1)
|
|
|
|
|
|
|||
Sterling Jewelers
|
13,901
|
|
|
16,342
|
|
|
16,140
|
|
Zale
(2)
|
7,539
|
|
|
9,602
|
|
|
9,309
|
|
UK Jewelry
|
3,265
|
|
|
3,398
|
|
|
3,370
|
|
Other
(3)
|
183
|
|
|
224
|
|
|
238
|
|
Total
|
24,888
|
|
|
29,566
|
|
|
29,057
|
|
(1)
|
Full-time equivalents (“FTEs”).
|
(2)
|
Includes
821
FTEs,
1,051
FTEs and
1,201
FTEs employed in Canada in
Fiscal 2018
,
Fiscal 2017
and
Fiscal 2016
, respectively.
|
(3)
|
Includes corporate employees and employees employed at the diamond polishing plant located in Botswana.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Kay
|
84
|
|
|
68
|
|
|
42
|
|
|||
Jared
|
3
|
|
|
8
|
|
|
18
|
|
|||
Regional brands
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total stores opened or acquired during the year
|
87
|
|
|
76
|
|
|
60
|
|
|||
|
|
|
|
|
|
||||||
Kay
|
(29
|
)
|
|
(5
|
)
|
|
(7
|
)
|
|||
Jared
|
(4
|
)
|
|
(3
|
)
|
|
(1
|
)
|
|||
Regional brands
|
(56
|
)
|
|
(20
|
)
|
|
(16
|
)
|
|||
Total stores closed during the year
|
(89
|
)
|
|
(28
|
)
|
|
(24
|
)
|
|||
|
|
|
|
|
|
||||||
Kay
|
1,247
|
|
|
1,192
|
|
|
1,129
|
|
|||
Jared
|
274
|
|
|
275
|
|
|
270
|
|
|||
Regional brands
|
65
|
|
|
121
|
|
|
141
|
|
|||
Total stores open at the end of the year
|
1,586
|
|
|
1,588
|
|
|
1,540
|
|
|||
|
|
|
|
|
|
||||||
Kay
|
$
|
1.908
|
|
|
$
|
2.124
|
|
|
$
|
2.178
|
|
Jared
(1)
|
$
|
4.110
|
|
|
$
|
4.379
|
|
|
$
|
4.650
|
|
Regional brands
|
$
|
1.170
|
|
|
$
|
1.242
|
|
|
$
|
1.333
|
|
Average sales per store (millions)
(2)
|
$
|
2.270
|
|
|
$
|
2.449
|
|
|
$
|
2.518
|
|
|
|
|
|
|
|
||||||
Kay
|
1,931
|
|
|
1,826
|
|
|
1,697
|
|
|||
Jared
|
1,181
|
|
|
1,177
|
|
|
1,153
|
|
|||
Regional brands
|
83
|
|
|
151
|
|
|
175
|
|
|||
Total net selling square feet (thousands)
|
3,195
|
|
|
3,154
|
|
|
3,025
|
|
|||
|
|
|
|
|
|
||||||
Increase in net store selling space
|
1.3
|
%
|
|
4.3
|
%
|
|
5.0
|
%
|
|
|
|
Change from
previous year
|
||||||
Fiscal 2018
|
Sales
(millions) |
|
Same store
sales |
|
Total
sales |
||||
Kay
|
$
|
2,428.1
|
|
|
(8.0
|
)%
|
|
(4.4
|
)%
|
Jared
|
1,192.1
|
|
|
(5.5
|
)%
|
|
(2.9
|
)%
|
|
R2Net
(1)
|
88.1
|
|
|
29.9
|
%
|
|
|
||
Regional brands
|
112.2
|
|
|
(19.8
|
)%
|
|
(31.3
|
)%
|
|
Sterling Jewelers
|
$
|
3,820.5
|
|
|
(7.0
|
)%
|
|
(2.8
|
)%
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales (millions)
|
$
|
2,428.1
|
|
|
$
|
2,539.7
|
|
|
$
|
2,530.3
|
|
Average sales per store (millions)
|
$
|
1.908
|
|
|
$
|
2.124
|
|
|
$
|
2.178
|
|
Stores at year end
|
1,247
|
|
|
1,192
|
|
|
1,129
|
|
|||
Total net selling square feet (thousands)
|
1,931
|
|
|
1,826
|
|
|
1,697
|
|
|
Stores at
|
|
Net openings (closures)
|
||||||||
|
February 3, 2018
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||
Mall
|
731
|
|
|
(20
|
)
|
|
(4
|
)
|
|
6
|
|
Off-mall and outlet
|
516
|
|
|
75
|
|
|
67
|
|
|
29
|
|
Total
|
1,247
|
|
|
55
|
|
|
63
|
|
|
35
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales (millions)
|
$
|
1,192.1
|
|
|
$
|
1,227.5
|
|
|
$
|
1,252.9
|
|
Average sales per store
(millions)
(1)
|
$
|
4.110
|
|
|
$
|
4.379
|
|
|
$
|
4.650
|
|
Stores at year end
|
274
|
|
|
275
|
|
|
270
|
|
|||
Total net selling square feet (thousands)
|
1,181
|
|
|
1,177
|
|
|
1,153
|
|
|
Stores at
|
|
Net openings (closures)
|
||||||||
|
February 3, 2018
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||
Mall
|
9
|
|
|
(1
|
)
|
|
(1
|
)
|
|
3
|
|
Off-mall and outlet
|
265
|
|
|
—
|
|
|
6
|
|
|
14
|
|
Total
|
274
|
|
|
(1
|
)
|
|
5
|
|
|
17
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales (millions)
|
$
|
112.2
|
|
|
$
|
163.2
|
|
|
$
|
205.5
|
|
Average sales per store (millions)
|
$
|
1.170
|
|
|
$
|
1.242
|
|
|
$
|
1.333
|
|
Stores at year end
|
65
|
|
|
121
|
|
|
141
|
|
|||
Total net selling square feet (thousands)
|
83
|
|
|
151
|
|
|
175
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Total sales (millions)
|
$
|
3,820.5
|
|
|
$
|
3,930.4
|
|
|
$
|
3,988.7
|
|
Credit sales (millions)
|
$
|
2,162.7
|
|
|
$
|
2,438.3
|
|
|
$
|
2,451.2
|
|
Credit sales as % of total Sterling Jewelers sales
(2)
|
57.9
|
%
|
|
62.0
|
%
|
|
61.5
|
%
|
|||
Net bad debt expense (millions)
(3)
|
$
|
216.7
|
|
|
$
|
212.1
|
|
|
$
|
190.5
|
|
Opening receivables (millions)
|
$
|
1,952.0
|
|
|
$
|
1,855.9
|
|
|
$
|
1,453.8
|
|
Closing receivables (millions)
(4)
|
$
|
762.9
|
|
|
$
|
1,952.0
|
|
|
$
|
1,855.9
|
|
Number of active credit accounts at year end
(5)
|
577,846
|
|
|
1,401,456
|
|
|
1,423,619
|
|
|||
Average outstanding account balance at year end
|
$
|
1,311
|
|
|
$
|
1,405
|
|
|
$
|
1,319
|
|
Average monthly collection rate
(6)
|
9.7
|
%
|
|
11.0
|
%
|
|
11.5
|
%
|
|||
Ending bad debt allowance as a % of ending accounts receivable
(1)
|
14.9
|
%
|
|
7.1
|
%
|
|
7.0
|
%
|
|||
Net charge-offs as a % of average gross accounts receivable
(1)(7)
|
nm
|
|
(9)
|
10.7
|
%
|
|
10.5
|
%
|
|||
|
|
|
|
|
|
||||||
Credit portfolio impact:
|
|
|
|
|
|
||||||
Net bad debt expense (millions)
(3)
|
$
|
(216.7
|
)
|
|
$
|
(212.1
|
)
|
|
$
|
(190.5
|
)
|
Late charge income (millions)
|
$
|
35.8
|
|
|
$
|
36.0
|
|
|
$
|
33.9
|
|
Interest income from in-house customer finance programs (millions)
(8)
|
$
|
249.6
|
|
|
$
|
277.6
|
|
|
$
|
252.5
|
|
|
$
|
68.7
|
|
|
$
|
101.5
|
|
|
$
|
95.9
|
|
(6)
|
The decrease is primarily due to a decline in credit approvals and average credit transaction value in addition to a change in the ratio of credit quality due to the credit transaction. See Note 3 of Item 8 for additional information on the credit transaction.
|
(9)
|
During the third quarter of Fiscal 2018, the Company completed the sale of a portion of the Sterling Jewelers customer in-house finance receivables. As a result, the Company’s receivable balance decreased significantly and thus restricts the usefulness of this metric for Fiscal 2018.
|
nm
|
Not meaningful.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
||||||
Zales
|
11
|
|
|
40
|
|
|
24
|
|
|
|||
Peoples
|
2
|
|
|
2
|
|
|
2
|
|
|
|||
Regional brands
|
—
|
|
|
—
|
|
|
—
|
|
|
|||
Total Zale Jewelry
|
13
|
|
|
42
|
|
|
26
|
|
|
|||
Piercing Pagoda
|
13
|
|
|
35
|
|
|
12
|
|
|
|||
Total stores opened or acquired during the year
|
26
|
|
|
77
|
|
|
38
|
|
|
|||
|
|
|
|
|
|
|
||||||
Zales
|
(58
|
)
|
|
(19
|
)
|
|
(10
|
)
|
|
|||
Peoples
|
(16
|
)
|
|
(4
|
)
|
|
(1
|
)
|
|
|||
Regional brands
|
(41
|
)
|
|
(26
|
)
|
|
(10
|
)
|
|
|||
Total Zale Jewelry
|
(115
|
)
|
|
(49
|
)
|
|
(21
|
)
|
|
|||
Piercing Pagoda
|
(31
|
)
|
|
(24
|
)
|
|
(12
|
)
|
|
|||
Total stores closed during the year
|
(146
|
)
|
|
(73
|
)
|
|
(33
|
)
|
|
|||
|
|
|
|
|
|
|
||||||
Zales
|
704
|
|
|
751
|
|
|
730
|
|
|
|||
Peoples
|
129
|
|
|
143
|
|
|
145
|
|
|
|||
Regional brands
|
35
|
|
|
76
|
|
|
102
|
|
|
|||
Total Zale Jewelry
|
868
|
|
|
970
|
|
|
977
|
|
|
|||
Piercing Pagoda
|
598
|
|
|
616
|
|
|
605
|
|
|
|||
Total stores open at the end of the year
|
1,466
|
|
|
1,586
|
|
|
1,582
|
|
|
|||
|
|
|
|
|
|
|
||||||
Zales
|
$
|
1.408
|
|
|
$
|
1.327
|
|
|
$
|
1.467
|
|
|
Peoples
|
$
|
1.444
|
|
|
$
|
1.267
|
|
|
$
|
1.353
|
|
|
Regional brands
|
$
|
1.269
|
|
|
$
|
0.982
|
|
|
$
|
0.942
|
|
|
Total Zale Jewelry
|
$
|
1.407
|
|
|
$
|
1.290
|
|
|
$
|
1.394
|
|
|
Piercing Pagoda
|
$
|
0.417
|
|
|
$
|
0.506
|
|
|
$
|
0.376
|
|
|
Average sales per store (millions)
(1)
|
$
|
1.005
|
|
|
$
|
0.988
|
|
|
$
|
1.003
|
|
|
|
|
|
|
|
|
|
||||||
Zales
|
977
|
|
|
1,039
|
|
|
1,010
|
|
|
|||
Peoples
|
171
|
|
|
190
|
|
|
193
|
|
|
|||
Regional brands
|
38
|
|
|
82
|
|
|
112
|
|
|
|||
Total Zale Jewelry
(2)
|
1,186
|
|
|
1,311
|
|
|
1,315
|
|
|
|||
Piercing Pagoda
|
112
|
|
|
115
|
|
|
114
|
|
|
|||
Total net selling square feet (thousands)
(2)
|
1,298
|
|
|
1,426
|
|
|
1,429
|
|
|
|||
|
|
|
|
|
|
|
||||||
(Decrease) increase in net store selling space
|
(9.0
|
)%
|
|
(0.2
|
)%
|
|
0.5
|
%
|
|
|
|
|
|
Change from
previous year
|
||||||
Fiscal 2017
|
Sales
(millions) |
|
Same store sales
|
|
Total
sales
|
|||||
Zales
|
$
|
1,244.3
|
|
|
(2.0
|
)%
|
|
(1.0
|
)%
|
|
Peoples
|
215.4
|
|
|
2.6
|
%
|
|
5.1
|
%
|
||
Regional brands
|
56.5
|
|
|
(14.2
|
)%
|
|
(35.4
|
)%
|
||
Total Zale Jewelry
|
$
|
1,516.2
|
|
|
(1.9
|
)%
|
|
(2.2
|
)%
|
|
Piercing Pagoda
|
278.5
|
|
|
3.0
|
%
|
|
5.9
|
%
|
||
Zale division
(1)
|
$
|
1,794.7
|
|
|
(1.2
|
)%
|
|
(1.0
|
)%
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
||||||
Sales (millions)
|
$
|
1,244.3
|
|
|
$
|
1,257.4
|
|
|
$
|
1,241.0
|
|
|
Average sales per store (millions)
|
$
|
1.408
|
|
|
$
|
1.327
|
|
|
$
|
1.467
|
|
|
Stores at year end
|
704
|
|
|
751
|
|
|
730
|
|
|
|||
Total net selling square feet (thousands)
|
977
|
|
|
1,039
|
|
|
1,010
|
|
|
|
Stores at
|
|
Net openings (closures)
|
||||||||
|
February 3, 2018
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||
Mall
|
545
|
|
|
(43
|
)
|
|
12
|
|
|
9
|
|
Off-mall and outlet
|
159
|
|
|
(4
|
)
|
|
9
|
|
|
5
|
|
Total
|
704
|
|
|
(47
|
)
|
|
21
|
|
|
14
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
||||||
Sales (millions)
|
$
|
215.4
|
|
|
$
|
204.9
|
|
|
$
|
214.8
|
|
|
Average sales per store (millions)
|
$
|
1.444
|
|
|
$
|
1.267
|
|
|
$
|
1.353
|
|
|
Stores at year end
|
129
|
|
|
143
|
|
|
145
|
|
|
|||
Total net selling square feet (thousands)
|
171
|
|
|
190
|
|
|
193
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
||||||
Sales (millions)
|
$
|
56.5
|
|
|
$
|
87.4
|
|
|
$
|
112.4
|
|
|
Average sales per store (millions)
(1)
|
$
|
1.269
|
|
|
$
|
0.982
|
|
|
$
|
0.942
|
|
|
Stores at year end
|
35
|
|
|
76
|
|
|
102
|
|
|
|||
Total net selling square feet (thousands)
|
38
|
|
|
82
|
|
|
112
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
||||||
Sales (millions)
|
$
|
278.5
|
|
|
$
|
263.1
|
|
|
$
|
243.2
|
|
|
Average sales per store (millions)
(1)
|
$
|
0.417
|
|
|
$
|
0.506
|
|
|
$
|
0.376
|
|
|
Stores at year end
|
598
|
|
|
616
|
|
|
605
|
|
|
|||
Total net selling square feet (thousands)
|
112
|
|
|
115
|
|
|
114
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
H.Samuel
|
2
|
|
|
6
|
|
|
2
|
|
|||
Ernest Jones
|
1
|
|
|
3
|
|
|
8
|
|
|||
Total stores opened or acquired during the year
|
3
|
|
|
9
|
|
|
10
|
|
|||
|
|
|
|
|
|
||||||
H.Samuel
|
(5
|
)
|
|
(3
|
)
|
|
(3
|
)
|
|||
Ernest Jones
|
(2
|
)
|
|
(1
|
)
|
|
(2
|
)
|
|||
Total stores closed during the year
|
(7
|
)
|
|
(4
|
)
|
|
(5
|
)
|
|||
|
|
|
|
|
|
||||||
H.Samuel
|
301
|
|
|
304
|
|
|
301
|
|
|||
Ernest Jones
|
203
|
|
|
204
|
|
|
202
|
|
|||
Total stores open at the end of the year
|
504
|
|
|
508
|
|
|
503
|
|
|||
|
|
|
|
|
|
||||||
H.Samuel
|
£
|
0.698
|
|
|
£
|
0.748
|
|
|
£
|
0.763
|
|
Ernest Jones
|
£
|
1.066
|
|
|
£
|
1.114
|
|
|
£
|
1.142
|
|
Average sales per store (millions)
(1)
|
£
|
0.847
|
|
|
£
|
0.894
|
|
|
£
|
0.910
|
|
|
|
|
|
|
|
||||||
H.Samuel
|
327
|
|
|
329
|
|
|
326
|
|
|||
Ernest Jones
|
197
|
|
|
197
|
|
|
194
|
|
|||
Total net selling square feet (thousands)
|
524
|
|
|
526
|
|
|
520
|
|
|||
|
|
|
|
|
|
||||||
Increase in net store selling space
|
(0.4
|
)%
|
|
1.0
|
%
|
|
1.5
|
%
|
(1)
|
Based only upon stores operated for the full fiscal year and calculated on a 52-week basis.
|
|
|
|
Change from previous year
|
|||||||||
Fiscal 2018
|
Sales
(millions) |
|
Same
store sales |
|
Total sales at constant
exchange rates |
|
Total
sales |
|||||
H.Samuel
|
£
|
234.5
|
|
|
(6.5
|
)%
|
|
(4.3
|
)%
|
|
(5.2
|
)%
|
Ernest Jones
|
237.3
|
|
|
(5.6
|
)%
|
|
(2.9
|
)%
|
|
(4.2
|
)%
|
|
UK Jewelry
|
£
|
471.8
|
|
|
(6.0
|
)%
|
|
(3.6
|
)%
|
|
(4.7
|
)%
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales (millions)
|
£
|
234.5
|
|
|
£
|
245.0
|
|
|
£
|
247.4
|
|
Average sales per store (millions)
|
£
|
0.698
|
|
|
£
|
0.748
|
|
|
£
|
0.763
|
|
Stores at year end
|
301
|
|
|
304
|
|
|
301
|
|
|||
Total net selling square feet (thousands)
|
327
|
|
|
329
|
|
|
326
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales (millions)
|
£
|
237.3
|
|
|
£
|
244.4
|
|
|
£
|
237.9
|
|
Average sales per store (millions)
|
£
|
1.066
|
|
|
£
|
1.114
|
|
|
£
|
1.142
|
|
Stores at year end
|
203
|
|
|
204
|
|
|
202
|
|
|||
Total net selling square feet (thousands)
|
197
|
|
|
197
|
|
|
194
|
|
Location
|
|
Function
|
|
Approximate square footage
|
|
Lease or Own
|
|
Lease expiration
|
|
Akron, Ohio
|
|
Corporate and distribution
|
|
460,000
|
|
|
Lease
|
|
2048
|
Akron, Ohio
|
|
Credit
(1)
|
|
86,000
|
|
|
Lease
|
|
2048
|
Akron, Ohio
|
|
Training
|
|
12,000
|
|
|
Lease
|
|
2048
|
Akron, Ohio
|
|
Repair facility
|
|
38,000
|
|
|
Own
|
|
N/A
|
Akron, Ohio
|
|
Corporate
|
|
34,900
|
|
|
Lease
|
|
2019
|
Barberton, Ohio
|
|
Non-merchandise fulfillment
|
|
135,000
|
|
|
Lease
|
|
2032
|
New York City, New York
|
|
Design
|
|
4,600
|
|
|
Lease
|
|
2019
|
New York City, New York
|
|
Diamond trading
|
|
2,000
|
|
|
Lease
|
|
2021
|
New York City, New York
|
|
Corporate
|
|
10,824
|
|
|
Lease
|
|
2023
|
New York City, New York
|
|
Corporate
|
|
813
|
|
|
Lease
|
|
2018
|
New York City, New York
|
|
Storage
|
|
1,254
|
|
|
Lease
|
|
2023
|
Irving, Texas
|
|
Corporate and distribution
|
|
414,000
|
|
|
Lease
|
|
2018
|
Dallas, Texas
|
|
Repair facility
|
|
30,800
|
|
|
Lease
|
|
2028
|
Dallas, Texas
|
|
Corporate
|
|
225,000
|
|
|
Lease
|
|
2028
|
Frederick, Maryland
|
|
Customer service
|
|
7,716
|
|
|
Lease
|
|
2018
|
Toronto, Ontario (Canada)
|
|
Distribution and fulfillment
|
|
26,000
|
|
|
Lease
|
|
2019
|
Birmingham, UK
|
|
Corporate, distribution and e-commerce fulfillment
|
|
235,000
|
|
|
Own
|
|
N/A
|
Borehamwood, Hertfordshire (UK)
|
|
Corporate
|
|
36,200
|
|
|
Lease
|
|
2020
|
Gaborone, Botswana
|
|
Diamond polishing
|
|
34,200
|
|
|
Own
|
|
N/A
|
Mumbai, India
|
|
Diamond liaison
|
|
3,000
|
|
|
Lease
|
|
2018
|
Mumbai, India
|
|
Diamond liaison
|
|
2,936
|
|
|
Lease
|
|
2019
|
Ramat-Gan, Israel
|
|
Technology center
|
|
1,000
|
|
|
Lease
|
|
2019
|
Herzelia, Israel
|
|
Technology center
|
|
7,125
|
|
|
Lease
|
|
2019
|
(1)
|
In October 2017, Signet, through its subsidiary Sterling, completed the sale of the prime-only credit quality portion of Sterling’s in-house finance receivable portfolio. In conjunction with this transaction, the indicated property has been subleased to multiple third party service providers. See Note 3 of Item 8 for further details.
|
|
Sterling Jewelers division
|
|
Zale division
|
|
UK Jewelry division
|
|
Signet
|
||||||||||||||||||||||||||||||||||
|
Kay
|
|
Jared
|
|
Regional brands
|
|
Total
|
|
Zales
|
|
Peoples
|
|
Regional
brands |
|
Total Zale
Jewelry |
|
Piercing Pagoda
|
|
Total
|
|
H.Samuel
|
|
Ernest Jones
|
|
Total
|
|
Total
stores |
||||||||||||||
US
|
1,247
|
|
|
274
|
|
|
65
|
|
|
1,586
|
|
|
704
|
|
|
—
|
|
|
17
|
|
|
721
|
|
|
598
|
|
|
1,319
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,905
|
|
Canada
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
129
|
|
|
18
|
|
|
147
|
|
|
—
|
|
|
147
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
147
|
|
United Kingdom
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
289
|
|
|
198
|
|
|
487
|
|
|
487
|
|
Republic of Ireland
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
4
|
|
|
14
|
|
|
14
|
|
Channel Islands
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
1
|
|
|
3
|
|
|
3
|
|
Total
|
1,247
|
|
|
274
|
|
|
65
|
|
|
1,586
|
|
|
704
|
|
|
129
|
|
|
35
|
|
|
868
|
|
|
598
|
|
|
1,466
|
|
|
301
|
|
|
203
|
|
|
504
|
|
|
3,556
|
|
|
Sterling Jewelers division
|
|
Zale division
|
|
Signet
|
|||||||||||||||||||||||||||
|
Kay
|
|
Jared
|
|
Regional brands
|
|
Total
|
|
Zales
|
|
Peoples
|
|
Regional
brands |
|
Total Zale
Jewelry |
|
Piercing Pagoda
|
|
Total
|
|
Total Stores
|
|||||||||||
Alabama
|
28
|
|
|
4
|
|
|
1
|
|
|
33
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
4
|
|
|
16
|
|
|
49
|
|
Alaska
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
5
|
|
Arizona
|
20
|
|
|
8
|
|
|
1
|
|
|
29
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
10
|
|
|
22
|
|
|
51
|
|
Arkansas
|
10
|
|
|
1
|
|
|
—
|
|
|
11
|
|
|
9
|
|
|
—
|
|
|
1
|
|
|
10
|
|
|
—
|
|
|
10
|
|
|
21
|
|
California
|
80
|
|
|
20
|
|
|
—
|
|
|
100
|
|
|
53
|
|
|
—
|
|
|
—
|
|
|
53
|
|
|
41
|
|
|
94
|
|
|
194
|
|
Colorado
|
16
|
|
|
6
|
|
|
—
|
|
|
22
|
|
|
16
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
4
|
|
|
20
|
|
|
42
|
|
Connecticut
|
14
|
|
|
2
|
|
|
1
|
|
|
17
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
15
|
|
|
25
|
|
|
42
|
|
Delaware
|
4
|
|
|
2
|
|
|
—
|
|
|
6
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
6
|
|
|
10
|
|
|
16
|
|
Florida
|
89
|
|
|
23
|
|
|
6
|
|
|
118
|
|
|
52
|
|
|
—
|
|
|
2
|
|
|
54
|
|
|
71
|
|
|
125
|
|
|
243
|
|
Georgia
|
53
|
|
|
13
|
|
|
3
|
|
|
69
|
|
|
23
|
|
|
—
|
|
|
—
|
|
|
23
|
|
|
12
|
|
|
35
|
|
|
104
|
|
Hawaii
|
8
|
|
|
1
|
|
|
—
|
|
|
9
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|
15
|
|
Idaho
|
5
|
|
|
1
|
|
|
—
|
|
|
6
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
8
|
|
Illinois
|
46
|
|
|
12
|
|
|
1
|
|
|
59
|
|
|
24
|
|
|
—
|
|
|
—
|
|
|
24
|
|
|
20
|
|
|
44
|
|
|
103
|
|
Indiana
|
31
|
|
|
6
|
|
|
5
|
|
|
42
|
|
|
13
|
|
|
—
|
|
|
—
|
|
|
13
|
|
|
14
|
|
|
27
|
|
|
69
|
|
Iowa
|
21
|
|
|
2
|
|
|
—
|
|
|
23
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
4
|
|
|
11
|
|
|
34
|
|
Kansas
|
9
|
|
|
2
|
|
|
—
|
|
|
11
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|
7
|
|
|
5
|
|
|
12
|
|
|
23
|
|
Kentucky
|
21
|
|
|
3
|
|
|
3
|
|
|
27
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
6
|
|
|
14
|
|
|
41
|
|
Louisiana
|
19
|
|
|
3
|
|
|
1
|
|
|
23
|
|
|
15
|
|
|
—
|
|
|
4
|
|
|
19
|
|
|
—
|
|
|
19
|
|
|
42
|
|
Maine
|
6
|
|
|
1
|
|
|
—
|
|
|
7
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
2
|
|
|
3
|
|
|
10
|
|
Maryland
|
31
|
|
|
9
|
|
|
3
|
|
|
43
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
23
|
|
|
38
|
|
|
81
|
|
Massachusetts
|
25
|
|
|
6
|
|
|
1
|
|
|
32
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
11
|
|
|
21
|
|
|
32
|
|
|
64
|
|
Michigan
|
43
|
|
|
9
|
|
|
5
|
|
|
57
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
18
|
|
|
9
|
|
|
27
|
|
|
84
|
|
Minnesota
|
17
|
|
|
4
|
|
|
2
|
|
|
23
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
7
|
|
|
16
|
|
|
39
|
|
Mississippi
|
15
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|
23
|
|
Missouri
|
24
|
|
|
5
|
|
|
—
|
|
|
29
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
6
|
|
|
16
|
|
|
45
|
|
Montana
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
Nebraska
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
1
|
|
|
4
|
|
|
12
|
|
Nevada
|
10
|
|
|
3
|
|
|
—
|
|
|
13
|
|
|
7
|
|
|
—
|
|
|
1
|
|
|
8
|
|
|
5
|
|
|
13
|
|
|
26
|
|
New Hampshire
|
11
|
|
|
4
|
|
|
2
|
|
|
17
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
7
|
|
|
12
|
|
|
29
|
|
New Jersey
|
31
|
|
|
8
|
|
|
—
|
|
|
39
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
18
|
|
|
33
|
|
|
51
|
|
|
90
|
|
New Mexico
|
5
|
|
|
1
|
|
|
—
|
|
|
6
|
|
|
9
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
3
|
|
|
12
|
|
|
18
|
|
New York
|
68
|
|
|
8
|
|
|
1
|
|
|
77
|
|
|
42
|
|
|
—
|
|
|
—
|
|
|
42
|
|
|
64
|
|
|
106
|
|
|
183
|
|
North Carolina
|
49
|
|
|
12
|
|
|
—
|
|
|
61
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
19
|
|
|
38
|
|
|
99
|
|
North Dakota
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
1
|
|
|
4
|
|
|
8
|
|
Ohio
|
72
|
|
|
16
|
|
|
10
|
|
|
98
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
22
|
|
|
41
|
|
|
139
|
|
Oklahoma
|
15
|
|
|
2
|
|
|
—
|
|
|
17
|
|
|
10
|
|
|
—
|
|
|
2
|
|
|
12
|
|
|
2
|
|
|
14
|
|
|
31
|
|
Oregon
|
15
|
|
|
3
|
|
|
—
|
|
|
18
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
5
|
|
|
9
|
|
|
27
|
|
Pennsylvania
|
62
|
|
|
11
|
|
|
4
|
|
|
77
|
|
|
31
|
|
|
—
|
|
|
—
|
|
|
31
|
|
|
60
|
|
|
91
|
|
|
168
|
|
Rhode Island
|
4
|
|
|
1
|
|
|
—
|
|
|
5
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
3
|
|
|
5
|
|
|
10
|
|
South Carolina
|
27
|
|
|
3
|
|
|
1
|
|
|
31
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
7
|
|
|
17
|
|
|
48
|
|
South Dakota
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
1
|
|
|
4
|
|
|
7
|
|
Tennessee
|
29
|
|
|
8
|
|
|
1
|
|
|
38
|
|
|
18
|
|
|
—
|
|
|
—
|
|
|
18
|
|
|
5
|
|
|
23
|
|
|
61
|
|
Texas
|
84
|
|
|
31
|
|
|
—
|
|
|
115
|
|
|
99
|
|
|
—
|
|
|
7
|
|
|
106
|
|
|
19
|
|
|
125
|
|
|
240
|
|
Utah
|
11
|
|
|
3
|
|
|
—
|
|
|
14
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
3
|
|
|
4
|
|
|
18
|
|
Vermont
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|
2
|
|
|
4
|
|
Virginia
|
41
|
|
|
10
|
|
|
3
|
|
|
54
|
|
|
25
|
|
|
—
|
|
|
—
|
|
|
25
|
|
|
25
|
|
|
50
|
|
|
104
|
|
Washington
|
19
|
|
|
3
|
|
|
4
|
|
|
26
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
13
|
|
|
25
|
|
|
51
|
|
West Virginia
|
10
|
|
|
—
|
|
|
4
|
|
|
14
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
7
|
|
|
12
|
|
|
26
|
|
Wisconsin
|
24
|
|
|
4
|
|
|
2
|
|
|
30
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
12
|
|
|
20
|
|
|
50
|
|
Wyoming
|
2
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
|
5
|
|
US
|
1,247
|
|
|
274
|
|
|
65
|
|
|
1,586
|
|
|
704
|
|
|
—
|
|
|
17
|
|
|
721
|
|
|
598
|
|
|
1,319
|
|
|
2,905
|
|
Alberta
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
|
2
|
|
|
22
|
|
|
—
|
|
|
22
|
|
|
22
|
|
British Columbia
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21
|
|
|
2
|
|
|
23
|
|
|
—
|
|
|
23
|
|
|
23
|
|
Manitoba
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|
5
|
|
New Brunswick
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
|
3
|
|
Newfoundland
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
2
|
|
Nova Scotia
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|
5
|
|
Ontario
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
64
|
|
|
14
|
|
|
78
|
|
|
—
|
|
|
78
|
|
|
78
|
|
Prince Edward Island
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
1
|
|
Saskatchewan
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|
8
|
|
Canada
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
129
|
|
|
18
|
|
|
147
|
|
|
—
|
|
|
147
|
|
|
147
|
|
Total North America
|
1,247
|
|
|
274
|
|
|
65
|
|
|
1,586
|
|
|
704
|
|
|
129
|
|
|
35
|
|
|
868
|
|
|
598
|
|
|
1,466
|
|
|
3,052
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||||||||||||||
|
High
|
|
Low
|
|
Dividend
|
|
High
|
|
Low
|
|
Dividend
|
||||||||||||
First quarter
|
$
|
79.16
|
|
|
$
|
63.25
|
|
|
$
|
0.31
|
|
|
$
|
124.03
|
|
|
$
|
94.71
|
|
|
$
|
0.26
|
|
Second quarter
|
$
|
65.68
|
|
|
$
|
47.88
|
|
|
$
|
0.31
|
|
|
$
|
109.48
|
|
|
$
|
79.26
|
|
|
$
|
0.26
|
|
Third quarter
|
$
|
69.75
|
|
|
$
|
51.89
|
|
|
$
|
0.31
|
|
|
$
|
95.50
|
|
|
$
|
73.16
|
|
|
$
|
0.26
|
|
Fourth quarter
|
$
|
76.58
|
|
|
$
|
49.80
|
|
|
$
|
0.31
|
|
|
$
|
98.72
|
|
|
$
|
79.99
|
|
|
$
|
0.26
|
|
Period
|
Total number of shares purchased
|
|
Average price paid per share
|
|
Total number of shares purchased as part of publicly announced plans or programs
(1)
|
|
Approximate dollar value of shares that may yet be purchased under the plans or programs
|
||||
October 29, 2017 to November 25, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$650,586,636
|
November 26, 2017 to December 30, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$650,586,636
|
December 31, 2017 to February 3, 2018
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$650,586,636
|
Total
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$650,586,636
|
(1)
|
In February 2016 and August 2016, the Board of Directors authorized the repurchase of Signet’s common shares up to $750.0 million and $625.0 million, respectively, for a combined total of $1,375.0 million (the “2016 Program”). In June 2017, the Board of Directors authorized a new program to repurchase $600.0 million of Signet’s common shares (the “2017 Program”). The 2016 Program and 2017 Program may be suspended or discontinued at any time without notice. See Note 7 of Item 8 for additional information.
|
FINANCIAL DATA:
|
Fiscal 2018
(1)
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2015
(2)
|
|
Fiscal 2014
|
|
||||||||||
Income statement:
|
(in millions)
|
|
||||||||||||||||||
Sales
|
$
|
6,253.0
|
|
|
$
|
6,408.4
|
|
|
$
|
6,550.2
|
|
|
$
|
5,736.3
|
|
|
$
|
4,209.2
|
|
|
Gross margin
|
$
|
2,190.0
|
|
|
$
|
2,360.8
|
|
|
$
|
2,440.4
|
|
|
$
|
2,074.2
|
|
|
$
|
1,580.5
|
|
|
Selling, general and administrative expenses
|
$
|
(1,872.2
|
)
|
|
$
|
(1,880.2
|
)
|
|
$
|
(1,987.6
|
)
|
|
$
|
(1,712.9
|
)
|
|
$
|
(1,196.7
|
)
|
|
Operating income
|
$
|
579.9
|
|
|
$
|
763.2
|
|
|
$
|
703.7
|
|
|
$
|
576.6
|
|
|
$
|
570.5
|
|
|
Net income attributable to common shareholders
|
$
|
486.4
|
|
|
$
|
531.3
|
|
|
$
|
467.9
|
|
|
$
|
381.3
|
|
|
$
|
368.0
|
|
|
Adjusted EBITDA
(3)
|
$
|
770.3
|
|
|
$
|
955.0
|
|
|
$
|
891.5
|
|
|
$
|
762.9
|
|
|
$
|
680.7
|
|
|
Same store sales percentage (decrease) increase
|
(5.3
|
)%
|
|
(1.9
|
)%
|
|
4.1
|
%
|
|
4.1
|
%
|
|
4.4
|
%
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
(Income statement as a % of sales)
|
|
||||||||||||||||||
Sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|||||
Gross margin
|
35.0
|
%
|
|
36.8
|
%
|
|
37.3
|
%
|
|
36.2
|
%
|
|
37.5
|
%
|
|
|||||
Selling, general and administrative expenses
|
(29.9
|
)%
|
|
(29.3
|
)%
|
|
(30.4
|
)%
|
|
(29.9
|
)%
|
|
(28.4
|
)%
|
|
|||||
Operating income
|
9.3
|
%
|
|
11.9
|
%
|
|
10.7
|
%
|
|
10.0
|
%
|
|
13.5
|
%
|
|
|||||
Net income attributable to common shareholders
|
7.8
|
%
|
|
8.3
|
%
|
|
7.1
|
%
|
|
6.6
|
%
|
|
8.7
|
%
|
|
|||||
Adjusted EBITDA
(3)
|
12.3
|
%
|
|
14.9
|
%
|
|
13.6
|
%
|
|
13.3
|
%
|
|
16.2
|
%
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per share data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings per common share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
$
|
7.72
|
|
|
$
|
7.13
|
|
|
$
|
5.89
|
|
|
$
|
4.77
|
|
|
$
|
4.59
|
|
|
Diluted
|
$
|
7.44
|
|
|
$
|
7.08
|
|
|
$
|
5.87
|
|
|
$
|
4.75
|
|
|
$
|
4.56
|
|
|
Dividends declared per common share
|
$
|
1.24
|
|
|
$
|
1.04
|
|
|
$
|
0.88
|
|
|
$
|
0.72
|
|
|
$
|
0.60
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average common shares outstanding:
|
(in millions)
|
|
||||||||||||||||||
Basic
|
63.0
|
|
|
74.5
|
|
|
79.5
|
|
|
79.9
|
|
|
80.2
|
|
|
|||||
Diluted
|
69.8
|
|
|
76.7
|
|
|
79.7
|
|
|
80.2
|
|
|
80.7
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance sheet:
|
(in millions)
|
|
||||||||||||||||||
Total assets
|
$
|
5,839.6
|
|
|
$
|
6,597.8
|
|
|
$
|
6,464.9
|
|
|
$
|
6,203.0
|
|
|
$
|
3,916.1
|
|
|
Total liabilities
|
$
|
2,726.2
|
|
|
$
|
3,495.7
|
|
|
$
|
3,404.2
|
|
|
$
|
3,392.6
|
|
|
$
|
1,353.0
|
|
|
Series A redeemable convertible preferred shares
|
$
|
613.6
|
|
|
$
|
611.9
|
|
|
n/a
|
|
n/a
|
|
n/a
|
|
||||||
Net (debt) cash
(3)
|
$
|
(507.1
|
)
|
|
$
|
(1,310.3
|
)
|
|
$
|
(1,241.0
|
)
|
|
$
|
(1,256.4
|
)
|
|
$
|
228.3
|
|
|
Working capital
|
$
|
2,408.9
|
|
|
$
|
3,438.9
|
|
|
$
|
3,437.0
|
|
|
$
|
3,210.3
|
|
|
$
|
2,467.0
|
|
|
Common shares outstanding
|
60.5
|
|
|
68.3
|
|
|
79.4
|
|
|
80.3
|
|
|
80.2
|
|
|
(1)
|
On September 12, 2017, the Company completed the acquisition of R2Net. Fiscal 2018 results include R2Net’s results since the date of acquisition. See Note 3 of Item 8 for additional information.
|
(2)
|
On May 29, 2014, the Company completed the acquisition of Zale Corporation. Fiscal 2015 results include Zale Corporation’s results since the date of acquisition.
|
n/a
|
Not applicable as Series A redeemable convertible preferred shares were issued in October 2016.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2015
(1)
|
|
Fiscal 2014
|
|
||||||||||
Other financial data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Free cash flow (in millions)
(2)
|
$
|
1,703.1
|
|
|
$
|
400.3
|
|
|
$
|
216.8
|
|
|
$
|
62.8
|
|
|
$
|
82.8
|
|
|
Effective tax rate
|
1.5
|
%
|
|
23.9
|
%
|
|
28.9
|
%
|
|
29.5
|
%
|
|
35.0
|
%
|
|
|||||
ROCE
(2)
|
19.1
|
%
|
|
21.4
|
%
|
|
21.0
|
%
|
|
19.5
|
%
|
|
25.2
|
%
|
|
|||||
Adjusted leverage ratio
(2)
|
3.1x
|
|
|
3.6x
|
|
|
3.3x
|
|
|
3.5x
|
|
|
1.8x
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Store and employee data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Store locations (at end of period)
|
3,556
|
|
|
3,682
|
|
|
3,625
|
|
|
3,579
|
|
|
1,964
|
|
|
|||||
Number of employees (full-time equivalents)
|
24,888
|
|
(3)
|
29,566
|
|
(3)
|
29,057
|
|
(3)
|
28,949
|
|
(3)
|
18,179
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
(1)
|
On May 29, 2014, the Company completed the acquisition of Zale Corporation. Fiscal 2015 includes Zale Corporation’s results since the date of acquisition.
|
(3)
|
Number of employees includes
127
, 194, 226 and 211 full-time equivalents employed in the diamond polishing plant located in Botswana for Fiscal 2017, Fiscal 2016, Fiscal 2015, and Fiscal 2014, respectively.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
|
January 30, 2016
|
||||||
Cash and cash equivalents
|
$
|
225.1
|
|
|
$
|
98.7
|
|
|
$
|
137.7
|
|
Loans and overdrafts
|
(44.0
|
)
|
|
(91.1
|
)
|
|
(57.7
|
)
|
|||
Long-term debt
|
(688.2
|
)
|
|
(1,317.9
|
)
|
|
(1,321.0
|
)
|
|||
Net debt
|
$
|
(507.1
|
)
|
|
$
|
(1,310.3
|
)
|
|
$
|
(1,241.0
|
)
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2015
|
|
Fiscal 2014
|
|||||
ROCE
|
19.1
|
%
|
|
21.4
|
%
|
|
21.0
|
%
|
|
19.5
|
%
|
|
25.2
|
%
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Net cash provided by operating activities
|
$
|
1,940.5
|
|
|
$
|
678.3
|
|
|
$
|
443.3
|
|
Purchase of property, plant and equipment
|
(237.4
|
)
|
|
(278.0
|
)
|
|
(226.5
|
)
|
|||
Free cash flow
|
$
|
1,703.1
|
|
|
$
|
400.3
|
|
|
$
|
216.8
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2015
|
|
Fiscal 2014
|
||||||||||
Adjusted debt:
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
$
|
688.2
|
|
|
$
|
1,317.9
|
|
|
$
|
1,321.0
|
|
|
$
|
1,354.3
|
|
|
$
|
—
|
|
Loans and overdrafts
|
44.0
|
|
|
91.1
|
|
|
57.7
|
|
|
95.7
|
|
|
19.3
|
|
|||||
Series A redeemable convertible preferred shares
(1)
|
613.6
|
|
|
611.9
|
|
|
n/a
|
|
|
n/a
|
|
|
n/a
|
|
|||||
Adjustments:
|
|
|
|
|
|
|
|
|
|
||||||||||
5x Rent expense
|
2,640.5
|
|
(3)
|
|
|
|
|
|
|
|
|||||||||
8x Rent expense
|
*
|
|
(3)
|
4,195.2
|
|
|
4,205.6
|
|
|
3,703.2
|
|
|
2,589.6
|
|
|||||
70% of in-house credit program financing receivables
|
n/a
|
|
|
(1,269.3
|
)
|
|
(1,208.2
|
)
|
|
(1,087.0
|
)
|
|
(949.2
|
)
|
|||||
Adjusted debt
|
$
|
3,986.3
|
|
|
$
|
4,946.8
|
|
|
$
|
4,376.1
|
|
|
$
|
4,066.2
|
|
|
$
|
1,659.7
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusted EBITDAR:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income
|
$
|
519.3
|
|
|
$
|
543.2
|
|
|
$
|
467.9
|
|
|
$
|
381.3
|
|
|
$
|
368.0
|
|
Income taxes
|
7.9
|
|
|
170.6
|
|
|
189.9
|
|
|
159.3
|
|
|
198.5
|
|
|||||
Interest expense, net
|
52.7
|
|
|
49.4
|
|
|
45.9
|
|
|
36.0
|
|
|
4.0
|
|
|||||
Depreciation and amortization on property, plant and equipment
(2)
|
194.1
|
|
|
175.0
|
|
|
161.4
|
|
|
140.4
|
|
|
110.2
|
|
|||||
Amortization of definite-lived intangibles
(2)
|
9.3
|
|
|
13.8
|
|
|
13.9
|
|
|
9.3
|
|
|
—
|
|
|||||
Amortization of unfavorable leases and contracts
|
(13.0
|
)
|
|
(19.7
|
)
|
|
(28.7
|
)
|
|
(23.7
|
)
|
|
—
|
|
|||||
Other non-cash accounting adjustments
|
—
|
|
|
22.7
|
|
|
41.2
|
|
|
60.3
|
|
|
—
|
|
|||||
Adjusted EBITDA
|
$
|
770.3
|
|
|
$
|
955.0
|
|
|
$
|
891.5
|
|
|
$
|
762.9
|
|
|
$
|
680.7
|
|
Rent expense
|
528.1
|
|
|
524.4
|
|
|
525.7
|
|
|
462.9
|
|
|
323.7
|
|
|||||
Share-based compensation expense
|
*
|
|
(3)
|
8.0
|
|
|
16.4
|
|
|
12.1
|
|
|
14.4
|
|
|||||
Finance income from in-house credit program
|
n/a
|
|
|
(277.6
|
)
|
|
(252.5
|
)
|
|
(217.9
|
)
|
|
(186.4
|
)
|
|||||
Late charge income
|
n/a
|
|
|
(36.0
|
)
|
|
(33.9
|
)
|
|
(31.3
|
)
|
|
(29.4
|
)
|
|||||
Net bad debt expense
|
n/a
|
|
|
212.1
|
|
|
190.5
|
|
|
160.0
|
|
|
138.3
|
|
|||||
Adjusted EBITDAR
|
$
|
1,298.4
|
|
|
$
|
1,385.9
|
|
|
$
|
1,337.7
|
|
|
$
|
1,148.7
|
|
|
$
|
941.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Adjusted Leverage ratio
(4)
|
3.1x
|
|
|
3.6x
|
|
|
3.3x
|
|
|
3.5x
|
|
|
1.8x
|
|
(1)
|
Series A redeemable convertible preferred shares were issued in October 2016.
|
(2)
|
Total amount of depreciation and amortization reflected on the consolidated statement of cash flows for
Fiscal 2018
,
Fiscal 2017
and
Fiscal 2016
equals
$203.4 million
,
$188.8 million
and
$175.3 million
, respectively, which includes
$9.3 million
,
$13.8 million
and
$13.9 million
, respectively, related to the amortization of definite-lived intangibles, primarily favorable leases and trade names.
|
(3)
|
Adjusted debt and adjusted EBITDA have been recalculated to align with methodologies commonly utilized by credit rating agencies and others in evaluating leverage.
|
(4)
|
Adjusted leverage ratio would have been as follows in the comparable periods if adjusted debt reflected 5x rent expense:
|
n/a
|
Not applicable.
|
•
|
total sales - driven by the change in same store sales and net store selling space;
|
•
|
gross margin - including the mix of results by store banner including brick-and-mortar locations and online;
|
•
|
level of selling, general and administrative expenses; and
|
•
|
other operating income, which primarily consists of finance income from the Company’s credit operations.
|
|
Sterling Jewelers division
|
|
Zale division
|
|
UK Jewelry division
|
|
Total
Signet |
||||
Fiscal 2018
|
|
|
|
|
|
|
|
||||
Openings
|
87
|
|
|
26
|
|
|
3
|
|
|
116
|
|
Closures
|
(89
|
)
|
|
(146
|
)
|
|
(7
|
)
|
|
(242
|
)
|
Net change in store selling space
|
1.3
|
%
|
|
(9.0
|
)%
|
|
(0.4
|
)%
|
|
(1.7
|
)%
|
Fiscal 2017
|
|
|
|
|
|
|
|
||||
Openings
|
76
|
|
|
77
|
|
|
9
|
|
|
162
|
|
Closures
|
(28
|
)
|
|
(73
|
)
|
|
(4
|
)
|
|
(105
|
)
|
Net change in store selling space
|
4.3
|
%
|
|
(0.2
|
)%
|
|
1.0
|
%
|
|
2.6
|
%
|
Fiscal 2016
|
|
|
|
|
|
|
|
||||
Openings
|
60
|
|
|
38
|
|
|
10
|
|
|
108
|
|
Closures
|
(24
|
)
|
|
(33
|
)
|
|
(5
|
)
|
|
(62
|
)
|
Net change in store selling space
|
5.0
|
%
|
|
0.5
|
%
|
|
1.5
|
%
|
|
3.3
|
%
|
•
|
Occupancy costs such as rent, common area maintenance, depreciation and real estate tax.
|
•
|
Net bad debt expense and customers’ late payments primarily under the in-house customer finance program.
|
•
|
Store operating expenses such as utilities, displays and merchant credit costs.
|
•
|
Distribution and warehousing costs including freight, processing, inventory shrinkage and related payroll.
|
|
|
Sterling Jewelers division
|
|
Zale division
|
|
UK Jewelry division
|
|
Total
Signet |
||||
Fiscal 2018
|
|
|
|
|
|
|
|
|
||||
Diamonds
|
|
54
|
%
|
|
35
|
%
|
|
16
|
%
|
|
45
|
%
|
Gold
|
|
13
|
%
|
|
15
|
%
|
|
15
|
%
|
|
14
|
%
|
All Other
|
|
33
|
%
|
|
50
|
%
|
|
69
|
%
|
|
41
|
%
|
Fiscal 2017
|
|
|
|
|
|
|
|
|
||||
Diamonds
|
|
54
|
%
|
|
36
|
%
|
|
16
|
%
|
|
45
|
%
|
Gold
|
|
14
|
%
|
|
14
|
%
|
|
15
|
%
|
|
14
|
%
|
All Other
|
|
32
|
%
|
|
50
|
%
|
|
69
|
%
|
|
41
|
%
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|||||||||||||||
(in millions)
|
$
|
|
% of sales
|
|
$
|
|
% of sales
|
|
$
|
|
% of sales
|
|||||||||
Sales
|
$
|
6,253.0
|
|
|
100.0
|
%
|
|
$
|
6,408.4
|
|
|
100.0
|
%
|
|
$
|
6,550.2
|
|
|
100.0
|
%
|
Cost of sales
|
(4,063.0
|
)
|
|
(65.0
|
)
|
|
(4,047.6
|
)
|
|
(63.2
|
)
|
|
(4,109.8
|
)
|
|
(62.7
|
)
|
|||
Gross margin
|
2,190.0
|
|
|
35.0
|
|
|
2,360.8
|
|
|
36.8
|
|
|
2,440.4
|
|
|
37.3
|
|
|||
Selling, general and administrative expenses
|
(1,872.2
|
)
|
|
(29.9
|
)
|
|
(1,880.2
|
)
|
|
(29.3
|
)
|
|
(1,987.6
|
)
|
|
(30.4
|
)
|
|||
Credit transaction, net
|
1.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other operating income, net
|
260.8
|
|
|
4.2
|
|
|
282.6
|
|
|
4.4
|
|
|
250.9
|
|
|
3.8
|
|
|||
Operating income
|
579.9
|
|
|
9.3
|
|
|
763.2
|
|
|
11.9
|
|
|
703.7
|
|
|
10.7
|
|
|||
Interest expense, net
|
(52.7
|
)
|
|
(0.9
|
)
|
|
(49.4
|
)
|
|
(0.8
|
)
|
|
(45.9
|
)
|
|
(0.7
|
)
|
|||
Income before income taxes
|
527.2
|
|
|
8.4
|
|
|
713.8
|
|
|
11.1
|
|
|
657.8
|
|
|
10.0
|
|
|||
Income taxes
|
(7.9
|
)
|
|
(0.1
|
)
|
|
(170.6
|
)
|
|
(2.6
|
)
|
|
(189.9
|
)
|
|
(2.9
|
)
|
|||
Net income
|
$
|
519.3
|
|
|
8.3
|
%
|
|
$
|
543.2
|
|
|
8.5
|
%
|
|
$
|
467.9
|
|
|
7.1
|
%
|
•
|
Same store sales: down
5.3%
.
|
•
|
Diluted earnings per share: up
5.1%
to
$7.44
.
|
|
Change from previous year
|
|
|
||||||||||||||||||
Fiscal 2018
|
Same store sales
(1)
|
|
Non-same
store sales, net |
|
Impact of
53
rd
week on total sales
|
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total sales
as reported |
|
Total sales
(in millions) |
||||||||
Sterling Jewelers division
|
(7.0
|
)%
|
|
3.0
|
%
|
|
1.2
|
%
|
|
|
|
|
|
(2.8
|
)%
|
|
$
|
3,820.5
|
|
||
Zale Jewelry
|
(1.9
|
)%
|
|
(2.2
|
)%
|
|
1.6
|
%
|
|
(2.5
|
)%
|
|
0.3
|
%
|
|
(2.2
|
)%
|
|
$
|
1,516.2
|
|
Piercing Pagoda
|
3.0
|
%
|
|
1.4
|
%
|
|
1.5
|
%
|
|
|
|
|
|
5.9
|
%
|
|
$
|
278.5
|
|
||
Zale division
|
(1.2
|
)%
|
|
(1.7
|
)%
|
|
1.6
|
%
|
|
(1.3
|
)%
|
|
0.3
|
%
|
|
(1.0
|
)%
|
|
$
|
1,794.7
|
|
UK Jewelry division
|
(6.0
|
)%
|
|
0.8
|
%
|
|
1.6
|
%
|
|
(3.6
|
)%
|
|
(1.1
|
)%
|
|
(4.7
|
)%
|
|
$
|
616.7
|
|
Other
(2)
|
|
|
|
|
|
|
|
|
|
|
16.6
|
%
|
|
$
|
21.1
|
|
|||||
Signet
|
(5.3
|
)%
|
|
1.6
|
%
|
|
1.3
|
%
|
|
(2.4
|
)%
|
|
—
|
%
|
|
(2.4
|
)%
|
|
$
|
6,253.0
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website. The Sterling Jewelers division includes R2Net sales for the 145 days since the date of acquisition.
|
|
Changes from previous year
|
|
|||||||||||||
Fiscal 2018
|
Same
store sales (1) |
|
Non-same
store sales, net |
|
Impact of
53
rd
week on total sales
|
|
Total
sales as reported |
|
Total
sales (in millions) |
||||||
Kay
|
(8.0
|
)%
|
|
2.5
|
%
|
|
1.1
|
%
|
|
(4.4
|
)%
|
|
$
|
2,428.1
|
|
Jared
(2)
|
(5.5
|
)%
|
|
1.1
|
%
|
|
1.5
|
%
|
|
(2.9
|
)%
|
|
$
|
1,192.1
|
|
R2Net
(3)
|
29.9
|
%
|
|
|
|
|
|
|
|
|
|
|
$
|
88.1
|
|
Regional brands
|
(19.8
|
)%
|
|
(12.2
|
)%
|
|
0.7
|
%
|
|
(31.3
|
)%
|
|
$
|
112.2
|
|
Sterling Jewelers division
|
(7.0
|
)%
|
|
3.0
|
%
|
|
1.2
|
%
|
|
(2.8
|
)%
|
|
$
|
3,820.5
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
(2)
|
Includes smaller concept Jared stores such as Jared Vault and Jared Jewelry Boutique.
|
(3)
|
Includes R2Net sales for the 145 day period since the date of acquisition. Same store sales presented for R2Net to provide comparative performance measure.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fiscal Year
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||
Kay
|
$
|
466
|
|
|
$
|
458
|
|
|
1.5
|
%
|
|
6.5
|
%
|
|
(10.2
|
)%
|
|
(8.4
|
)%
|
Jared
|
$
|
594
|
|
|
$
|
556
|
|
|
6.1
|
%
|
|
(0.4
|
)%
|
|
(11.0
|
)%
|
|
(5.1
|
)%
|
Regional brands
|
$
|
484
|
|
|
$
|
454
|
|
|
4.3
|
%
|
|
6.6
|
%
|
|
(23.4
|
)%
|
|
(15.9
|
)%
|
Sterling Jewelers division
|
$
|
502
|
|
|
$
|
485
|
|
|
3.1
|
%
|
|
4.5
|
%
|
|
(10.9
|
)%
|
|
(7.9
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales, net of discounts and returns. In addition, excluded from net merchandise sales are sales tax in the US, repairs, warranty, insurance, employee and other miscellaneous sales.
|
|
Change from previous year
|
|
|
||||||||||||||||||
Fiscal 2018
|
Same store sales
(1)
|
|
Non-same
store sales, net |
|
Impact of
53
rd
week on total sales
|
|
Total sales at
constant exchange
rate
|
|
Exchange
translation impact |
|
Total sales
as reported |
|
Total sales
(in millions) |
||||||||
Zales
|
(2.0
|
)%
|
|
(0.6
|
)%
|
|
1.6
|
%
|
|
|
|
|
|
(1.0
|
)%
|
|
$
|
1,244.3
|
|
||
Gordon’s
|
(15.9
|
)%
|
|
(21.3
|
)%
|
|
1.0
|
%
|
|
|
|
|
|
(36.2
|
)%
|
|
$
|
36.8
|
|
||
Zale US Jewelry
|
(2.5
|
)%
|
|
(1.7
|
)%
|
|
1.6
|
%
|
|
|
|
|
|
(2.6
|
)%
|
|
$
|
1,281.1
|
|
||
Peoples
|
2.6
|
%
|
|
(1.7
|
)%
|
|
1.7
|
%
|
|
2.6
|
%
|
|
2.5
|
%
|
|
5.1
|
%
|
|
$
|
215.4
|
|
Mappins
|
(10.8
|
)%
|
|
(25.5
|
)%
|
|
0.9
|
%
|
|
(35.4
|
)%
|
|
1.7
|
%
|
|
(33.7
|
)%
|
|
$
|
19.7
|
|
Zale Canada Jewelry
|
1.3
|
%
|
|
(5.1
|
)%
|
|
1.6
|
%
|
|
(2.2
|
)%
|
|
2.4
|
%
|
|
0.2
|
%
|
|
$
|
235.1
|
|
Total Zale Jewelry
|
(1.9
|
)%
|
|
(2.2
|
)%
|
|
1.6
|
%
|
|
(2.5
|
)%
|
|
0.3
|
%
|
|
(2.2
|
)%
|
|
$
|
1,516.2
|
|
Piercing Pagoda
|
3.0
|
%
|
|
1.4
|
%
|
|
1.5
|
%
|
|
|
|
|
|
5.9
|
%
|
|
$
|
278.5
|
|
||
Zale division
|
(1.2
|
)%
|
|
(1.7
|
)%
|
|
1.6
|
%
|
|
(1.3
|
)%
|
|
0.3
|
%
|
|
(1.0
|
)%
|
|
$
|
1,794.7
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fiscal Year
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||
Zales
|
$
|
470
|
|
|
$
|
460
|
|
|
2.0
|
%
|
|
2.0
|
%
|
|
(4.3
|
)%
|
|
(3.2
|
)%
|
Gordon’s
|
$
|
479
|
|
|
$
|
435
|
|
|
8.1
|
%
|
|
1.2
|
%
|
|
(19.6
|
)%
|
|
(13.1
|
)%
|
Peoples
(3)
|
$
|
429
|
|
|
$
|
401
|
|
|
5.4
|
%
|
|
6.6
|
%
|
|
(3.7
|
)%
|
|
(10.9
|
)%
|
Mappins
(3)
|
$
|
371
|
|
|
$
|
347
|
|
|
(1.6
|
)%
|
|
4.5
|
%
|
|
(8.7
|
)%
|
|
(8.4
|
)%
|
Total Zale Jewelry
|
$
|
440
|
|
|
$
|
424
|
|
|
2.3
|
%
|
|
3.4
|
%
|
|
(4.7
|
)%
|
|
(5.3
|
)%
|
Piercing Pagoda
|
$
|
63
|
|
|
$
|
58
|
|
|
8.6
|
%
|
|
13.7
|
%
|
|
(5.0
|
)%
|
|
(6.2
|
)%
|
Zale division
|
$
|
224
|
|
|
$
|
217
|
|
|
3.2
|
%
|
|
5.3
|
%
|
|
(4.9
|
)%
|
|
(5.8
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
(3)
|
Amounts for Zale Canada Jewelry stores are denominated in Canadian dollars.
|
|
Change from previous year
|
|
|
||||||||||||||||||
Fiscal 2018
|
Same
store sales (1) |
|
Non-same
store sales, net |
|
Impact of
53
rd
week on total sales
|
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total
sales as reported |
|
Total
sales (in millions) |
||||||||
H.Samuel
|
(6.5
|
)%
|
|
0.6
|
%
|
|
1.6
|
%
|
|
(4.3
|
)%
|
|
(0.9
|
)%
|
|
(5.2
|
)%
|
|
$
|
306.7
|
|
Ernest Jones
|
(5.6
|
)%
|
|
1.1
|
%
|
|
1.6
|
%
|
|
(2.9
|
)%
|
|
(1.3
|
)%
|
|
(4.2
|
)%
|
|
$
|
310.0
|
|
UK Jewelry division
|
(6.0
|
)%
|
|
0.8
|
%
|
|
1.6
|
%
|
|
(3.6
|
)%
|
|
(1.1
|
)%
|
|
(4.7
|
)%
|
|
$
|
616.7
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fiscal Year
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||
H.Samuel
|
£
|
84
|
|
|
£
|
77
|
|
|
9.1
|
%
|
|
2.7
|
%
|
|
(14.4
|
)%
|
|
(4.9
|
)%
|
Ernest Jones
|
£
|
349
|
|
|
£
|
309
|
|
|
12.2
|
%
|
|
14.0
|
%
|
|
(15.8
|
)%
|
|
(11.3
|
)%
|
UK Jewelry division
|
£
|
136
|
|
|
£
|
124
|
|
|
9.7
|
%
|
|
6.0
|
%
|
|
(14.7
|
)%
|
|
(6.3
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales, including value added tax (“VAT”), net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
|
Change from previous year
|
|
|
||||||||||||||||||
Fourth quarter of Fiscal 2018
|
Same
store sales (1) |
|
Non-same
store sales, net |
|
Impact of
14
th
week on total sales
|
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total
sales as reported |
|
Total
sales (in millions) |
||||||||
Sterling Jewelers division
|
(8.6
|
)%
|
|
4.2
|
%
|
|
3.3
|
%
|
|
|
|
|
|
(1.1
|
)%
|
|
$
|
1,382.7
|
|
||
Zale Jewelry
|
4.3
|
%
|
|
(4.6
|
)%
|
|
4.4
|
%
|
|
4.1
|
%
|
|
0.9
|
%
|
|
5.0
|
%
|
|
$
|
582.5
|
|
Piercing Pagoda
|
4.6
|
%
|
|
(0.6
|
)%
|
|
4.8
|
%
|
|
|
|
|
|
8.8
|
%
|
|
$
|
91.1
|
|
||
Zale division
|
4.4
|
%
|
|
(4.2
|
)%
|
|
4.5
|
%
|
|
4.7
|
%
|
|
0.8
|
%
|
|
5.5
|
%
|
|
$
|
673.6
|
|
UK Jewelry division
|
(9.2
|
)%
|
|
(0.2
|
)%
|
|
4.2
|
%
|
|
(5.2
|
)%
|
|
8.0
|
%
|
|
2.8
|
%
|
|
$
|
233.9
|
|
Other
(2)
|
|
|
|
|
|
|
|
|
|
|
(48.2
|
)%
|
|
$
|
2.9
|
|
|||||
Signet
|
(5.2
|
)%
|
|
1.5
|
%
|
|
3.7
|
%
|
|
—
|
%
|
|
1.0
|
%
|
|
1.0
|
%
|
|
$
|
2,293.1
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Change from previous year
|
|
|
||||||||||||
Fourth quarter of Fiscal 2018
|
Same
store sales (1) |
|
Non-same
store sales, net |
|
Impact of
14
th
week on total sales
|
|
Total
sales as reported |
|
Total
sales (in millions) |
||||||
Kay
|
(11.0
|
)%
|
|
2.1
|
%
|
|
3.1
|
%
|
|
(5.8
|
)%
|
|
$
|
862.0
|
|
Jared
(2)
|
(6.4
|
)%
|
|
0.8
|
%
|
|
4.2
|
%
|
|
(1.4
|
)%
|
|
$
|
424.5
|
|
R2Net
|
35.0
|
%
|
|
|
|
|
|
|
|
$
|
64.4
|
|
|||
Regional brands
|
(27.9
|
)%
|
|
(13.4
|
)%
|
|
2.1
|
%
|
|
(39.2
|
)%
|
|
$
|
31.8
|
|
Sterling Jewelers division
|
(8.6
|
)%
|
|
4.2
|
%
|
|
3.3
|
%
|
|
(1.1
|
)%
|
|
$
|
1,382.7
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fourth quarter
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||
Kay
|
$
|
438
|
|
|
$
|
429
|
|
|
1.2
|
%
|
|
6.5
|
%
|
|
(13.8
|
)%
|
|
(10.8
|
)%
|
Jared
|
$
|
546
|
|
|
$
|
530
|
|
|
1.9
|
%
|
|
7.7
|
%
|
|
(8.4
|
)%
|
|
(10.8
|
)%
|
Regional brands
|
$
|
447
|
|
|
$
|
431
|
|
|
(0.2
|
)%
|
|
9.7
|
%
|
|
(28.0
|
)%
|
|
(23.3
|
)%
|
Sterling Jewelers division
|
$
|
469
|
|
|
$
|
457
|
|
|
1.7
|
%
|
|
7.0
|
%
|
|
(12.8
|
)%
|
|
(11.4
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales, net of discounts and returns. In addition, excluded from net merchandise sales are sales tax in the US, repairs, warranty, insurance, employee and other miscellaneous sales.
|
|
Change from previous year
|
|
|
||||||||||||||||||
Fourth quarter of Fiscal 2018
|
Same store sales
(1)
|
|
Non-same
store sales, net |
|
Impact of
14
th
week on total sales
|
|
Total sales at
constant exchange
rate
|
|
Exchange
translation impact |
|
Total sales
as reported |
|
Total sales
(in millions) |
||||||||
Zales
|
5.1
|
%
|
|
(2.8
|
)%
|
|
4.5
|
%
|
|
|
|
|
|
6.8
|
%
|
|
$
|
483.2
|
|
||
Gordon’s
|
(9.7
|
)%
|
|
(28.0
|
)%
|
|
3.5
|
%
|
|
|
|
|
|
(34.2
|
)%
|
|
$
|
12.3
|
|
||
Zale US Jewelry
|
4.7
|
%
|
|
(3.9
|
)%
|
|
4.4
|
%
|
|
|
|
|
|
5.2
|
%
|
|
$
|
495.5
|
|
||
Peoples
|
3.8
|
%
|
|
(3.5
|
)%
|
|
4.6
|
%
|
|
4.9
|
%
|
|
5.6
|
%
|
|
10.5
|
%
|
|
$
|
80.9
|
|
Mappins
|
(12.5
|
)%
|
|
(35.6
|
)%
|
|
3.1
|
%
|
|
(45.0
|
)%
|
|
3.1
|
%
|
|
(41.9
|
)%
|
|
$
|
6.1
|
|
Zale Canada Jewelry
|
2.5
|
%
|
|
(8.4
|
)%
|
|
4.5
|
%
|
|
(1.4
|
)%
|
|
5.3
|
%
|
|
3.9
|
%
|
|
$
|
87.0
|
|
Total Zale Jewelry
|
4.3
|
%
|
|
(4.6
|
)%
|
|
4.4
|
%
|
|
4.1
|
%
|
|
0.9
|
%
|
|
5.0
|
%
|
|
$
|
582.5
|
|
Piercing Pagoda
|
4.6
|
%
|
|
(0.6
|
)%
|
|
4.8
|
%
|
|
|
|
|
|
8.8
|
%
|
|
$
|
91.1
|
|
||
Zale division
|
4.4
|
%
|
|
(4.2
|
)%
|
|
4.5
|
%
|
|
4.7
|
%
|
|
0.8
|
%
|
|
5.5
|
%
|
|
$
|
673.6
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fourth quarter
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||
Zales
|
$
|
436
|
|
|
$
|
421
|
|
|
3.6
|
%
|
|
0.7
|
%
|
|
2.4
|
%
|
|
(5.1
|
)%
|
Gordon’s
|
$
|
464
|
|
|
$
|
405
|
|
|
12.9
|
%
|
|
1.5
|
%
|
|
(19.3
|
)%
|
|
(14.5
|
)%
|
Peoples
(3)
|
$
|
395
|
|
|
$
|
367
|
|
|
5.9
|
%
|
|
6.1
|
%
|
|
(1.7
|
)%
|
|
(13.4
|
)%
|
Mappins
(3)
|
$
|
342
|
|
|
$
|
328
|
|
|
(6.8
|
)%
|
|
10.4
|
%
|
|
(6.9
|
)%
|
|
(12.9
|
)%
|
Total Zale Jewelry
|
$
|
410
|
|
|
$
|
387
|
|
|
3.8
|
%
|
|
2.4
|
%
|
|
1.1
|
%
|
|
(7.4
|
)%
|
Piercing Pagoda
|
$
|
67
|
|
|
$
|
62
|
|
|
8.1
|
%
|
|
12.7
|
%
|
|
(2.6
|
)%
|
|
(5.6
|
)%
|
Zale division
|
$
|
241
|
|
|
$
|
227
|
|
|
5.7
|
%
|
|
2.7
|
%
|
|
(0.8
|
)%
|
|
(6.5
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
(3)
|
Amounts for Zale Canada Jewelry stores are denominated in Canadian dollars.
|
|
Change from previous year
|
|
|
||||||||||||||||||
Fourth quarter of Fiscal 2018
|
Same
store sales (1) |
|
Non-same
store sales, net |
|
Impact of
14
th
week on total sales
|
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total
sales as reported |
|
Total
sales (in millions) |
||||||||
H.Samuel
|
(9.2
|
)%
|
|
(0.3
|
)%
|
|
3.9
|
%
|
|
(5.6
|
)%
|
|
7.8
|
%
|
|
2.2
|
%
|
|
$
|
122.3
|
|
Ernest Jones
(2)
|
(9.3
|
)%
|
|
0.2
|
%
|
|
4.5
|
%
|
|
(4.6
|
)%
|
|
8.0
|
%
|
|
3.4
|
%
|
|
$
|
111.6
|
|
UK Jewelry division
|
(9.2
|
)%
|
|
(0.2
|
)%
|
|
4.2
|
%
|
|
(5.2
|
)%
|
|
8.0
|
%
|
|
2.8
|
%
|
|
$
|
233.9
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fourth quarter
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||
H.Samuel
|
£
|
84
|
|
|
£
|
78
|
|
|
7.7
|
%
|
|
4.0
|
%
|
|
(15.6
|
)%
|
|
(10.3
|
)%
|
Ernest Jones
(3)
|
£
|
315
|
|
|
£
|
299
|
|
|
4.7
|
%
|
|
18.2
|
%
|
|
(13.5
|
)%
|
|
(17.5
|
)%
|
UK Jewelry division
|
£
|
129
|
|
|
£
|
121
|
|
|
6.6
|
%
|
|
8.0
|
%
|
|
(15.2
|
)%
|
|
(11.8
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales, including value added tax (“VAT”), net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
•
|
The Sterling Jewelers division gross margin dollars decreased $138.2 million compared to
Fiscal 2017
, reflecting gross margin rate decrease of 250 basis points, of which 50 basis points is attributable to the inclusion of R2Net. In addition to the impact of R2Net, the decline in gross margin was due to the de-leverage on fixed costs and higher costs associated with disposition of inventory in part due to distribution center consolidation.
|
•
|
In the Zale division, gross margin dollars decreased $12.7 million compared to
Fiscal 2017
and the rate declined 40 basis points, primarily attributable to de-leverage on store occupancy costs. This was offset by an increase in the gross merchandise margin rate primarily due to merchandise mix.
|
•
|
In the UK Jewelry division, gross margin dollars decreased $19.7 million compared to
Fiscal 2017
, reflecting gross margin rate decrease of 170 basis points. The decreases in dollars and rate were driven principally by lower sales volumes, a decline in the gross merchandise margin rate due to promotions and mix and de-leverage on store occupancy costs.
|
•
|
Sterling Jewelers gross margin decreased $36.7 million. The gross margin rate declined 220 basis points, of which 120 basis points is attributed to the inclusion of R2Net. The remainder of the rate decline is primarily due to de-leverage of fixed costs offset in part by a higher gross merchandise margin rate. Net bad debt expense had no material impact on the gross margin rate.
|
•
|
Zale Division gross margin increased by $14.0 million. The gross margin rate decreased by 10 basis points, driven primarily by higher sales leading to leverage on fixed costs, partially offset by a decline in gross merchandise margin rate due to merchandise mix.
|
•
|
Gross margin dollars in the UK Jewelry Division decreased $3.3 million. The gross margin rate declined by 240 basis points due to lower sales leading to de-leverage on fixed costs.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||||||||
(in millions)
|
$
|
|
% of sales
|
|
$
|
|
% of sales
|
||||||
Sterling Jewelers division
|
$
|
576.0
|
|
|
15.1
|
%
|
|
$
|
715.8
|
|
|
18.2
|
%
|
Zale division
(1)
|
80.1
|
|
|
4.5
|
%
|
|
73.4
|
|
|
4.0
|
%
|
||
UK Jewelry division
|
33.1
|
|
|
5.4
|
%
|
|
45.6
|
|
|
7.0
|
%
|
||
Other
(2)
|
(109.3
|
)
|
(2)
|
nm
|
|
|
(71.6
|
)
|
|
nm
|
|
||
Operating income
|
$
|
579.9
|
|
|
9.3
|
%
|
|
$
|
763.2
|
|
|
11.9
|
%
|
(1)
|
The Zale division operating income included
$66.7 million
from Zale Jewelry or
4.4%
of sales and
$13.4 million
from Piercing Pagoda or
4.8%
of sales. In the prior year, the Zale division operating income included $62.2 million from Zale Jewelry or 4.0% of sales and $11.2 million from Piercing Pagoda or 4.3% of sales.
|
(2)
|
Other includes $29.6 million of transaction costs related to the credit transaction, $8.6 million of R2Net acquisition costs, and $3.4 million of CEO transition costs. See Note 3 and Note 4 of Item 8 for additional information regarding the credit transaction and R2Net acquisition, respectively.
|
nm
|
Not meaningful.
|
|
Fourth Quarter Fiscal 2018
|
|
Fourth Quarter Fiscal 2017
|
||||||||||
(in millions)
|
$
|
|
% of sales
|
|
$
|
|
% of sales
|
||||||
Sterling Jewelers division
|
$
|
213.4
|
|
|
15.4
|
%
|
|
$
|
298.0
|
|
|
21.3
|
%
|
Zale division
(1)
|
92.5
|
|
|
13.7
|
%
|
|
71.7
|
|
|
11.2
|
%
|
||
UK Jewelry division
|
35.0
|
|
|
15.0
|
%
|
|
42.6
|
|
|
18.7
|
%
|
||
Other
|
(17.4
|
)
|
|
nm
|
|
|
(13.1
|
)
|
|
nm
|
|
||
Operating income
|
$
|
323.5
|
|
|
14.1
|
%
|
|
$
|
399.2
|
|
|
17.6
|
%
|
(1)
|
The Zale division operating income included
$79.1 million
from Zale Jewelry or
11.5%
of sales and
$13.4 million
from Piercing Pagoda or
14.7%
of sales. In the prior year fourth quarter, the Zale division operating income included $62.7 million from Zale Jewelry or 11.3% of sales and $9.0 million from Piercing Pagoda or 10.8% of sales.
|
nm
|
Not meaningful.
|
•
|
Same store sales: down 1.9%.
|
•
|
Operating income: up 8.5% to $763.2 million.
|
•
|
Operating margin: increased to 11.9%, up 120 basis points.
|
•
|
Diluted earnings per share: up 20.6% to $7.08.
|
|
Change from previous year
|
|
|
|||||||||||||||
Fiscal 2017
|
Same store sales
(1)
|
|
Non-same
store sales, net (2) |
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total sales
as reported |
|
Total sales
(in millions) |
|||||||
Sterling Jewelers division
|
(2.6
|
)%
|
|
1.1
|
%
|
|
(1.5
|
)%
|
|
—
|
%
|
|
(1.5
|
)%
|
|
$
|
3,930.4
|
|
Zale Jewelry
|
(2.4
|
)%
|
|
1.4
|
%
|
|
(1.0
|
)%
|
|
(0.2
|
)%
|
|
(1.2
|
)%
|
|
$
|
1,549.7
|
|
Piercing Pagoda
|
6.6
|
%
|
|
1.6
|
%
|
|
8.2
|
%
|
|
—
|
%
|
|
8.2
|
%
|
|
$
|
263.1
|
|
Zale division
|
(1.2
|
)%
|
|
1.4
|
%
|
|
0.2
|
%
|
|
(0.1
|
)%
|
|
0.1
|
%
|
|
$
|
1,812.8
|
|
UK Jewelry division
|
0.1
|
%
|
|
0.8
|
%
|
|
0.9
|
%
|
|
(13.2
|
)%
|
|
(12.3
|
)%
|
|
$
|
647.1
|
|
Other
(3)
|
|
|
|
|
|
|
|
|
44.8
|
%
|
|
$
|
18.1
|
|
||||
Signet
|
(1.9
|
)%
|
|
1.2
|
%
|
|
(0.7
|
)%
|
|
(1.5
|
)%
|
|
(2.2
|
)%
|
|
$
|
6,408.4
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
(2)
|
Includes all sales from stores not open for 12 months.
|
(3)
|
Includes smaller concept Jared stores such as Jared Vault and Jared Jewelry Boutique.
|
(2)
|
Net merchandise sales include all merchandise product sales, net of discounts and returns. In addition, excluded from net merchandise sales are sales tax in the US, repairs, warranty, insurance, employee and other miscellaneous sales.
|
|
Change from previous year
|
|
|
|||||||||||||||
Fiscal 2017
|
Same store sales
(1)
|
|
Non-same
store sales, net |
|
Total sales at
constant exchange
rate
|
|
Exchange
translation impact |
|
Total sales
as reported |
|
Total sales
(in millions) |
|||||||
Zales
|
(1.4
|
)%
|
|
2.7
|
%
|
|
1.3
|
%
|
|
—
|
%
|
|
1.3
|
%
|
|
$
|
1,257.4
|
|
Gordon’s
|
(12.2
|
)%
|
|
(14.3
|
)%
|
|
(26.5
|
)%
|
|
—
|
%
|
|
(26.5
|
)%
|
|
$
|
57.7
|
|
Zale US Jewelry
|
(2.0
|
)%
|
|
1.7
|
%
|
|
(0.3
|
)%
|
|
—
|
%
|
|
(0.3
|
)%
|
|
$
|
1,315.1
|
|
Peoples
|
(4.6
|
)%
|
|
1.1
|
%
|
|
(3.5
|
)%
|
|
(1.1
|
)%
|
|
(4.6
|
)%
|
|
$
|
204.9
|
|
Mappins
|
(4.2
|
)%
|
|
(6.9
|
)%
|
|
(11.1
|
)%
|
|
(1.3
|
)%
|
|
(12.4
|
)%
|
|
$
|
29.7
|
|
Zale Canada Jewelry
|
(4.5
|
)%
|
|
—
|
%
|
|
(4.5
|
)%
|
|
(1.2
|
)%
|
|
(5.7
|
)%
|
|
$
|
234.6
|
|
Total Zale Jewelry
|
(2.4
|
)%
|
|
1.4
|
%
|
|
(1.0
|
)%
|
|
(0.2
|
)%
|
|
(1.2
|
)%
|
|
$
|
1,549.7
|
|
Piercing Pagoda
|
6.6
|
%
|
|
1.6
|
%
|
|
8.2
|
%
|
|
—
|
%
|
|
8.2
|
%
|
|
$
|
263.1
|
|
Zale division
|
(1.2
|
)%
|
|
1.4
|
%
|
|
0.2
|
%
|
|
(0.1
|
)%
|
|
0.1
|
%
|
|
$
|
1,812.8
|
|
(1)
|
Based on stores open for at least 12 months. Same store sales include merchandise and repair sales and excludes warranty and insurance revenues. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||
Fiscal Year
(4)
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2017
|
||||||
Zales
|
$
|
460
|
|
|
$
|
451
|
|
|
2.0
|
%
|
|
(3.2
|
)%
|
Gordon’s
|
$
|
435
|
|
|
$
|
430
|
|
|
1.2
|
%
|
|
(13.1
|
)%
|
Peoples
(3)
|
$
|
401
|
|
|
$
|
376
|
|
|
6.6
|
%
|
|
(10.9
|
)%
|
Mappins
(3)
|
$
|
347
|
|
|
$
|
332
|
|
|
4.5
|
%
|
|
(8.4
|
)%
|
Total Zale Jewelry
|
$
|
424
|
|
|
$
|
410
|
|
|
3.4
|
%
|
|
(5.3
|
)%
|
Piercing Pagoda
|
$
|
58
|
|
|
$
|
51
|
|
|
13.7
|
%
|
|
(6.2
|
)%
|
Zale division
|
$
|
217
|
|
|
$
|
206
|
|
|
5.3
|
%
|
|
(5.8
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
(3)
|
Amounts for Zale Canada Jewelry stores are denominated in Canadian dollars.
|
(4)
|
Change from prior year for average merchandise transaction value and merchandise transactions only includes Fiscal 2017 as Signet did not own Zale division for the entire comparable period in Fiscal 2016 due to timing of Zale acquisition in May 2014.
|
|
Change from previous year
|
|
|
|||||||||||||||
Fiscal 2017
|
Same
store sales (1) |
|
Non-same
store sales, net (2) |
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total
sales as reported |
|
Total
sales (in millions) |
|||||||
H.Samuel
|
(1.3
|
)%
|
|
0.4
|
%
|
|
(0.9
|
)%
|
|
(13.0
|
)%
|
|
(13.9
|
)%
|
|
$
|
323.5
|
|
Ernest Jones
|
1.6
|
%
|
|
1.2
|
%
|
|
2.8
|
%
|
|
(13.4
|
)%
|
|
(10.6
|
)%
|
|
$
|
323.6
|
|
UK Jewelry division
|
0.1
|
%
|
|
0.8
|
%
|
|
0.9
|
%
|
|
(13.2
|
)%
|
|
(12.3
|
)%
|
|
$
|
647.1
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fiscal Year
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||
H.Samuel
|
£
|
77
|
|
|
£
|
75
|
|
|
2.7
|
%
|
|
1.4
|
%
|
|
(4.9
|
)%
|
|
1.9
|
%
|
Ernest Jones
|
£
|
309
|
|
|
£
|
271
|
|
|
14.0
|
%
|
|
6.3
|
%
|
|
(11.3
|
)%
|
|
1.4
|
%
|
UK Jewelry division
|
£
|
124
|
|
|
£
|
117
|
|
|
6.0
|
%
|
|
2.7
|
%
|
|
(6.3
|
)%
|
|
1.8
|
%
|
(2)
|
Net merchandise sales include all merchandise product sales, including value added tax (“VAT”), net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
|
Change from previous year
|
|
|
|||||||||||||||
Fourth quarter of Fiscal 2017
|
Same
store sales (1) |
|
Non-same
store sales, net (2) |
|
Total sales at
constant exchange rate (3) |
|
Exchange
translation impact (3) |
|
Total
sales as reported |
|
Total
sales (in millions) |
|||||||
Sterling Jewelers division
|
(4.9
|
)%
|
|
1.2
|
%
|
|
(3.7
|
)%
|
|
—
|
%
|
|
(3.7
|
)%
|
|
$
|
1,398.1
|
|
Zale Jewelry
|
(5.2
|
)%
|
|
1.0
|
%
|
|
(4.2
|
)%
|
|
0.4
|
%
|
|
(3.8
|
)%
|
|
$
|
554.9
|
|
Piercing Pagoda
|
5.7
|
%
|
|
1.5
|
%
|
|
7.2
|
%
|
|
—
|
%
|
|
7.2
|
%
|
|
$
|
83.7
|
|
Zale division
|
(3.9
|
)%
|
|
1.1
|
%
|
|
(2.8
|
)%
|
|
0.3
|
%
|
|
(2.5
|
)%
|
|
$
|
638.6
|
|
UK Jewelry division
|
(3.8
|
)%
|
|
0.5
|
%
|
|
(3.3
|
)%
|
|
(16.2
|
)%
|
|
(19.5
|
)%
|
|
$
|
227.6
|
|
Other
(3)
|
|
|
|
|
|
|
|
|
133.3
|
%
|
|
$
|
5.6
|
|
||||
Signet
|
(4.5
|
)%
|
|
1.2
|
%
|
|
(3.3
|
)%
|
|
(1.8
|
)%
|
|
(5.1
|
)%
|
|
$
|
2,269.9
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Change from previous year
|
|
|
|||||||||
Fourth quarter of Fiscal 2017
|
Same
store sales (1) |
|
Non-same
store sales, net (2) |
|
Total
sales as reported |
|
Total
sales (in millions) |
|||||
Kay
|
(5.0
|
)%
|
|
2.3
|
%
|
|
(2.7
|
)%
|
|
$
|
915.2
|
|
Jared
(3)
|
(3.2
|
)%
|
|
1.2
|
%
|
|
(2.0
|
)%
|
|
$
|
430.6
|
|
Regional brands
|
(16.4
|
)%
|
|
(11.2
|
)%
|
|
(27.6
|
)%
|
|
$
|
52.3
|
|
Sterling Jewelers division
|
(4.9
|
)%
|
|
1.2
|
%
|
|
(3.7
|
)%
|
|
$
|
1,398.1
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fourth quarter
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||
Kay
|
$
|
429
|
|
|
$
|
403
|
|
|
6.5
|
%
|
|
10.1
|
%
|
|
(10.8
|
)%
|
|
(3.8
|
)%
|
Jared
|
$
|
530
|
|
|
$
|
492
|
|
|
7.7
|
%
|
|
(3.4
|
)%
|
|
(10.8
|
)%
|
|
3.5
|
%
|
Regional brands
|
$
|
431
|
|
|
$
|
393
|
|
|
9.7
|
%
|
|
7.1
|
%
|
|
(23.3
|
)%
|
|
(8.9
|
)%
|
Sterling Jewelers division
|
$
|
457
|
|
|
$
|
427
|
|
|
7.0
|
%
|
|
6.0
|
%
|
|
(11.4
|
)%
|
|
(2.3
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales, net of discounts and returns. In addition, excluded from net merchandise sales are sales tax in the US, repairs, warranty, insurance, employee and other miscellaneous sales.
|
|
Change from previous year
|
|
|
|||||||||||||||
Fourth quarter of Fiscal 2017
|
Same store sales
(1)
|
|
Non-same
store sales, net (2) |
|
Total sales at
constant exchange
rate
|
|
Exchange
translation impact |
|
Total sales
as reported |
|
Total sales
(in millions) |
|||||||
Zales
|
(4.5
|
)%
|
|
2.6
|
%
|
|
(1.9
|
)%
|
|
—
|
%
|
|
(1.9
|
)%
|
|
$
|
452.5
|
|
Gordon’s
|
(13.3
|
)%
|
|
(17.7
|
)%
|
|
(31.0
|
)%
|
|
—
|
%
|
|
(31.0
|
)%
|
|
$
|
18.7
|
|
Zale US Jewelry
|
(4.9
|
)%
|
|
1.4
|
%
|
|
(3.5
|
)%
|
|
—
|
%
|
|
(3.5
|
)%
|
|
$
|
471.2
|
|
Peoples
|
(7.6
|
)%
|
|
0.5
|
%
|
|
(7.1
|
)%
|
|
2.2
|
%
|
|
(4.9
|
)%
|
|
$
|
73.2
|
|
Mappins
|
(3.9
|
)%
|
|
(8.6
|
)%
|
|
(12.5
|
)%
|
|
2.2
|
%
|
|
(10.3
|
)%
|
|
$
|
10.5
|
|
Zale Canada Jewelry
|
(7.2
|
)%
|
|
(0.6
|
)%
|
|
(7.8
|
)%
|
|
2.2
|
%
|
|
(5.6
|
)%
|
|
$
|
83.7
|
|
Total Zale Jewelry
|
(5.2
|
)%
|
|
1.0
|
%
|
|
(4.2
|
)%
|
|
0.4
|
%
|
|
(3.8
|
)%
|
|
$
|
554.9
|
|
Piercing Pagoda
|
5.7
|
%
|
|
1.5
|
%
|
|
7.2
|
%
|
|
—
|
%
|
|
7.2
|
%
|
|
$
|
83.7
|
|
Zale division
(3)
|
(3.9
|
)%
|
|
1.1
|
%
|
|
(2.8
|
)%
|
|
0.3
|
%
|
|
(2.5
|
)%
|
|
$
|
638.6
|
|
(1)
|
Based on stores open for at least 12 months. Same store sales include merchandise and repair sales and excludes warranty and insurance revenues. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fourth quarter
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||
Zales
|
$
|
421
|
|
|
$
|
418
|
|
|
0.7
|
%
|
|
6.1
|
%
|
|
(5.1
|
)%
|
|
(0.1
|
)%
|
Gordon’s
|
$
|
405
|
|
|
$
|
399
|
|
|
1.5
|
%
|
|
(0.3
|
)%
|
|
(14.5
|
)%
|
|
(7.9
|
)%
|
Peoples
(3)
|
$
|
367
|
|
|
$
|
346
|
|
|
6.1
|
%
|
|
6.5
|
%
|
|
(13.4
|
)%
|
|
(6.7
|
)%
|
Mappins
(3)
|
$
|
328
|
|
|
$
|
297
|
|
|
10.4
|
%
|
|
(1.4
|
)%
|
|
(12.9
|
)%
|
|
(7.3
|
)%
|
Total Zale Jewelry
|
$
|
387
|
|
|
$
|
378
|
|
|
2.4
|
%
|
|
6.2
|
%
|
|
(7.4
|
)%
|
|
(2.1
|
)%
|
Piercing Pagoda
|
$
|
62
|
|
|
$
|
55
|
|
|
12.7
|
%
|
|
10.0
|
%
|
|
(5.6
|
)%
|
|
(2.7
|
)%
|
Zale division
|
$
|
227
|
|
|
$
|
221
|
|
|
2.7
|
%
|
|
6.8
|
%
|
|
(6.5
|
)%
|
|
(2.4
|
)%
|
(2)
|
Net merchandise sales include all merchandise product sales net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
(3)
|
Amounts for Zale Canada Jewelry stores are denominated in Canadian dollars.
|
|
Change from previous year
|
|
|
|||||||||||||||
Fourth quarter of Fiscal 2017
|
Same
store sales (1) |
|
Non-same
store sales, net (2) |
|
Total sales at
constant exchange rate |
|
Exchange
translation impact |
|
Total
sales as reported |
|
Total
sales (in millions) |
|||||||
H.Samuel
|
(5.3
|
)%
|
|
0.4
|
%
|
|
(4.9
|
)%
|
|
(15.9
|
)%
|
|
(20.8
|
)%
|
|
$
|
119.7
|
|
Ernest Jones
(3)
|
(2.1
|
)%
|
|
0.6
|
%
|
|
(1.5
|
)%
|
|
(16.4
|
)%
|
|
(17.9
|
)%
|
|
$
|
107.9
|
|
UK Jewelry division
|
(3.8
|
)%
|
|
0.5
|
%
|
|
(3.3
|
)%
|
|
(16.2
|
)%
|
|
(19.5
|
)%
|
|
$
|
227.6
|
|
(1)
|
Based on stores open for at least 12 months. E-commerce sales are included in the calculation of same store sales for the period and comparative figures from the anniversary of the launch of the relevant website.
|
|
Average Merchandise Transaction Value
(1)(2)
|
|
Merchandise Transactions
|
||||||||||||||||
|
Average Value
|
|
Change from previous year
|
|
Change from previous year
|
||||||||||||||
Fourth quarter
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||
H.Samuel
|
£
|
78
|
|
|
£
|
75
|
|
|
4.0
|
%
|
|
1.4
|
%
|
|
(10.3
|
)%
|
|
2.0
|
%
|
Ernest Jones
(3)
|
£
|
299
|
|
|
£
|
253
|
|
|
18.2
|
%
|
|
9.1
|
%
|
|
(17.5
|
)%
|
|
(2.1
|
)%
|
UK Jewelry division
|
£
|
121
|
|
|
£
|
112
|
|
|
8.0
|
%
|
|
3.7
|
%
|
|
(11.8
|
)%
|
|
1.1
|
%
|
(2)
|
Net merchandise sales include all merchandise product sales, including value added tax (“VAT”), net of discounts and returns. In addition, excluded from net merchandise sales are repairs, warranty, insurance, employee and other miscellaneous sales.
|
•
|
The Sterling Jewelers division gross margin dollars decreased $64.0 million compared to Fiscal 2016, reflecting decreased sales and a decline in the gross margin rate of 100 basis points due to higher bad debt expense and de-leverage on store occupancy costs. Gross merchandise margin rate was flat to prior year.
|
•
|
In the Zale division, gross margin dollars increased $24.0 million compared to Fiscal 2016, primarily attributable to the decreased effect of purchase accounting adjustments which totaled $11.3 million in Fiscal 2017 and $35.6 million in the prior year. The gross margin rate increased 120 basis points reflecting higher merchandise margins offset in part by de-leverage on store occupancy costs.
|
•
|
In the UK Jewelry division, gross margin dollars decreased $39.5 million compared to Fiscal 2016, reflecting gross margin rate decrease of 170 basis points. The decreases in dollars and rate were driven principally by lower sales, de-leverage on store occupancy, a 90 basis point decline in the gross merchandise margin rate, including the unfavorable effect of foreign exchange.
|
•
|
Gross margin dollars in the Sterling Jewelers division decreased $41.2 million compared to prior year fourth quarter, while the gross margin rate decreased 120 basis points due primarily to lower sales which de-leveraged fixed costs, such as store occupancy. In addition, higher bad debt expense and incremental promotional activity unfavorably impacted the gross margin rate.
|
•
|
In the Zale division, gross margin dollars decreased $2.3 million compared to prior year fourth quarter. Included in gross margin were purchase accounting adjustments totaling $1.6 million compared to $4.7 million in prior year fourth quarter. The gross margin rate increased 70 basis points reflecting higher merchandise margins offset in part by de-leverage on store occupancy costs.
|
•
|
In the UK Jewelry division, gross margin dollars decreased $26.6 million compared to Fiscal 2016, while the gross margin rate decreased 220 basis points driven principally by de-leverage on lower sales and lower merchandise margins due to increased promotional activity.
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||||
(in millions)
|
$
|
|
% of sales
|
|
$
|
|
% of sales
|
||||||
Sterling Jewelers division
|
$
|
715.8
|
|
|
18.2
|
%
|
|
$
|
718.6
|
|
|
18.0
|
%
|
Zale division
(1)
|
73.4
|
|
|
4.0
|
%
|
|
52.1
|
|
|
2.9
|
%
|
||
UK Jewelry division
|
45.6
|
|
|
7.0
|
%
|
|
61.5
|
|
|
8.3
|
%
|
||
Other
(2)
|
(71.6
|
)
|
|
nm
|
|
|
(128.5
|
)
|
|
nm
|
|
||
Operating income
|
$
|
763.2
|
|
|
11.9
|
%
|
|
$
|
703.7
|
|
|
10.7
|
%
|
(1)
|
Zale division includes net operating loss impact of $16.8 million for purchase accounting adjustments. The Zale division operating income included $62.2 million from Zale Jewelry or 4.0% of sales and $11.2 million from Piercing Pagoda or 4.3% of sales. In the prior year, Zale division includes net operating loss impact of $26.4 million for purchase accounting adjustments. The Zale division operating income included $44.3 million from Zale Jewelry or 2.8% of sales and $7.8 million from Piercing Pagoda or 3.2% of sales.
|
(2)
|
Other includes $28.4 million and $78.9 million of transaction and integration expenses in Fiscal 2017 and Fiscal 2016, respectively. Transaction and integration costs include legal settlement of $34.2 million over appraisal rights, and expenses associated with legal, tax, accounting, information technology implementation, consulting and severance.
|
nm
|
Not meaningful.
|
|
Fourth Quarter Fiscal 2017
|
|
Fourth Quarter Fiscal 2016
|
||||||||||
(in millions)
|
$
|
|
% of sales
|
|
$
|
|
% of sales
|
||||||
Sterling Jewelers division
|
$
|
298.0
|
|
|
21.3
|
%
|
|
$
|
305.4
|
|
|
21.0
|
%
|
Zale division
(1)
|
71.7
|
|
|
11.2
|
%
|
|
63.0
|
|
|
9.6
|
%
|
||
UK Jewelry division
|
42.6
|
|
|
18.7
|
%
|
|
57.8
|
|
|
20.5
|
%
|
||
Other
(2)
|
(13.1
|
)
|
|
nm
|
|
|
(33.1
|
)
|
|
nm
|
|
||
Operating income
|
$
|
399.2
|
|
|
17.6
|
%
|
|
$
|
393.1
|
|
|
16.4
|
%
|
(1)
|
Zale division includes net operating loss impact of $3.3 million for purchase accounting adjustments. The Zale division operating income included $62.7 million from Zale Jewelry or 11.3% of sales and $9.0 million from Piercing Pagoda or 10.8% of sales. In the prior year fourth quarter, Zale division includes net operating loss impact of $6.2 million for purchase accounting adjustments. The Zale division operating income included $54.2 million from Zale Jewelry or 9.4% of sales and $8.8 million from Piercing Pagoda or 11.3% of sales.
|
(2)
|
Other includes $9.9 million and $19.1 million of transaction and integration expenses in Fiscal 2017 and Fiscal 2016, respectively. Transaction and integration costs include expenses associated with legal, tax, information technology implementation, consulting and severance.
|
nm
|
Not meaningful.
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Net cash provided by operating activities
|
$
|
1,940.5
|
|
|
$
|
678.3
|
|
|
$
|
443.3
|
|
Net cash used in investing activities
|
(569.4
|
)
|
|
(278.4
|
)
|
|
(228.7
|
)
|
|||
Net cash used in financing activities
|
(1,253.6
|
)
|
|
(438.2
|
)
|
|
(266.6
|
)
|
|||
Increase (decrease) in cash and cash equivalents
|
117.5
|
|
|
(38.3
|
)
|
|
(52.0
|
)
|
|||
|
|
|
|
|
|
||||||
Cash and cash equivalents at beginning of period
|
98.7
|
|
|
137.7
|
|
|
193.6
|
|
|||
Increase (decrease) in cash and cash equivalents
|
117.5
|
|
|
(38.3
|
)
|
|
(52.0
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
8.9
|
|
|
(0.7
|
)
|
|
(3.9
|
)
|
|||
Cash and cash equivalents at end of period
|
$
|
225.1
|
|
|
$
|
98.7
|
|
|
$
|
137.7
|
|
|
|
|
|
|
|
||||||
Free cash flow
(1)
|
$
|
1,703.1
|
|
|
$
|
400.3
|
|
|
$
|
216.8
|
|
(1)
|
Non-GAAP measure. See Item 6 for additional information.
|
•
|
net income;
|
•
|
changes in the level of inventory as a result of sales and new store growth;
|
•
|
changes to accounts receivable driven by the in-house customer finance program metrics including average monthly collection rate and the mix of finance offer participation;
|
•
|
changes to accrued expenses including variable compensation; and
|
•
|
deferred revenue, reflective of the performance of extended service plan sales.
|
•
|
Cash provided by accounts receivable was
$242.1 million
compared to a use of
$102.7 million
in
Fiscal 2017
. See the ‘Working Capital’ section above and Item 1 for a summary of key customer financing statistics related to the Sterling Jewelers customer in-house finance receivables. Additionally, see Note
3
of Item 8 for additional information regarding the sale of the prime portion of the in-house finance receivables.
|
•
|
Cash provided by inventory and inventory-related items was
$210.9 million
compared to a use of
$9.7 million
in
Fiscal 2017
. The change in inventory cash flows is attributed to the change in total inventory on-hand to
$2.3 billion
in
Fiscal 2018
compared to
$2.4 billion
in
Fiscal 2017
. Key factors impacting the decrease in total inventory were initiatives focused on reducing inventory levels offset by the effect of foreign exchange and higher commodity prices.
|
•
|
The decrease in income taxes payable was
$82.4 million
compared an increase of
$38.9 million
in
Fiscal 2017
. Cash outflow in Fiscal 2018 is attributable to lower taxable income as a result of the favorable impact of the Tax Cuts and Jobs Act in the United States and lower pre-tax earnings. The Tax Cuts and Jobs Act also impacted the non-cash movement in deferred taxation which reflects an outflow of
$33.4 million
compared to an inflow of
$27.7 million
in
Fiscal 2017
.
|
•
|
rate of space expansion in the US;
|
•
|
investment in existing stores, reflecting the level of investment in sales-enhancing technology, and the number of store remodels and relocations carried out; and
|
•
|
investments in IT modernization and digital ecosystem.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
(in millions)
|
|
|
|
|
|
||||||
Capital additions in Sterling Jewelers
|
$
|
134.8
|
|
|
$
|
154.5
|
|
|
$
|
141.6
|
|
Capital additions in Zale division
|
84.9
|
|
|
97.7
|
|
|
57.9
|
|
|||
Capital additions in UK Jewelry
|
17.6
|
|
|
25.7
|
|
|
26.4
|
|
|||
Capital additions in Other
|
0.1
|
|
|
0.1
|
|
|
0.6
|
|
|||
Total purchases of property, plant and equipment
|
$
|
237.4
|
|
|
$
|
278.0
|
|
|
$
|
226.5
|
|
|
|
|
|
|
|
||||||
Ratio of capital additions to depreciation and amortization in Sterling Jewelers
|
110.7
|
%
|
|
137.1
|
%
|
|
133.3
|
%
|
|||
Ratio of capital additions to depreciation and amortization in Zale division
|
137.6
|
%
|
|
181.9
|
%
|
|
120.4
|
%
|
|||
Ratio of capital additions to depreciation and amortization in UK Jewelry
|
92.1
|
%
|
|
119
|
%
|
|
131.3
|
%
|
|||
Ratio of capital additions to depreciation and amortization for Signet
|
116.7
|
%
|
|
147.2
|
%
|
|
129.2
|
%
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||||||||||||
(in millions, except per share amounts)
|
Cash dividend
per share |
|
Total
dividends |
|
Cash dividend
per share |
|
Total
dividends |
|
Cash dividend
per share |
|
Total
dividends |
||||||||||||
First quarter
|
$
|
0.31
|
|
|
$
|
21.3
|
|
|
$
|
0.26
|
|
|
$
|
20.4
|
|
|
$
|
0.22
|
|
|
$
|
17.6
|
|
Second quarter
|
0.31
|
|
|
18.7
|
|
|
0.26
|
|
|
19.7
|
|
|
0.22
|
|
|
17.6
|
|
||||||
Third quarter
|
0.31
|
|
|
18.7
|
|
|
0.26
|
|
|
18.1
|
|
|
0.22
|
|
|
17.5
|
|
||||||
Fourth quarter
|
0.31
|
|
|
18.8
|
|
(1)
|
0.26
|
|
|
17.7
|
|
(1)
|
0.22
|
|
|
17.5
|
|
||||||
Total
|
$
|
1.24
|
|
|
$
|
77.5
|
|
|
$
|
1.04
|
|
|
$
|
75.9
|
|
|
$
|
0.88
|
|
|
$
|
70.2
|
|
(1)
|
Signet’s dividend policy results in the dividend payment date being a quarter in arrears from the declaration date. As a result, as of
February 3, 2018
and
January 28, 2017
,
$18.8 million
and
$17.7 million
, respectively, has been recorded in accrued expenses and other current liabilities in the consolidated balance sheets reflecting the cash dividends declared for the fourth quarter of
Fiscal 2018
and
Fiscal 2017
, respectively.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
(in millions)
|
Total cash
dividends |
|
Total cash
dividends |
||||
First quarter
|
$
|
7.8
|
|
|
$
|
—
|
|
Second quarter
|
7.8
|
|
|
—
|
|
||
Third quarter
|
7.8
|
|
|
—
|
|
||
Fourth quarter
(1)
|
7.8
|
|
|
11.3
|
|
||
Total
|
$
|
31.2
|
|
|
$
|
11.3
|
|
(1)
|
Signet’s preferred shares dividends results in the dividend payment date being a quarter in arrears from the declaration date. As a result, as of
February 3, 2018
and
January 28, 2017
,
$7.8 million
and
$11.3 million
, respectively, has been recorded in accrued expenses and other current liabilities in the condensed consolidated balance sheets reflecting the cash dividends on preferred shares declared for the fourth quarter of
Fiscal 2018
and
Fiscal 2017
, respectively.
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|||||||||||||||||||||||||||||
(in millions, expect per share amounts)
|
Amount
authorized |
|
Shares
repurchased |
|
Amount
repurchased |
|
Average
repurchase price per share |
|
Shares
repurchased |
|
Amount
repurchased |
|
Average
repurchase price per share |
|
Shares
repurchased |
|
Amount
repurchased |
|
Average
repurchase price per share |
|||||||||||||||||
2016 Program
(1)
|
$
|
1,375.0
|
|
|
8.1
|
|
|
$
|
460.0
|
|
|
$
|
56.91
|
|
|
10.0
|
|
|
864.4
|
|
|
$
|
86.40
|
|
|
n/a
|
|
|
n/a
|
|
|
n/a
|
|
|||
2013 Program
(2)
|
$
|
350.0
|
|
|
n/a
|
|
|
n/a
|
|
|
n/a
|
|
|
1.2
|
|
|
$
|
135.6
|
|
|
$
|
111.26
|
|
|
1.0
|
|
|
$
|
130
|
|
|
$
|
127.63
|
|
||
Total
|
|
|
8.1
|
|
|
$
|
460.0
|
|
|
$
|
56.91
|
|
|
11.2
|
|
|
$
|
1,000.0
|
|
|
$
|
89.10
|
|
|
1.0
|
|
|
$
|
130.0
|
|
|
$
|
127.63
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
The 2016 Program had
$50.6 million
remaining as of
February 3, 2018
.
|
(2)
|
The 2013 Program was completed in May 2016.
|
n/a
|
Not applicable.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
|
January 30, 2016
|
||||||
Working capital
|
$
|
2,408.9
|
|
|
$
|
3,438.9
|
|
|
$
|
3,437.0
|
|
Capitalization:
|
|
|
|
|
|
||||||
Long-term debt
|
688.2
|
|
|
1,317.9
|
|
|
1,321.0
|
|
|||
Series A redeemable convertible preferred shares
|
613.6
|
|
|
611.9
|
|
|
—
|
|
|||
Shareholder’s equity
|
2,499.8
|
|
|
2,490.2
|
|
|
3,060.7
|
|
|||
Total capitalization
|
$
|
3,801.6
|
|
|
$
|
4,420.0
|
|
|
$
|
4,381.7
|
|
Additional amounts available under credit agreements
|
$
|
684.3
|
|
|
$
|
628.7
|
|
|
$
|
371.2
|
|
Rating Agency
|
Corporate
|
Senior Unsecured Notes
|
Standard & Poor’s
|
BBB-
|
BBB-
|
Moody’s
|
Ba1
|
Ba1
|
Fitch
|
BB
|
BB
|
(in millions)
|
Less than
one year |
|
Between one and
three years |
|
Between three
and five years |
|
More than
five years |
|
Total
|
||||||||||
Long-term debt obligations - Principal
(1)
|
$
|
31.3
|
|
|
$
|
89.4
|
|
|
$
|
205.5
|
|
|
$
|
400.0
|
|
|
$
|
726.2
|
|
Long-term debt obligations - Interest
(2)
|
25.3
|
|
|
48.3
|
|
|
39.4
|
|
|
28.2
|
|
|
141.2
|
|
|||||
Operating lease obligations
(3)
|
460.3
|
|
|
776.7
|
|
|
613.6
|
|
|
907.3
|
|
|
2,757.9
|
|
|||||
Capital commitments
|
46.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46.9
|
|
|||||
Pensions
|
2.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.8
|
|
|||||
Commitment fee payments
|
1.4
|
|
|
2.8
|
|
|
0.6
|
|
|
—
|
|
|
4.8
|
|
|||||
Deferred compensation plan
|
3.8
|
|
|
7.1
|
|
|
8.4
|
|
|
18.9
|
|
|
38.2
|
|
|||||
Current income tax
|
19.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
19.6
|
|
|||||
Other long-term liabilities
(4)
|
—
|
|
|
—
|
|
|
—
|
|
|
6.6
|
|
|
6.6
|
|
|||||
Total
|
$
|
591.4
|
|
|
$
|
924.3
|
|
|
$
|
867.5
|
|
|
$
|
1,361.0
|
|
|
$
|
3,744.2
|
|
(1)
|
Includes principal payments on all long-term debt obligations.
|
(2)
|
Includes future interest payments on all long-term debt obligations, inclusive of both fixed- and variable-rate debt. Projected interest costs on variable rate debt were calculated using rates in effect at
February 3, 2018
. Amounts exclude the amortization of debt discounts, the amortization of loan fees and fees for lines of credit that would be included in interest expense in the consolidated income statements.
|
(3)
|
Operating lease obligations relate to minimum payments due under store lease arrangements. Most store operating leases require payment of real estate taxes, insurance and common area maintenance fees. Real estate taxes, insurance and common area maintenance fees were approximately 30% of base rentals for
Fiscal 2018
. These are not included in the table above. Some operating leases also require additional payments based on a percentage of sales.
|
(4)
|
Other long-term liabilities reflect loss reserves related to credit insurance services provided by insurance subsidiaries. We have reflected these payments under “Other,” as the timing of the future payments is dependent on the actual processing of the claims.
|
(in millions)
|
Fair Value
February 3, 2018 |
|
10 basis point decrease in
interest rates |
|
10%
depreciation of $ against £ |
|
10%
depreciation of $ against C$ |
|
10%
depreciation of gold prices |
|
Fair Value
January 28, 2017 |
||||||||||||
Foreign exchange contracts
|
$
|
(2.3
|
)
|
|
$
|
—
|
|
|
$
|
(2.9
|
)
|
|
$
|
(5.7
|
)
|
|
$
|
—
|
|
|
$
|
3.0
|
|
Commodity contracts
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.8
|
)
|
|
(3.4
|
)
|
||||||
Interest rate swap
|
2.2
|
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
(in millions, except per share amounts)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Notes
|
||||||
Sales
|
$
|
6,253.0
|
|
|
$
|
6,408.4
|
|
|
$
|
6,550.2
|
|
|
5
|
Cost of sales
|
(4,063.0
|
)
|
|
(4,047.6
|
)
|
|
(4,109.8
|
)
|
|
|
|||
Gross margin
|
2,190.0
|
|
|
2,360.8
|
|
|
2,440.4
|
|
|
|
|||
Selling, general and administrative expenses
|
(1,872.2
|
)
|
|
(1,880.2
|
)
|
|
(1,987.6
|
)
|
|
|
|||
Credit transaction, net
|
1.3
|
|
|
—
|
|
|
—
|
|
|
3
|
|||
Other operating income, net
|
260.8
|
|
|
282.6
|
|
|
250.9
|
|
|
11
|
|||
Operating income
|
579.9
|
|
|
763.2
|
|
|
703.7
|
|
|
5
|
|||
Interest expense, net
|
(52.7
|
)
|
|
(49.4
|
)
|
|
(45.9
|
)
|
|
|
|||
Income before income taxes
|
527.2
|
|
|
713.8
|
|
|
657.8
|
|
|
|
|||
Income taxes
|
(7.9
|
)
|
|
(170.6
|
)
|
|
(189.9
|
)
|
|
10
|
|||
Net income
|
519.3
|
|
|
543.2
|
|
|
467.9
|
|
|
|
|||
Dividends on redeemable convertible preferred shares
|
(32.9
|
)
|
|
(11.9
|
)
|
|
—
|
|
|
7
|
|||
Net income attributable to common shareholders
|
$
|
486.4
|
|
|
$
|
531.3
|
|
|
$
|
467.9
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Earnings per common share:
|
|
|
|
|
|
|
|
||||||
Basic
|
$
|
7.72
|
|
|
$
|
7.13
|
|
|
$
|
5.89
|
|
|
8
|
Diluted
|
$
|
7.44
|
|
|
$
|
7.08
|
|
|
$
|
5.87
|
|
|
8
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||
Basic
|
63.0
|
|
|
74.5
|
|
|
79.5
|
|
|
8
|
|||
Diluted
|
69.8
|
|
|
76.7
|
|
|
79.7
|
|
|
8
|
|||
|
|
|
|
|
|
|
|
||||||
Dividends declared per common share
|
$
|
1.24
|
|
|
$
|
1.04
|
|
|
$
|
0.88
|
|
|
7
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||||||||||||||||||||||||
(in millions)
|
Pre-tax
amount |
|
Tax
(expense) benefit |
|
After-tax
amount |
|
Pre-tax
amount |
|
Tax
(expense) benefit |
|
After-tax
amount |
|
Pre-tax
amount |
|
Tax
(expense) benefit |
|
After-tax
amount |
||||||||||||||||||
Net income
|
|
|
|
|
$
|
519.3
|
|
|
|
|
|
|
$
|
543.2
|
|
|
|
|
|
|
$
|
467.9
|
|
||||||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Foreign currency translation adjustments
|
50.9
|
|
|
—
|
|
|
50.9
|
|
|
(25.6
|
)
|
|
—
|
|
|
(25.6
|
)
|
|
(40.2
|
)
|
|
—
|
|
|
(40.2
|
)
|
|||||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Unrealized gain (loss)
|
0.5
|
|
|
(0.2
|
)
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|
0.3
|
|
|
(0.4
|
)
|
|||||||||
Cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Unrealized gain (loss)
|
3.4
|
|
|
(1.6
|
)
|
|
1.8
|
|
|
8.8
|
|
|
(1.9
|
)
|
|
6.9
|
|
|
(17.2
|
)
|
|
5.4
|
|
|
(11.8
|
)
|
|||||||||
Reclassification adjustment for losses to net income
|
(4.6
|
)
|
|
1.1
|
|
|
(3.5
|
)
|
|
(0.7
|
)
|
|
0.1
|
|
|
(0.6
|
)
|
|
4.9
|
|
|
(1.4
|
)
|
|
3.5
|
|
|||||||||
Pension plan:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||
Actuarial gain (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.9
|
)
|
|
3.3
|
|
|
(13.6
|
)
|
|
13.8
|
|
|
(2.9
|
)
|
|
10.9
|
|
|||||||||
Reclassification adjustment to net income for amortization of actuarial losses
|
2.8
|
|
|
(0.6
|
)
|
|
2.2
|
|
|
1.5
|
|
|
(0.3
|
)
|
|
1.2
|
|
|
3.4
|
|
|
(0.7
|
)
|
|
2.7
|
|
|||||||||
Prior service costs
|
(0.6
|
)
|
|
0.1
|
|
|
(0.5
|
)
|
|
(0.5
|
)
|
|
0.1
|
|
|
(0.4
|
)
|
|
(0.6
|
)
|
|
0.1
|
|
|
(0.5
|
)
|
|||||||||
Reclassification adjustment to net income for amortization of net prior service credits
|
(1.4
|
)
|
|
0.3
|
|
|
(1.1
|
)
|
|
(1.9
|
)
|
|
0.4
|
|
|
(1.5
|
)
|
|
(2.2
|
)
|
|
0.5
|
|
|
(1.7
|
)
|
|||||||||
Net curtailment gain and settlement loss
|
(3.7
|
)
|
|
0.7
|
|
|
(3.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Total other comprehensive (loss) income
|
$
|
47.3
|
|
|
$
|
(0.2
|
)
|
|
$
|
47.1
|
|
|
$
|
(35.3
|
)
|
|
$
|
1.7
|
|
|
$
|
(33.6
|
)
|
|
$
|
(38.8
|
)
|
|
$
|
1.3
|
|
|
$
|
(37.5
|
)
|
Total comprehensive income
|
|
|
|
|
$
|
566.4
|
|
|
|
|
|
|
$
|
509.6
|
|
|
|
|
|
|
$
|
430.4
|
|
(in millions, except par value per share amount)
|
February 3, 2018
|
|
January 28, 2017
|
|
Notes
|
|||||
Assets
|
|
|
|
|
2
|
|
||||
Current assets:
|
|
|
|
|
|
|||||
Cash and cash equivalents
|
$
|
225.1
|
|
|
$
|
98.7
|
|
|
1
|
|
Accounts receivable, net
|
692.5
|
|
|
1,858.0
|
|
|
12
|
|
||
Other receivables
|
87.2
|
|
|
95.9
|
|
|
|
|||
Other current assets
|
158.2
|
|
|
136.3
|
|
|
|
|||
Income taxes
|
2.6
|
|
|
4.4
|
|
|
|
|||
Inventories
|
2,280.5
|
|
|
2,449.3
|
|
|
13
|
|
||
Total current assets
|
3,446.1
|
|
|
4,642.6
|
|
|
|
|||
Non-current assets:
|
|
|
|
|
|
|||||
Property, plant and equipment, net
|
877.9
|
|
|
822.9
|
|
|
14
|
|
||
Goodwill
|
821.7
|
|
|
517.6
|
|
|
15
|
|
||
Intangible assets, net
|
481.5
|
|
|
417.0
|
|
|
15
|
|
||
Other assets
|
171.2
|
|
|
165.1
|
|
|
16
|
|
||
Deferred tax assets
|
1.4
|
|
|
0.7
|
|
|
10
|
|
||
Retirement benefit asset
|
39.8
|
|
|
31.9
|
|
|
20
|
|
||
Total assets
|
$
|
5,839.6
|
|
|
$
|
6,597.8
|
|
|
|
|
Liabilities and Shareholders’ equity
|
|
|
|
|
|
|||||
Current liabilities:
|
|
|
|
|
|
|||||
Loans and overdrafts
|
$
|
44.0
|
|
|
$
|
91.1
|
|
|
21
|
|
Accounts payable
|
237.0
|
|
|
255.7
|
|
|
|
|||
Accrued expenses and other current liabilities
|
448.0
|
|
|
478.2
|
|
|
22
|
|
||
Deferred revenue
|
288.6
|
|
|
276.9
|
|
|
23
|
|
||
Income taxes
|
19.6
|
|
|
101.8
|
|
|
|
|||
Total current liabilities
|
1,037.2
|
|
|
1,203.7
|
|
|
|
|||
Non-current liabilities:
|
|
|
|
|
|
|||||
Long-term debt
|
688.2
|
|
|
1,317.9
|
|
|
21
|
|
||
Other liabilities
|
239.6
|
|
|
213.7
|
|
|
24
|
|
||
Deferred revenue
|
668.9
|
|
|
659.0
|
|
|
23
|
|
||
Deferred tax liabilities
|
92.3
|
|
|
101.4
|
|
|
10
|
|
||
Total liabilities
|
2,726.2
|
|
|
3,495.7
|
|
|
|
|||
Commitments and contingencies
|
|
|
|
|
26
|
|
||||
Series A redeemable convertible preferred shares of $0.01 par value: 500 shares authorized,
0.625 shares outstanding |
613.6
|
|
|
611.9
|
|
|
6
|
|
||
Shareholders’ equity:
|
|
|
|
|
|
|||||
Common shares of $0.18 par value: authorized 500 shares, 60.5 shares outstanding
(2017: 68.3 outstanding) |
15.7
|
|
|
15.7
|
|
|
7
|
|
||
Additional paid-in capital
|
290.2
|
|
|
280.7
|
|
|
|
|||
Other reserves
|
0.4
|
|
|
0.4
|
|
|
|
|||
Treasury shares at cost: 26.7 shares (2017: 18.9 shares)
|
(1,942.1
|
)
|
|
(1,494.8
|
)
|
|
7
|
|
||
Retained earnings
|
4,396.2
|
|
|
3,995.9
|
|
|
7
|
|
||
Accumulated other comprehensive loss
|
(260.6
|
)
|
|
(307.7
|
)
|
|
9
|
|
||
Total shareholders’ equity
|
2,499.8
|
|
|
2,490.2
|
|
|
|
|||
Total liabilities, redeemable convertible preferred shares and shareholders’ equity
|
$
|
5,839.6
|
|
|
$
|
6,597.8
|
|
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
519.3
|
|
|
$
|
543.2
|
|
|
$
|
467.9
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
203.4
|
|
|
188.8
|
|
|
175.3
|
|
|||
Amortization of unfavorable leases and contracts
|
(13.0
|
)
|
|
(19.7
|
)
|
|
(28.7
|
)
|
|||
Pension benefit
|
(3.5
|
)
|
|
(1.6
|
)
|
|
—
|
|
|||
Share-based compensation
|
16.1
|
|
|
8.0
|
|
|
16.4
|
|
|||
Deferred taxation
|
(33.4
|
)
|
|
27.7
|
|
|
25.0
|
|
|||
Excess tax benefit from exercise of share awards
|
—
|
|
|
(2.4
|
)
|
|
(6.9
|
)
|
|||
Amortization of debt discount and issuance costs
|
3.7
|
|
|
2.8
|
|
|
3.6
|
|
|||
Credit transaction, net
|
(30.9
|
)
|
|
—
|
|
|
—
|
|
|||
Other non-cash movements
|
2.4
|
|
|
0.4
|
|
|
3.6
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Decrease (increase) in accounts receivable
|
242.1
|
|
|
(102.7
|
)
|
|
(189.8
|
)
|
|||
Proceeds from sale of in-house finance receivables
|
952.5
|
|
|
—
|
|
|
—
|
|
|||
Decrease (increase) in other receivables and other assets
|
11.0
|
|
|
(20.4
|
)
|
|
(44.1
|
)
|
|||
(Increase) decrease in other current assets
|
(17.0
|
)
|
|
13.5
|
|
|
(26.5
|
)
|
|||
Decrease (increase) in inventories
|
210.9
|
|
|
(9.7
|
)
|
|
(46.0
|
)
|
|||
Decrease in accounts payable
|
(51.4
|
)
|
|
(7.0
|
)
|
|
(6.4
|
)
|
|||
Increase (decrease) in accrued expenses and other liabilities
|
3.9
|
|
|
(21.8
|
)
|
|
51.8
|
|
|||
Increase in deferred revenue
|
10.0
|
|
|
43.6
|
|
|
76.3
|
|
|||
(Decrease) increase in income taxes payable
|
(82.4
|
)
|
|
38.9
|
|
|
(25.7
|
)
|
|||
Pension plan contributions
|
(3.2
|
)
|
|
(3.3
|
)
|
|
(2.5
|
)
|
|||
Net cash provided by operating activities
|
1,940.5
|
|
|
678.3
|
|
|
443.3
|
|
|||
Investing activities
|
|
|
|
|
|
||||||
Purchase of property, plant and equipment
|
(237.4
|
)
|
|
(278.0
|
)
|
|
(226.5
|
)
|
|||
Purchase of available-for-sale securities
|
(2.4
|
)
|
|
(10.4
|
)
|
|
(6.2
|
)
|
|||
Proceeds from sale of available-for-sale securities
|
2.2
|
|
|
10.0
|
|
|
4.0
|
|
|||
Acquisition of R2Net Inc., net of cash acquired
|
(331.8
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash used in investing activities
|
(569.4
|
)
|
|
(278.4
|
)
|
|
(228.7
|
)
|
|||
Financing activities
|
|
|
|
|
|
||||||
Dividends paid on common shares
|
(76.5
|
)
|
|
(75.6
|
)
|
|
(67.1
|
)
|
|||
Dividends paid on redeemable convertible preferred shares
|
(34.7
|
)
|
|
—
|
|
|
—
|
|
|||
Repurchase of common shares
|
(460.0
|
)
|
|
(1,000.0
|
)
|
|
(130.0
|
)
|
|||
Proceeds from issuance of common shares
|
0.3
|
|
|
2.1
|
|
|
5.0
|
|
|||
Proceeds from issuance of redeemable convertible preferred shares, net of issuance costs
|
—
|
|
|
611.3
|
|
|
—
|
|
|||
Net settlement of equity based awards
|
(2.9
|
)
|
|
(4.9
|
)
|
|
(8.3
|
)
|
|||
Excess tax benefit from exercise of share awards
|
—
|
|
|
2.4
|
|
|
6.9
|
|
|||
Proceeds from term and bridge loans
|
350.0
|
|
|
—
|
|
|
—
|
|
|||
Repayments of term and bridge loans
|
(372.3
|
)
|
|
(16.4
|
)
|
|
(25.0
|
)
|
|||
Proceeds from securitization facility
|
1,745.9
|
|
|
2,404.1
|
|
|
2,303.9
|
|
|||
Repayments of securitization facility
|
(2,345.9
|
)
|
|
(2,404.1
|
)
|
|
(2,303.9
|
)
|
|||
Proceeds from revolving credit facility
|
814.0
|
|
|
1,270.0
|
|
|
316.0
|
|
|||
Repayments of revolving credit facility
|
(870.0
|
)
|
|
(1,214.0
|
)
|
|
(316.0
|
)
|
|||
Payment of debt issuance costs
|
(1.4
|
)
|
|
(2.7
|
)
|
|
—
|
|
|||
Principal payments under capital lease obligations
|
—
|
|
|
(0.2
|
)
|
|
(1.0
|
)
|
|||
Repayments of bank overdrafts
|
(0.1
|
)
|
|
(10.2
|
)
|
|
(47.1
|
)
|
|||
Net cash used in financing activities
|
(1,253.6
|
)
|
|
(438.2
|
)
|
|
(266.6
|
)
|
|||
Cash and cash equivalents at beginning of period
|
98.7
|
|
|
137.7
|
|
|
193.6
|
|
|||
Increase (decrease) in cash and cash equivalents
|
117.5
|
|
|
(38.3
|
)
|
|
(52.0
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
8.9
|
|
|
(0.7
|
)
|
|
(3.9
|
)
|
|||
Cash and cash equivalents at end of period
|
$
|
225.1
|
|
|
$
|
98.7
|
|
|
$
|
137.7
|
|
|
|
|
|
|
|
||||||
Non-cash investing activities:
|
|
|
|
|
|
||||||
Capital expenditures in accounts payable
|
$
|
7.0
|
|
|
$
|
9.2
|
|
|
$
|
9.3
|
|
Supplemental cash flow information:
|
|
|
|
|
|
||||||
Interest paid
|
$
|
50.2
|
|
|
$
|
47.1
|
|
|
$
|
41.6
|
|
Income taxes paid
|
$
|
122.3
|
|
|
$
|
104.0
|
|
|
$
|
180.1
|
|
(in millions)
|
Common
shares at par value |
|
Additional
paid-in capital |
|
Other
reserves |
|
Treasury
shares |
|
Retained
earnings |
|
Accumulated
other comprehensive (loss) income |
|
Total
shareholders’ equity |
||||||||||||||
Balance at January 31, 2015
|
$
|
15.7
|
|
|
$
|
265.2
|
|
|
$
|
0.4
|
|
|
$
|
(370.0
|
)
|
|
$
|
3,135.7
|
|
|
$
|
(236.6
|
)
|
|
$
|
2,810.4
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
467.9
|
|
|
—
|
|
|
467.9
|
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(37.5
|
)
|
|
(37.5
|
)
|
|||||||
Dividends on common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(70.2
|
)
|
|
—
|
|
|
(70.2
|
)
|
|||||||
Repurchase of common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(130.0
|
)
|
|
—
|
|
|
—
|
|
|
(130.0
|
)
|
|||||||
Net settlement of equity based awards
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
(1.1
|
)
|
|
1.3
|
|
|
—
|
|
|
(1.3
|
)
|
|||||||
Share options exercised
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
5.3
|
|
|
(0.1
|
)
|
|
—
|
|
|
5.0
|
|
|||||||
Share-based compensation expense
|
—
|
|
|
16.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.4
|
|
|||||||
Balance at January 30, 2016
|
15.7
|
|
|
279.9
|
|
|
0.4
|
|
|
(495.8
|
)
|
|
3,534.6
|
|
|
(274.1
|
)
|
|
3,060.7
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
543.2
|
|
|
—
|
|
|
543.2
|
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(33.6
|
)
|
|
(33.6
|
)
|
|||||||
Dividends on common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(75.9
|
)
|
|
—
|
|
|
(75.9
|
)
|
|||||||
Dividends on redeemable convertible preferred shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.9
|
)
|
|
—
|
|
|
(11.9
|
)
|
|||||||
Repurchase of common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,000.0
|
)
|
|
—
|
|
|
—
|
|
|
(1,000.0
|
)
|
|||||||
Net settlement of equity based awards
|
—
|
|
|
(7.2
|
)
|
|
—
|
|
|
(1.1
|
)
|
|
5.9
|
|
|
—
|
|
|
(2.4
|
)
|
|||||||
Share options exercised
|
—
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
|||||||
Share-based compensation expense
|
—
|
|
|
8.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8.0
|
|
|||||||
Balance at January 28, 2017
|
15.7
|
|
|
280.7
|
|
|
0.4
|
|
|
(1,494.8
|
)
|
|
3,995.9
|
|
|
(307.7
|
)
|
|
2,490.2
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
519.3
|
|
|
—
|
|
|
519.3
|
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
47.1
|
|
|
47.1
|
|
|||||||
Dividends on common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(77.5
|
)
|
|
—
|
|
|
(77.5
|
)
|
|||||||
Dividends on redeemable convertible preferred shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32.9
|
)
|
|
—
|
|
|
(32.9
|
)
|
|||||||
Repurchase of common shares
|
—
|
|
|
—
|
|
|
—
|
|
|
(460.0
|
)
|
|
—
|
|
|
—
|
|
|
(460.0
|
)
|
|||||||
Net settlement of equity based awards
|
—
|
|
|
(6.5
|
)
|
|
—
|
|
|
12.3
|
|
|
(8.6
|
)
|
|
—
|
|
|
(2.8
|
)
|
|||||||
Share options exercised
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
0.4
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|||||||
Share-based compensation expense
|
—
|
|
|
16.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.1
|
|
|||||||
Balance at February 3, 2018
|
$
|
15.7
|
|
|
$
|
290.2
|
|
|
$
|
0.4
|
|
|
$
|
(1,942.1
|
)
|
|
$
|
4,396.2
|
|
|
$
|
(260.6
|
)
|
|
$
|
2,499.8
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Wages and salaries
|
$
|
1,140.3
|
|
|
$
|
1,183.2
|
|
|
$
|
1,222.8
|
|
Payroll taxes
|
93.8
|
|
|
96.5
|
|
|
101.1
|
|
|||
Employee benefit plans
|
13.0
|
|
|
19.3
|
|
|
17.5
|
|
|||
Share-based compensation
|
16.1
|
|
|
8.0
|
|
|
16.4
|
|
|||
Total compensation and benefits
|
$
|
1,263.2
|
|
|
$
|
1,307.0
|
|
|
$
|
1,357.8
|
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Cash and cash equivalents held in money markets and other accounts
|
$
|
182.6
|
|
|
$
|
65.6
|
|
Cash equivalents from third-party credit card issuers
|
40.5
|
|
|
31.1
|
|
||
Cash on hand
|
2.0
|
|
|
2.0
|
|
||
Total cash and cash equivalents
|
$
|
225.1
|
|
|
$
|
98.7
|
|
•
|
Record an allowance for amounts under
90
days aged on a recency measure of delinquency based on historical loss experience and payment performance information. The recency method measured the delinquency level by the number of days since the last qualifying payment was received, with the qualifying payment increasing with delinquency level.
|
•
|
Record a
100%
allowance for any amount aged more than
90
days on a recency measure of delinquency and any amount associated with an account the owner of which has filed for bankruptcy.
|
Buildings
|
|
30 – 40 years when land is owned or the remaining term of lease, not to exceed 40 years
|
Leasehold improvements
|
|
Remaining term of lease, not to exceed 10 years
|
Furniture and fixtures
|
|
Ranging from 3 – 10 years
|
Equipment and software
|
|
Ranging from 3 – 5 years
|
(in millions)
|
Initial amounts
|
||
Cash and cash equivalents
|
$
|
47.3
|
|
Inventories
|
12.1
|
|
|
Other current assets
|
9.7
|
|
|
Property, plant and equipment
|
3.5
|
|
|
Intangible assets:
|
|
||
Trade name
|
70.6
|
|
|
Current liabilities
|
(42.4
|
)
|
|
Deferred tax liabilities
|
(23.5
|
)
|
|
Fair value of net assets acquired
|
77.3
|
|
|
Goodwill
(1)
|
301.7
|
|
|
Total consideration transferred
|
$
|
379.0
|
|
(1)
|
The amount of goodwill generated will be adjusted for any additional assets or liabilities identified by the Company or for any adjustments to the preliminary fair values identified for the assets acquired and liabilities assumed in the R2Net acquisition reflected above.
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales:
|
|
|
|
|
|
||||||
Sterling Jewelers
|
$
|
3,820.5
|
|
|
$
|
3,930.4
|
|
|
$
|
3,988.7
|
|
Zale Jewelry
(1)
|
1,516.2
|
|
|
1,549.7
|
|
|
1,568.2
|
|
|||
Piercing Pagoda
|
278.5
|
|
|
263.1
|
|
|
243.2
|
|
|||
UK Jewelry
|
616.7
|
|
|
647.1
|
|
|
737.6
|
|
|||
Other
|
21.1
|
|
|
18.1
|
|
|
12.5
|
|
|||
Total sales
|
$
|
6,253.0
|
|
|
$
|
6,408.4
|
|
|
$
|
6,550.2
|
|
|
|
|
|
|
|
||||||
Operating income (loss):
|
|
|
|
|
|
||||||
Sterling Jewelers
(2)
|
$
|
576.0
|
|
|
$
|
715.8
|
|
|
$
|
718.6
|
|
Zale Jewelry
|
66.7
|
|
|
62.2
|
|
|
44.3
|
|
|||
Piercing Pagoda
|
13.4
|
|
|
11.2
|
|
|
7.8
|
|
|||
UK Jewelry
|
33.1
|
|
|
45.6
|
|
|
61.5
|
|
|||
Other
(3)
|
(109.3
|
)
|
|
(71.6
|
)
|
|
(128.5
|
)
|
|||
Total operating income
|
$
|
579.9
|
|
|
$
|
763.2
|
|
|
$
|
703.7
|
|
|
|
|
|
|
|
||||||
Depreciation and amortization:
|
|
|
|
|
|
||||||
Sterling Jewelers
|
$
|
121.8
|
|
|
$
|
112.7
|
|
|
$
|
106.2
|
|
Zale Jewelry
|
55.3
|
|
|
49.1
|
|
|
44.8
|
|
|||
Piercing Pagoda
|
6.4
|
|
|
4.6
|
|
|
3.3
|
|
|||
UK Jewelry
|
19.1
|
|
|
21.6
|
|
|
20.1
|
|
|||
Other
|
0.8
|
|
|
0.8
|
|
|
0.9
|
|
|||
Total depreciation and amortization
|
$
|
203.4
|
|
|
$
|
188.8
|
|
|
$
|
175.3
|
|
|
|
|
|
|
|
||||||
Capital additions:
|
|
|
|
|
|
||||||
Sterling Jewelers
|
$
|
134.8
|
|
|
$
|
154.5
|
|
|
$
|
141.6
|
|
Zale Jewelry
|
76.3
|
|
|
85.0
|
|
|
47.7
|
|
|||
Piercing Pagoda
|
8.6
|
|
|
12.7
|
|
|
10.2
|
|
|||
UK Jewelry
|
17.6
|
|
|
25.7
|
|
|
26.4
|
|
|||
Other
|
0.1
|
|
|
0.1
|
|
|
0.6
|
|
|||
Total capital additions
|
$
|
237.4
|
|
|
$
|
278.0
|
|
|
$
|
226.5
|
|
(1)
|
Includes sales of
$235.1 million
,
$234.6 million
and
$248.7 million
generated by Canadian operations in
Fiscal 2018
,
Fiscal 2017
and
Fiscal 2016
, respectively.
|
(2)
|
For
Fiscal 2018
, amount includes
$20.7 million
gain related to the reversal of the allowance for credit losses for the in-house receivables sold, as well as the
$10.2 million
gain upon recognition of beneficial interest in connection with the sale of the prime portion of in-house receivables. See Note
3
for additional information.
|
(3)
|
For
Fiscal 2018
, Other includes
$29.6 million
of transaction costs related to the credit transaction,
$8.6 million
of R2Net acquisition costs, and
$3.4 million
of CEO transition costs. See Note
3
and Note
4
for additional information regarding credit transaction and acquisition of R2Net, respectively. For
Fiscal 2017
, Other includes
$28.4 million
of integration costs for consulting expenses associated with IT implementations, severance related to organizational changes and expenses associated with the settlement of miscellaneous legal matters pending as of the date of the Zale acquisition. For
Fiscal 2016
, Other includes
$78.9 million
of transaction and integration costs primarily attributable to the impact of the appraisal rights legal settlement discussed in Note
26
and expenses associated with legal, tax, accounting, IT implementations and consulting services, as well as severance costs.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Total assets:
|
|
|
|
||||
Sterling Jewelers
|
$
|
3,279.4
|
|
|
$
|
4,015.4
|
|
Zale Jewelry
|
1,879.4
|
|
|
1,940.7
|
|
||
Piercing Pagoda
|
150.2
|
|
|
141.6
|
|
||
UK Jewelry
|
420.3
|
|
|
372.6
|
|
||
Other
|
110.3
|
|
|
127.5
|
|
||
Total assets
|
$
|
5,839.6
|
|
|
$
|
6,597.8
|
|
|
|
|
|
||||
Total long-lived assets:
|
|
|
|
||||
Sterling Jewelers
|
$
|
956.3
|
|
|
$
|
567.3
|
|
Zale Jewelry
|
1,075.6
|
|
|
1,050.1
|
|
||
Piercing Pagoda
|
63.6
|
|
|
61.4
|
|
||
UK Jewelry
|
78.3
|
|
|
70.7
|
|
||
Other
|
7.3
|
|
|
8.0
|
|
||
Total long-lived assets
|
$
|
2,181.1
|
|
|
$
|
1,757.5
|
|
|
|
|
|
||||
Total liabilities:
|
|
|
|
||||
Sterling Jewelers
|
$
|
1,482.4
|
|
|
$
|
2,061.4
|
|
Zale Jewelry
|
439.9
|
|
|
524.3
|
|
||
Piercing Pagoda
|
28.8
|
|
|
28.2
|
|
||
UK Jewelry
|
98.9
|
|
|
110.6
|
|
||
Other
|
676.2
|
|
|
771.2
|
|
||
Total liabilities
|
$
|
2,726.2
|
|
|
$
|
3,495.7
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales by product:
|
|
|
|
|
|
||||||
Diamonds and diamond jewelry
|
$
|
3,742.8
|
|
|
$
|
3,853.7
|
|
|
$
|
3,918.1
|
|
Gold, silver jewelry, other products and services
|
2,067.2
|
|
|
2,090.0
|
|
|
2,116.4
|
|
|||
Watches
|
443.0
|
|
|
464.7
|
|
|
515.7
|
|
|||
Total sales
|
$
|
6,253.0
|
|
|
$
|
6,408.4
|
|
|
$
|
6,550.2
|
|
(in millions, except conversion rate and conversion price)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Conversion rate
|
10.9409
|
|
|
10.6529
|
|
||
Conversion price
|
$
|
91.4002
|
|
|
$
|
93.8712
|
|
Potential impact of preferred shares if-converted to common shares
|
6.8
|
|
|
6.7
|
|
||
Liquidation preference
|
$
|
632.8
|
|
|
$
|
636.3
|
|
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|||||||||||||||||||||||||||||
(in millions, expect per share amounts)
|
Amount
authorized |
|
Shares
repurchased |
|
Amount
repurchased |
|
Average
repurchase price per share |
|
Shares
repurchased |
|
Amount
repurchased |
|
Average
repurchase price per share |
|
Shares
repurchased |
|
Amount
repurchased |
|
Average
repurchase price per share |
|||||||||||||||||
2016 Program
(1)
|
$
|
1,375.0
|
|
|
8.1
|
|
|
$
|
460.0
|
|
|
$
|
56.91
|
|
|
10.0
|
|
|
$
|
864.4
|
|
|
$
|
86.40
|
|
|
n/a
|
|
|
n/a
|
|
|
n/a
|
|
||
2013 Program
(2)
|
$
|
350.0
|
|
|
n/a
|
|
|
n/a
|
|
|
n/a
|
|
|
1.2
|
|
|
$
|
135.6
|
|
|
$
|
111.26
|
|
|
1.0
|
|
|
$
|
130.0
|
|
|
$
|
127.63
|
|
||
Total
|
|
|
8.1
|
|
|
$
|
460.0
|
|
|
$
|
56.91
|
|
|
11.2
|
|
|
$
|
1,000.0
|
|
|
$
|
89.10
|
|
|
1.0
|
|
|
$
|
130.0
|
|
|
$
|
127.63
|
|
(1)
|
The 2016 Program had
$50.6 million
remaining as of
February 3, 2018
.
|
(2)
|
The 2013 Program was completed in May 2016.
|
n/a
|
Not applicable.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||||||||||||||
(in millions, except per share amounts)
|
Cash dividend
per share |
|
Total
dividends |
|
Cash dividend
per share |
|
Total
dividends |
|
Cash dividend
per share |
|
Total
dividends |
||||||||||||
First quarter
|
$
|
0.31
|
|
|
$
|
21.3
|
|
|
$
|
0.26
|
|
|
$
|
20.4
|
|
|
$
|
0.22
|
|
|
$
|
17.6
|
|
Second quarter
|
0.31
|
|
|
18.7
|
|
|
0.26
|
|
|
19.7
|
|
|
0.22
|
|
|
17.6
|
|
||||||
Third quarter
|
0.31
|
|
|
18.7
|
|
|
0.26
|
|
|
18.1
|
|
|
0.22
|
|
|
17.5
|
|
||||||
Fourth quarter
|
0.31
|
|
|
18.8
|
|
(1)
|
0.26
|
|
|
17.7
|
|
(1)
|
0.22
|
|
|
17.5
|
|
||||||
Total
|
$
|
1.24
|
|
|
$
|
77.5
|
|
|
$
|
1.04
|
|
|
$
|
75.9
|
|
|
$
|
0.88
|
|
|
$
|
70.2
|
|
(1)
|
Signet’s dividend policy results in the dividend payment date being a quarter in arrears from the declaration date. As a result, as of
February 3, 2018
and
January 28, 2017
,
$18.8 million
and
$17.7 million
, respectively, has been recorded in accrued expenses and other current liabilities in the consolidated balance sheets reflecting the cash dividends declared for the fourth quarter of
Fiscal 2018
and
Fiscal 2017
, respectively.
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
(in millions)
|
Total cash
dividends |
|
Total cash
dividends |
||||
First quarter
|
$
|
7.8
|
|
|
$
|
—
|
|
Second quarter
|
7.8
|
|
|
—
|
|
||
Third quarter
|
7.8
|
|
|
—
|
|
||
Fourth quarter
(1)
|
7.8
|
|
|
11.3
|
|
||
Total
|
$
|
31.2
|
|
|
$
|
11.3
|
|
(1)
|
Signet’s preferred shares dividends results in the dividend payment date being a quarter in arrears from the declaration date. As a result, as of
February 3, 2018
and
January 28, 2017
,
$7.8 million
and
$11.3 million
, respectively, has been recorded in accrued expenses and other current liabilities in the condensed consolidated balance sheets reflecting the cash dividends on preferred shares declared for the fourth quarter of
Fiscal 2018
and
Fiscal 2017
, respectively.
|
(in millions, except per share amounts)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net income attributable to common shareholders
|
$
|
486.4
|
|
|
$
|
531.3
|
|
|
$
|
467.9
|
|
Denominator:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
63.0
|
|
|
74.5
|
|
|
79.5
|
|
|||
EPS – basic
|
$
|
7.72
|
|
|
$
|
7.13
|
|
|
$
|
5.89
|
|
(in millions, except per share amounts)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net income attributable to common shareholders
|
$
|
486.4
|
|
|
$
|
531.3
|
|
|
$
|
467.9
|
|
Add: Dividends on preferred shares
|
32.9
|
|
|
11.9
|
|
|
—
|
|
|||
Numerator for diluted EPS
|
$
|
519.3
|
|
|
$
|
543.2
|
|
|
$
|
467.9
|
|
|
|
|
|
|
|
||||||
Denominator:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
63.0
|
|
|
74.5
|
|
|
79.5
|
|
|||
Plus: Dilutive effect of share awards
|
0.1
|
|
|
0.1
|
|
|
0.2
|
|
|||
Plus: Dilutive effect of preferred shares
|
6.7
|
|
|
2.1
|
|
|
—
|
|
|||
Diluted weighted average common shares outstanding
|
69.8
|
|
|
76.7
|
|
|
79.7
|
|
|||
|
|
|
|
|
|
||||||
EPS – diluted
|
$
|
7.44
|
|
|
$
|
7.08
|
|
|
$
|
5.87
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||
Share awards
|
0.4
|
|
|
0.1
|
|
0.1
|
|
|
|
|
|
|
|
|
Pension plan
|
|
|
||||||||||||||
(in millions)
|
Foreign
currency translation |
|
Losses on available-for-sale securities, net
|
|
Gains (losses)
on cash flow hedges |
|
Actuarial
gains (losses) |
|
Prior
service credits (costs) |
|
Accumulated
other comprehensive (loss) income |
||||||||||||
Balance at January 31, 2015
|
$
|
(197.6
|
)
|
|
$
|
—
|
|
|
$
|
4.4
|
|
|
$
|
(56.7
|
)
|
|
$
|
13.3
|
|
|
$
|
(236.6
|
)
|
OCI before reclassifications
|
(40.2
|
)
|
|
(0.4
|
)
|
|
(11.8
|
)
|
|
10.9
|
|
|
(0.5
|
)
|
|
(42.0
|
)
|
||||||
Amounts reclassified from AOCI to net income
|
—
|
|
|
—
|
|
|
3.5
|
|
|
2.7
|
|
|
(1.7
|
)
|
|
4.5
|
|
||||||
Net current period OCI
|
(40.2
|
)
|
|
(0.4
|
)
|
|
(8.3
|
)
|
|
13.6
|
|
|
(2.2
|
)
|
|
(37.5
|
)
|
||||||
Balance at January 30, 2016
|
$
|
(237.8
|
)
|
|
$
|
(0.4
|
)
|
|
$
|
(3.9
|
)
|
|
$
|
(43.1
|
)
|
|
$
|
11.1
|
|
|
$
|
(274.1
|
)
|
OCI before reclassifications
|
(25.6
|
)
|
|
—
|
|
|
6.9
|
|
|
(13.6
|
)
|
|
(0.4
|
)
|
|
(32.7
|
)
|
||||||
Amounts reclassified from AOCI to net income
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
1.2
|
|
|
(1.5
|
)
|
|
(0.9
|
)
|
||||||
Net current period OCI
|
(25.6
|
)
|
|
—
|
|
|
6.3
|
|
|
(12.4
|
)
|
|
(1.9
|
)
|
|
(33.6
|
)
|
||||||
Balance at January 28, 2017
|
$
|
(263.4
|
)
|
|
$
|
(0.4
|
)
|
|
$
|
2.4
|
|
|
$
|
(55.5
|
)
|
|
$
|
9.2
|
|
|
$
|
(307.7
|
)
|
OCI before reclassifications
|
50.9
|
|
|
0.3
|
|
|
1.8
|
|
|
—
|
|
|
(0.5
|
)
|
|
52.5
|
|
||||||
Amounts reclassified from AOCI to net income
|
—
|
|
|
—
|
|
|
(3.5
|
)
|
|
4.4
|
|
|
(6.3
|
)
|
|
(5.4
|
)
|
||||||
Net current period OCI
|
50.9
|
|
|
0.3
|
|
|
(1.7
|
)
|
|
4.4
|
|
|
(6.8
|
)
|
|
47.1
|
|
||||||
Balance at February 3, 2018
|
$
|
(212.5
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
0.7
|
|
|
$
|
(51.1
|
)
|
|
$
|
2.4
|
|
|
$
|
(260.6
|
)
|
|
|
Amounts reclassified from AOCI
|
|
|
|||||||||||
(in millions)
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Income statement caption
|
|||||||
(Gains) losses on cash flow hedges:
|
|
|
|
|
|
|
|
|
|||||||
Foreign currency contracts
|
|
$
|
(3.2
|
)
|
|
$
|
(2.7
|
)
|
|
$
|
(0.4
|
)
|
|
Cost of sales (see Note 18)
|
|
Interest rate swaps
|
|
0.3
|
|
|
2.2
|
|
|
2.7
|
|
|
Interest expense, net (see Note 18)
|
||||
Commodity contracts
|
|
(1.7
|
)
|
|
(0.2
|
)
|
|
2.6
|
|
|
Cost of sales (see Note 18)
|
||||
Total before income tax
|
|
(4.6
|
)
|
|
(0.7
|
)
|
|
4.9
|
|
|
|
||||
Income taxes
|
|
1.1
|
|
|
0.1
|
|
|
(1.4
|
)
|
|
|
||||
Net of tax
|
|
(3.5
|
)
|
|
(0.6
|
)
|
|
3.5
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|||||||
Defined benefit pension plan items:
|
|
|
|
|
|
|
|
|
|||||||
Amortization of unrecognized actuarial losses
|
|
2.8
|
|
|
1.5
|
|
|
3.4
|
|
|
Selling, general and administrative expenses
(1)
|
||||
Amortization of unrecognized net prior service credits
|
|
(1.4
|
)
|
|
(1.9
|
)
|
|
(2.2
|
)
|
|
Selling, general and administrative expenses
(1)
|
||||
Net curtailment gain and settlement loss
|
|
(3.7
|
)
|
|
—
|
|
|
—
|
|
|
Selling, general and administrative expenses
(1)
|
||||
Total before income tax
|
|
(2.3
|
)
|
|
(0.4
|
)
|
|
1.2
|
|
|
|
||||
Income taxes
|
|
0.4
|
|
|
0.1
|
|
|
(0.2
|
)
|
|
|
||||
Net of tax
|
|
(1.9
|
)
|
|
(0.3
|
)
|
|
1.0
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|||||||
Total reclassifications, net of tax
|
|
$
|
(5.4
|
)
|
|
$
|
(0.9
|
)
|
|
$
|
4.5
|
|
|
|
(1)
|
These items are included in the computation of net periodic pension benefit (cost). See Note
20
for additional information.
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Income before income taxes:
|
|
|
|
|
|
||||||
– US
|
$
|
202.2
|
|
|
$
|
424.0
|
|
|
$
|
426.1
|
|
– Foreign
|
325.0
|
|
|
289.8
|
|
|
231.7
|
|
|||
Total income before income taxes
|
$
|
527.2
|
|
|
$
|
713.8
|
|
|
$
|
657.8
|
|
|
|
|
|
|
|
||||||
Current taxation:
|
|
|
|
|
|
||||||
– US
|
$
|
35.9
|
|
|
$
|
137.6
|
|
|
$
|
161.7
|
|
– Foreign
|
6.1
|
|
|
3.9
|
|
|
3.5
|
|
|||
Deferred taxation:
|
|
|
|
|
|
||||||
– US
|
(34.8
|
)
|
|
28.1
|
|
|
22.3
|
|
|||
– Foreign
|
0.7
|
|
|
1.0
|
|
|
2.4
|
|
|||
Total income taxes
|
$
|
7.9
|
|
|
$
|
170.6
|
|
|
$
|
189.9
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|||
US federal income tax rates
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
US state income taxes
|
1.9
|
%
|
|
1.9
|
%
|
|
2.7
|
%
|
Differences between US federal and foreign statutory income tax rates
|
(1.0
|
)%
|
|
(0.2
|
)%
|
|
(0.5
|
)%
|
Expenditures permanently disallowable for tax purposes, net of permanent tax benefits
|
1.0
|
%
|
|
0.4
|
%
|
|
0.5
|
%
|
Disallowable transaction costs
|
0.4
|
%
|
|
0.1
|
%
|
|
2.1
|
%
|
Impact of global reinsurance arrangements
|
(8.1
|
)%
|
|
(5.4
|
)%
|
|
(2.4
|
)%
|
Impact of global financing arrangements
|
(11.4
|
)%
|
|
(8.2
|
)%
|
|
(8.7
|
)%
|
Provisional benefit in current year taxes - the TCJ Act
|
(4.1
|
)%
|
|
—
|
%
|
|
—
|
%
|
Provisional remeasurement of deferred taxes - the TCJ Act
|
(12.3
|
)%
|
|
—
|
%
|
|
—
|
%
|
Other items
|
0.1
|
%
|
|
0.3
|
%
|
|
0.2
|
%
|
Effective tax rate
|
1.5
|
%
|
|
23.9
|
%
|
|
28.9
|
%
|
|
Fiscal 2018
|
||
(in millions)
|
Income tax benefit (expense)
|
||
Net impact on remeasurement of US deferred tax assets and liabilities
|
$
|
64.7
|
|
Net impact of reduce US tax rate on income from October 29, 2017 through February 3, 2018
|
21.5
|
|
|
Net benefit of the TCJ Act
|
$
|
86.2
|
|
|
February 3, 2018
|
|
January 28, 2017
|
||||||||||||||||||||
(in millions)
|
Assets
|
|
(Liabilities)
|
|
Total
|
|
Assets
|
|
(Liabilities)
|
|
Total
|
||||||||||||
Intangible assets
|
$
|
—
|
|
|
$
|
(130.9
|
)
|
|
$
|
(130.9
|
)
|
|
$
|
—
|
|
|
$
|
(160.1
|
)
|
|
$
|
(160.1
|
)
|
US property, plant and equipment
|
—
|
|
|
(65.2
|
)
|
|
(65.2
|
)
|
|
—
|
|
|
(86.2
|
)
|
|
(86.2
|
)
|
||||||
Foreign property, plant and equipment
|
6.2
|
|
|
—
|
|
|
6.2
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
||||||
Inventory valuation
|
—
|
|
|
(193.7
|
)
|
|
(193.7
|
)
|
|
—
|
|
|
(289.4
|
)
|
|
(289.4
|
)
|
||||||
Allowances for doubtful accounts
|
34.4
|
|
|
—
|
|
|
34.4
|
|
|
60.4
|
|
|
—
|
|
|
60.4
|
|
||||||
Revenue deferral
|
147.1
|
|
|
—
|
|
|
147.1
|
|
|
216.0
|
|
|
—
|
|
|
216.0
|
|
||||||
Derivative instruments
|
—
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Straight-line lease payments
|
26.5
|
|
|
—
|
|
|
26.5
|
|
|
37.5
|
|
|
—
|
|
|
37.5
|
|
||||||
Deferred compensation
|
9.2
|
|
|
—
|
|
|
9.2
|
|
|
16.5
|
|
|
—
|
|
|
16.5
|
|
||||||
Retirement benefit obligations
|
—
|
|
|
(7.6
|
)
|
|
(7.6
|
)
|
|
—
|
|
|
(6.1
|
)
|
|
(6.1
|
)
|
||||||
Share-based compensation
|
4.4
|
|
|
—
|
|
|
4.4
|
|
|
5.7
|
|
|
—
|
|
|
5.7
|
|
||||||
Other temporary differences
|
47.1
|
|
|
—
|
|
|
47.1
|
|
|
51.0
|
|
|
—
|
|
|
51.0
|
|
||||||
Net operating losses and foreign tax credits
|
56.9
|
|
|
—
|
|
|
56.9
|
|
|
69.2
|
|
|
—
|
|
|
69.2
|
|
||||||
Value of foreign capital losses
|
12.0
|
|
|
—
|
|
|
12.0
|
|
|
11.3
|
|
|
—
|
|
|
11.3
|
|
||||||
Total gross deferred tax assets (liabilities)
|
$
|
343.8
|
|
|
$
|
(397.7
|
)
|
|
$
|
(53.9
|
)
|
|
$
|
472.6
|
|
|
$
|
(541.8
|
)
|
|
$
|
(69.2
|
)
|
Valuation allowance
|
(37.0
|
)
|
|
—
|
|
|
(37.0
|
)
|
|
(31.5
|
)
|
|
—
|
|
|
(31.5
|
)
|
||||||
Deferred tax assets (liabilities)
|
$
|
306.8
|
|
|
$
|
(397.7
|
)
|
|
$
|
(90.9
|
)
|
|
$
|
441.1
|
|
|
$
|
(541.8
|
)
|
|
$
|
(100.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Disclosed as:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Non-current assets
|
|
|
|
|
$
|
1.4
|
|
|
|
|
|
|
$
|
0.7
|
|
||||||||
Non-current liabilities
|
|
|
|
|
(92.3
|
)
|
|
|
|
|
|
(101.4
|
)
|
||||||||||
Deferred tax assets (liabilities)
|
|
|
|
|
$
|
(90.9
|
)
|
|
|
|
|
|
$
|
(100.7
|
)
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Unrecognized tax benefits, beginning of period
|
$
|
12.0
|
|
|
$
|
11.4
|
|
|
$
|
11.4
|
|
Increases related to current year tax positions
|
2.3
|
|
|
2.4
|
|
|
2.0
|
|
|||
Lapse of statute of limitations
|
(2.4
|
)
|
|
(1.9
|
)
|
|
(1.9
|
)
|
|||
Difference on foreign currency translation
|
0.1
|
|
|
0.1
|
|
|
(0.1
|
)
|
|||
Unrecognized tax benefits, end of period
|
$
|
12.0
|
|
|
$
|
12.0
|
|
|
$
|
11.4
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Interest income from in-house customer finance programs
(1)
|
$
|
258.1
|
|
|
$
|
282.5
|
|
|
$
|
252.6
|
|
Other
|
2.7
|
|
|
0.1
|
|
|
(1.7
|
)
|
|||
Other operating income, net
|
$
|
260.8
|
|
|
$
|
282.6
|
|
|
$
|
250.9
|
|
(1)
|
See Note
3
and Note
12
for additional information.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Accounts receivable by portfolio segment, net:
|
|
|
|
||||
Sterling Jewelers customer in-house finance receivables
|
$
|
649.4
|
|
|
$
|
1,813.3
|
|
Zale customer in-house finance receivables
|
33.5
|
|
|
33.4
|
|
||
Other accounts receivable
|
9.6
|
|
|
11.3
|
|
||
Total accounts receivable, net
|
$
|
692.5
|
|
|
$
|
1,858.0
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Beginning balance:
|
$
|
(138.7
|
)
|
|
$
|
(130.0
|
)
|
|
$
|
(113.1
|
)
|
Charge-offs, net
|
221.2
|
|
|
203.4
|
|
|
173.6
|
|
|||
Recoveries
|
34.3
|
|
|
35.1
|
|
|
35.3
|
|
|||
Provision
|
(251.0
|
)
|
|
(247.2
|
)
|
|
(225.8
|
)
|
|||
Reversal of allowance on receivables sold
|
20.7
|
|
|
—
|
|
|
—
|
|
|||
Ending balance
|
(113.5
|
)
|
|
(138.7
|
)
|
|
(130.0
|
)
|
|||
Ending receivable balance evaluated for impairment
|
762.9
|
|
|
1,952.0
|
|
|
1,855.9
|
|
|||
Sterling Jewelers customer in-house finance receivables, net
|
649.4
|
|
|
1,813.3
|
|
|
1,725.9
|
|
|
February 3, 2018
|
||||||
(in millions)
|
Gross
|
|
Valuation
allowance |
||||
Performing (accrual status):
|
|
|
|
||||
0 - 120 days past due
|
$
|
703.4
|
|
|
$
|
(54.0
|
)
|
121 or more days past due
|
59.5
|
|
|
(59.5
|
)
|
||
|
$
|
762.9
|
|
|
$
|
(113.5
|
)
|
|
|
|
|
|
|
||
Valuation allowance as a % of ending receivable balance
|
|
|
14.9
|
%
|
|
|
January 28, 2017
|
|
January 30, 2016
|
||||||||||||
(in millions)
|
|
Gross
|
|
Valuation
allowance |
|
Gross
|
|
Valuation
allowance |
||||||||
Performing (accrual status):
|
|
|
|
|
|
|
|
|
||||||||
Current, aged 0 – 30 days
|
|
$
|
1,538.2
|
|
|
$
|
(47.2
|
)
|
|
$
|
1,473.0
|
|
|
$
|
(45.4
|
)
|
Past due, aged 31 – 60 days
|
|
282.0
|
|
|
(9.0
|
)
|
|
259.6
|
|
|
(8.3
|
)
|
||||
Past due, aged 61 – 90 days
|
|
51.6
|
|
|
(2.3
|
)
|
|
49.2
|
|
|
(2.2
|
)
|
||||
Non Performing (nonaccrual status):
|
|
|
|
|
|
|
|
|
||||||||
Past due, aged more than 90 days
|
|
80.2
|
|
|
(80.2
|
)
|
|
74.1
|
|
|
(74.1
|
)
|
||||
|
|
$
|
1,952.0
|
|
|
$
|
(138.7
|
)
|
|
$
|
1,855.9
|
|
|
$
|
(130.0
|
)
|
|
|
|
|
|
|
|
|
|
||||||||
Valuation allowance as a % of ending receivable balance
|
|
|
|
7.1
|
%
|
|
|
|
7.0
|
%
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Raw materials
|
$
|
72.0
|
|
|
$
|
60.8
|
|
Finished goods
|
2,208.5
|
|
|
2,388.5
|
|
||
Total inventories
|
$
|
2,280.5
|
|
|
$
|
2,449.3
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Inventory reserve, beginning of period
|
$
|
43.2
|
|
|
$
|
43.2
|
|
|
$
|
28.4
|
|
Charged to profit
|
75.8
|
|
|
57.3
|
|
|
87.6
|
|
|||
Utilization
(1)
|
(78.4
|
)
|
|
(57.3
|
)
|
|
(72.8
|
)
|
|||
Inventory reserve, end of period
|
$
|
40.6
|
|
|
$
|
43.2
|
|
|
$
|
43.2
|
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Land and buildings
|
$
|
35.9
|
|
|
$
|
33.5
|
|
Leasehold improvements
|
689.8
|
|
|
632.4
|
|
||
Furniture and fixtures
|
804.2
|
|
|
761.0
|
|
||
Equipment
|
177.0
|
|
|
137.7
|
|
||
Software
|
271.4
|
|
|
211.0
|
|
||
Construction in progress
|
97.2
|
|
|
96.7
|
|
||
Total
|
$
|
2,075.5
|
|
|
$
|
1,872.3
|
|
Accumulated depreciation and amortization
|
(1,197.6
|
)
|
|
(1,049.4
|
)
|
||
Property, plant and equipment, net
|
$
|
877.9
|
|
|
$
|
822.9
|
|
(in millions)
|
Sterling
Jewelers |
|
Zale
Jewelry |
|
Piercing
Pagoda |
|
UK Jewelry
|
|
Other
|
|
Total
|
||||||||||||
Balance at January 30, 2016
|
$
|
23.2
|
|
|
$
|
488.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3.6
|
|
|
$
|
515.5
|
|
Impact of foreign exchange
|
—
|
|
|
2.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.1
|
|
||||||
Balance at January 28, 2017
|
$
|
23.2
|
|
|
$
|
490.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3.6
|
|
|
$
|
517.6
|
|
Acquisitions
|
301.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
301.7
|
|
||||||
Impact of foreign exchange
|
—
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
||||||
Balance at February 3, 2018
|
$
|
324.9
|
|
|
$
|
493.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3.6
|
|
|
$
|
821.7
|
|
|
|
February 3, 2018
|
|
January 28, 2017
|
||||||||||||||||||||
(in millions)
|
|
Gross
carrying amount |
|
Accumulated
amortization |
|
Net
carrying amount |
|
Gross
carrying amount |
|
Accumulated
amortization |
|
Net
carrying amount |
||||||||||||
Intangible assets, net:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Definite-lived intangible assets
|
|
49.8
|
|
|
(46.7
|
)
|
|
3.1
|
|
|
49.0
|
|
|
(36.8
|
)
|
|
12.2
|
|
||||||
Indefinite-lived intangible assets
|
|
478.4
|
|
|
—
|
|
|
478.4
|
|
|
404.8
|
|
|
—
|
|
|
404.8
|
|
||||||
Total intangible assets, net
|
|
$
|
528.2
|
|
|
$
|
(46.7
|
)
|
|
$
|
481.5
|
|
|
$
|
453.8
|
|
|
$
|
(36.8
|
)
|
|
$
|
417.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Intangible liabilities, net
|
|
$
|
(114.5
|
)
|
|
$
|
85.2
|
|
|
$
|
(29.3
|
)
|
|
$
|
(113.9
|
)
|
|
$
|
71.7
|
|
|
$
|
(42.2
|
)
|
(in millions)
|
|
Intangible assets, net amortization
|
|
Intangible liabilities amortization
|
||||
2019
|
|
$
|
2.7
|
|
|
$
|
(7.7
|
)
|
2020
|
|
0.3
|
|
|
(5.7
|
)
|
||
2021
|
|
0.1
|
|
|
(5.4
|
)
|
||
2022
|
|
—
|
|
|
(5.4
|
)
|
||
2023
|
|
—
|
|
|
(5.1
|
)
|
||
Total
|
|
$
|
3.1
|
|
|
$
|
(29.3
|
)
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Deferred ESP selling costs
|
$
|
89.5
|
|
|
$
|
86.1
|
|
Investments
(1)
|
27.9
|
|
|
27.2
|
|
||
Other assets
|
53.8
|
|
|
51.8
|
|
||
Total other assets
|
$
|
171.2
|
|
|
$
|
165.1
|
|
(1)
|
See Note
17
for additional detail.
|
|
February 3, 2018
|
|
January 28, 2017
|
||||||||||||||||||||
(in millions)
|
Cost
|
|
Unrealized Gain (Loss)
|
|
Fair Value
|
|
Cost
|
|
Unrealized Gain (Loss)
|
|
Fair Value
|
||||||||||||
US Treasury securities
|
$
|
8.3
|
|
|
$
|
(0.8
|
)
|
|
$
|
7.5
|
|
|
$
|
8.8
|
|
|
$
|
(0.7
|
)
|
|
$
|
8.1
|
|
US government agency securities
|
5.3
|
|
|
(0.2
|
)
|
|
5.1
|
|
|
4.6
|
|
|
(0.2
|
)
|
|
4.4
|
|
||||||
Corporate bonds and notes
|
11.0
|
|
|
(0.2
|
)
|
|
10.8
|
|
|
11.0
|
|
|
(0.1
|
)
|
|
10.9
|
|
||||||
Corporate equity securities
|
3.5
|
|
|
1.0
|
|
|
4.5
|
|
|
3.5
|
|
|
0.3
|
|
|
3.8
|
|
||||||
Total investments
|
$
|
28.1
|
|
|
$
|
(0.2
|
)
|
|
$
|
27.9
|
|
|
$
|
27.9
|
|
|
$
|
(0.7
|
)
|
|
$
|
27.2
|
|
(in millions)
|
Cost
|
|
Fair Value
|
||||
Less than one year
|
$
|
2.9
|
|
|
$
|
2.3
|
|
Year two through year five
|
16.9
|
|
|
16.4
|
|
||
Year six through year ten
|
4.8
|
|
|
4.7
|
|
||
Total investment in debt securities
|
$
|
24.6
|
|
|
$
|
23.4
|
|
|
Fair value of derivative assets
|
||||||||
(in millions)
|
Balance sheet location
|
|
February 3, 2018
|
|
January 28, 2017
|
||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other current assets
|
|
$
|
—
|
|
|
$
|
1.4
|
|
Interest rate swaps
|
Other assets
|
|
2.2
|
|
|
0.4
|
|
||
|
|
|
2.2
|
|
|
1.8
|
|
||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other current assets
|
|
—
|
|
|
1.8
|
|
||
Total derivative assets
|
|
|
$
|
2.2
|
|
|
$
|
3.6
|
|
|
Fair value of derivative liabilities
|
||||||||
(in millions)
|
Balance sheet location
|
|
February 3, 2018
|
|
January 28, 2017
|
||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other current liabilities
|
|
$
|
(1.4
|
)
|
|
$
|
(0.2
|
)
|
Commodity contracts
|
Other current liabilities
|
|
(0.1
|
)
|
|
(3.4
|
)
|
||
|
|
|
(1.5
|
)
|
|
(3.6
|
)
|
||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other current liabilities
|
|
(0.9
|
)
|
|
—
|
|
||
Total derivative liabilities
|
|
|
$
|
(2.4
|
)
|
|
$
|
(3.6
|
)
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Foreign currency contracts
|
$
|
(2.4
|
)
|
|
$
|
4.1
|
|
Commodity contracts
|
1.4
|
|
|
(2.1
|
)
|
||
Interest rate swaps
|
2.2
|
|
|
0.4
|
|
||
Gains recorded in AOCI
|
$
|
1.2
|
|
|
$
|
2.4
|
|
(in millions)
|
Income statement caption
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Gains recorded in AOCI, beginning of period
|
|
|
$
|
4.1
|
|
|
$
|
1.4
|
|
Current period (losses) gains recognized in OCI
|
|
|
(3.3
|
)
|
|
5.4
|
|
||
Gains reclassified from AOCI to net income
|
Cost of sales
|
|
(3.2
|
)
|
|
(2.7
|
)
|
||
(Losses) gains recorded in AOCI, end of period
|
|
|
$
|
(2.4
|
)
|
|
$
|
4.1
|
|
(in millions)
|
Income statement caption
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Losses recorded in AOCI, beginning of period
|
|
|
$
|
(2.1
|
)
|
|
$
|
(3.7
|
)
|
Current period gains recognized in OCI
|
|
|
5.2
|
|
|
1.8
|
|
||
Gains reclassified from AOCI to net income
|
Cost of sales
|
|
(1.7
|
)
|
|
(0.2
|
)
|
||
Gains (losses) recorded in AOCI, end of period
|
|
|
$
|
1.4
|
|
|
$
|
(2.1
|
)
|
(in millions)
|
Income statement caption
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Gains (losses) recorded in AOCI, beginning of period
|
|
|
$
|
0.4
|
|
|
$
|
(3.4
|
)
|
Current period gains recognized in OCI
|
|
|
1.5
|
|
|
1.6
|
|
||
Losses reclassified from AOCI to net income
|
Interest expense, net
|
|
0.3
|
|
|
2.2
|
|
||
Gains recorded in AOCI, end of period
|
|
|
$
|
2.2
|
|
|
$
|
0.4
|
|
|
Income statement caption
|
|
Amount of gains (losses) recognized in net income
|
||||||
(in millions)
|
|
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
||||
Foreign currency contracts
|
Other operating income, net
|
|
$
|
8.4
|
|
|
$
|
6.3
|
|
|
February 3, 2018
|
|
January 28, 2017
|
||||||||||||||||||||
(in millions)
|
Carrying Value
|
|
Quoted prices in
active markets for identical assets (Level 1) |
|
Significant
other observable inputs (Level 2) |
|
Carrying Value
|
|
Quoted prices in
active markets for identical assets (Level 1) |
|
Significant
other observable inputs (Level 2) |
||||||||||||
Assets:
|
|
|
|
|
|
|
|
||||||||||||||||
US Treasury securities
|
$
|
7.5
|
|
|
$
|
7.5
|
|
|
$
|
—
|
|
|
$
|
8.1
|
|
|
$
|
8.1
|
|
|
$
|
—
|
|
Corporate equity securities
|
4.5
|
|
|
4.5
|
|
|
—
|
|
|
3.8
|
|
|
3.8
|
|
|
—
|
|
||||||
Foreign currency contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
3.2
|
|
|
—
|
|
|
3.2
|
|
||||||
Interest rate swaps
|
2.2
|
|
|
—
|
|
|
2.2
|
|
|
0.4
|
|
|
—
|
|
|
0.4
|
|
||||||
US government agency securities
|
5.1
|
|
|
—
|
|
|
5.1
|
|
|
4.4
|
|
|
—
|
|
|
4.4
|
|
||||||
Corporate bonds and notes
|
10.8
|
|
|
—
|
|
|
10.8
|
|
|
10.9
|
|
|
—
|
|
|
10.9
|
|
||||||
Total assets
|
$
|
30.1
|
|
|
$
|
12.0
|
|
|
$
|
18.1
|
|
|
$
|
30.8
|
|
|
$
|
11.9
|
|
|
$
|
18.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency contracts
|
$
|
(2.3
|
)
|
|
$
|
—
|
|
|
$
|
(2.3
|
)
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
(0.2
|
)
|
Commodity contracts
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
|
(3.4
|
)
|
|
—
|
|
|
(3.4
|
)
|
||||||
Total liabilities
|
$
|
(2.4
|
)
|
|
$
|
—
|
|
|
$
|
(2.4
|
)
|
|
$
|
(3.6
|
)
|
|
$
|
—
|
|
|
$
|
(3.6
|
)
|
|
February 3, 2018
|
|
January 28, 2017
|
||||||||||||
(in millions)
|
Carrying
Value |
|
Fair Value
|
|
Carrying
Value |
|
Fair Value
|
||||||||
Long-term debt
|
|
|
|
|
|
|
|
||||||||
Senior notes (Level 2)
|
$
|
394.5
|
|
|
$
|
396.3
|
|
|
$
|
393.7
|
|
|
$
|
391.2
|
|
Securitization facility (Level 2)
|
—
|
|
|
—
|
|
|
599.7
|
|
|
600.0
|
|
||||
Term loan (Level 2)
|
323.5
|
|
|
326.2
|
|
|
345.1
|
|
|
348.6
|
|
||||
Total
|
$
|
718.0
|
|
|
$
|
722.5
|
|
|
$
|
1,338.5
|
|
|
$
|
1,339.8
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Change in UK Plan assets:
|
|
|
|
||||
Fair value at beginning of year
|
$
|
247.6
|
|
|
$
|
266.2
|
|
Actual return on UK Plan assets
|
11.0
|
|
|
18.2
|
|
||
Employer contributions
|
3.2
|
|
|
3.3
|
|
||
Members’ contributions
|
0.4
|
|
|
0.6
|
|
||
Benefits paid
|
(8.7
|
)
|
|
(9.9
|
)
|
||
Plan settlements
|
(10.8
|
)
|
|
—
|
|
||
Foreign currency translation
|
29.5
|
|
|
(30.8
|
)
|
||
Fair value at end of year
|
$
|
272.2
|
|
|
$
|
247.6
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Change in benefit obligation:
|
|
|
|
||||
Benefit obligation at beginning of year
|
$
|
215.7
|
|
|
$
|
214.9
|
|
Service cost
|
2.1
|
|
|
2.0
|
|
||
Past service cost
|
—
|
|
|
0.5
|
|
||
Interest cost
|
6.1
|
|
|
7.2
|
|
||
Members’ contributions
|
0.4
|
|
|
0.6
|
|
||
Actuarial (gain) loss
|
2.3
|
|
|
24.1
|
|
||
Benefits paid
|
(8.7
|
)
|
|
(9.9
|
)
|
||
Plan settlements
|
(10.8
|
)
|
|
0.0
|
|
||
Foreign currency translation
|
25.3
|
|
|
(23.7
|
)
|
||
Benefit obligation at end of year
|
$
|
232.4
|
|
|
$
|
215.7
|
|
Funded status at end of year
|
$
|
39.8
|
|
|
$
|
31.9
|
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Amounts recognized in the balance sheet consist of:
|
|
|
|
||||
Non-current assets
|
$
|
39.8
|
|
|
$
|
31.9
|
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
|
January 30, 2016
|
||||||
Net actuarial losses
|
$
|
(51.1
|
)
|
|
$
|
(55.5
|
)
|
|
$
|
(43.1
|
)
|
Net prior service credits
|
2.4
|
|
|
9.2
|
|
|
11.1
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Components of net periodic pension benefit (cost):
|
|
|
|
|
|
||||||
Service cost
|
$
|
(2.1
|
)
|
|
$
|
(2.0
|
)
|
|
$
|
(2.6
|
)
|
Interest cost
|
(6.1
|
)
|
|
(7.2
|
)
|
|
(7.7
|
)
|
|||
Expected return on UK Plan assets
|
9.4
|
|
|
10.4
|
|
|
11.5
|
|
|||
Amortization of unrecognized actuarial losses
|
(2.8
|
)
|
|
(1.5
|
)
|
|
(3.4
|
)
|
|||
Amortization of unrecognized net prior service credits
|
1.4
|
|
|
1.9
|
|
|
2.2
|
|
|||
Net curtailment gain and settlement loss
|
3.7
|
|
|
—
|
|
|
—
|
|
|||
Net periodic pension benefit
|
$
|
3.5
|
|
|
$
|
1.6
|
|
|
$
|
—
|
|
Other changes in assets and benefit obligations recognized in OCI
|
(2.9
|
)
|
|
(17.8
|
)
|
|
14.4
|
|
|||
Total recognized in net periodic pension benefit (cost) and OCI
|
$
|
0.6
|
|
|
$
|
(16.2
|
)
|
|
$
|
14.4
|
|
|
February 3, 2018
|
|
January 28, 2017
|
||
Assumptions used to determine benefit obligations (at the end of the year):
|
|
|
|
||
Discount rate
|
2.60
|
%
|
|
2.90
|
%
|
Salary increases
|
2.50
|
%
|
|
2.00
|
%
|
Assumptions used to determine net periodic pension costs (at the start of the year):
|
|
|
|
||
Discount rate
|
2.90
|
%
|
|
3.60
|
%
|
Expected return on UK Plan assets
|
3.80
|
%
|
|
4.20
|
%
|
Salary increases
|
2.00
|
%
|
|
2.50
|
%
|
|
Fair value measurements as of February 3, 2018
|
|
Fair value measurements as of January 28, 2017
|
||||||||||||||||||||||||||||
(in millions)
|
Total
|
|
Quoted prices in
active markets for identical assets (Level 1) |
|
Significant
other observable inputs (Level 2) |
|
Significant
Unobservable inputs (Level 3) |
|
Total
|
|
Quoted prices in
active markets for identical assets (Level 1) |
|
Significant
other observable inputs (Level 2) |
|
Significant
unobservable inputs (Level 3) |
||||||||||||||||
Asset category:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Diversified equity securities
|
$
|
24.0
|
|
|
$
|
—
|
|
|
$
|
24.0
|
|
|
$
|
—
|
|
|
$
|
22.3
|
|
|
$
|
—
|
|
|
$
|
22.3
|
|
|
$
|
—
|
|
Diversified growth funds
|
96.3
|
|
|
49.4
|
|
|
46.9
|
|
|
—
|
|
|
80.9
|
|
|
40.7
|
|
|
40.2
|
|
|
—
|
|
||||||||
Fixed income – government bonds
|
83.9
|
|
|
—
|
|
|
83.9
|
|
|
—
|
|
|
81.0
|
|
|
—
|
|
|
81.0
|
|
|
—
|
|
||||||||
Fixed income – corporate bonds
|
52.6
|
|
|
—
|
|
|
52.6
|
|
|
—
|
|
|
48.1
|
|
|
—
|
|
|
48.1
|
|
|
—
|
|
||||||||
Property
|
14.3
|
|
|
—
|
|
|
—
|
|
|
14.3
|
|
|
11.8
|
|
|
—
|
|
|
—
|
|
|
11.8
|
|
||||||||
Cash
|
1.1
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|
3.5
|
|
|
3.5
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
$
|
272.2
|
|
|
$
|
50.5
|
|
|
$
|
207.4
|
|
|
$
|
14.3
|
|
|
$
|
247.6
|
|
|
$
|
44.2
|
|
|
$
|
191.6
|
|
|
$
|
11.8
|
|
(in millions)
|
Significant
unobservable inputs (Level 3) |
||
Balance as of January 30, 2016
|
$
|
13.0
|
|
Actual return on assets
|
(1.2
|
)
|
|
Balance as of January 28, 2017
|
$
|
11.8
|
|
Actual return on assets
|
2.5
|
|
|
Balance as of February 3, 2018
|
$
|
14.3
|
|
(in millions)
|
Expected benefit payments
|
||
Fiscal 2019
|
$
|
9.6
|
|
Fiscal 2020
|
9.5
|
|
|
Fiscal 2021
|
10.0
|
|
|
Fiscal 2022
|
10.3
|
|
|
Fiscal 2023
|
10.3
|
|
|
Thereafter
|
$
|
53.4
|
|
|
Fair value measurements as of February 3, 2018
|
|
Fair value measurements as of January 28, 2017
|
||||||||||||||||||||
(in millions)
|
Total
|
|
Quoted prices in
active markets for identical assets (Level 1) |
|
Significant
other observable inputs (Level 2) |
|
Total
|
|
Quoted prices in
active markets for identical assets (Level 1) |
|
Significant
other observable inputs (Level 2) |
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Corporate-owned life insurance plans
|
$
|
7.3
|
|
|
$
|
—
|
|
|
$
|
7.3
|
|
|
$
|
7.5
|
|
|
$
|
—
|
|
|
$
|
7.5
|
|
Money market funds
|
30.2
|
|
|
30.2
|
|
|
—
|
|
|
29.6
|
|
|
29.6
|
|
|
—
|
|
||||||
Total assets
|
$
|
37.5
|
|
|
$
|
30.2
|
|
|
$
|
7.3
|
|
|
$
|
37.1
|
|
|
$
|
29.6
|
|
|
$
|
7.5
|
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Debt:
|
|
|
|
||||
Senior unsecured notes due 2024, net of unamortized discount
|
$
|
398.9
|
|
|
$
|
398.8
|
|
Securitization facility
|
—
|
|
|
600.0
|
|
||
Senior unsecured term loan
|
326.2
|
|
|
348.6
|
|
||
Revolving credit facility
|
—
|
|
|
56.0
|
|
||
Bank overdrafts
|
14.2
|
|
|
14.2
|
|
||
Total debt
|
$
|
739.3
|
|
|
$
|
1,417.6
|
|
Less: Current portion of loans and overdrafts
|
(44.0
|
)
|
|
(91.1
|
)
|
||
Less: Unamortized capitalized debt issuance fees
|
(7.1
|
)
|
|
(8.6
|
)
|
||
Total long-term debt
|
$
|
688.2
|
|
|
$
|
1,317.9
|
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Accrued compensation
|
$
|
68.3
|
|
|
$
|
105.8
|
|
Other liabilities
|
34.7
|
|
|
33.0
|
|
||
Other taxes
|
36.3
|
|
|
45.1
|
|
||
Payroll taxes
|
11.8
|
|
|
9.9
|
|
||
Accrued expenses
|
296.9
|
|
|
284.4
|
|
||
Total accrued expenses and other current liabilities
|
$
|
448.0
|
|
|
$
|
478.2
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Sales return reserve, beginning of period
|
$
|
13.0
|
|
|
$
|
14.0
|
|
|
$
|
15.3
|
|
Net adjustment
(1)
|
0.5
|
|
|
(1.0
|
)
|
|
(1.3
|
)
|
|||
Sales return reserve, end of period
|
$
|
13.5
|
|
|
$
|
13.0
|
|
|
$
|
14.0
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Warranty reserve, beginning of period
|
$
|
40.0
|
|
|
$
|
41.9
|
|
|
$
|
44.9
|
|
Warranty expense
|
8.5
|
|
|
11.5
|
|
|
10.8
|
|
|||
Utilized
(1)
|
(11.3
|
)
|
|
(13.4
|
)
|
|
(13.8
|
)
|
|||
Warranty reserve, end of period
|
$
|
37.2
|
|
|
$
|
40.0
|
|
|
$
|
41.9
|
|
(1)
|
Includes impact of foreign exchange translation.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Disclosed as:
|
|
|
|
||||
Current liabilities
(1)
|
$
|
11.5
|
|
|
$
|
13.0
|
|
Non-current liabilities (see Note 23)
|
25.7
|
|
|
27.0
|
|
||
Total warranty reserve
|
$
|
37.2
|
|
|
$
|
40.0
|
|
(1)
|
Included within accrued expenses above.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Sterling Jewelers ESP deferred revenue
|
$
|
738.0
|
|
|
$
|
737.4
|
|
Zale ESP deferred revenue
|
178.1
|
|
|
168.2
|
|
||
Voucher promotions and other
|
41.4
|
|
|
30.3
|
|
||
Total deferred revenue
|
$
|
957.5
|
|
|
$
|
935.9
|
|
|
|
|
|
||||
Disclosed as:
|
|
|
|
||||
Current liabilities
|
$
|
288.6
|
|
|
$
|
276.9
|
|
Non-current liabilities
|
668.9
|
|
|
659.0
|
|
||
Total deferred revenue
|
$
|
957.5
|
|
|
$
|
935.9
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Sterling Jewelers ESP deferred revenue, beginning of period
|
$
|
737.4
|
|
|
$
|
715.1
|
|
Plans sold
|
269.2
|
|
|
290.8
|
|
||
Revenue recognized
|
(268.6
|
)
|
|
(268.5
|
)
|
||
Sterling Jewelers ESP deferred revenue, end of period
|
$
|
738.0
|
|
|
$
|
737.4
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
Zale ESP deferred revenue, beginning of period
|
$
|
168.2
|
|
|
$
|
146.1
|
|
Plans sold
(1)
|
140.1
|
|
|
150.1
|
|
||
Revenue recognized
|
(130.2
|
)
|
|
(128.0
|
)
|
||
Zale ESP deferred revenue, end of period
|
$
|
178.1
|
|
|
$
|
168.2
|
|
(1)
|
Includes impact of foreign exchange translation.
|
(in millions)
|
February 3, 2018
|
|
January 28, 2017
|
||||
Straight-line rent
|
$
|
91.2
|
|
|
$
|
87.2
|
|
Deferred compensation
|
32.2
|
|
|
40.7
|
|
||
Warranty reserve
|
25.7
|
|
|
27.0
|
|
||
Lease loss reserve
|
1.2
|
|
|
1.3
|
|
||
Other liabilities
|
89.3
|
|
|
57.5
|
|
||
Total other liabilities
|
$
|
239.6
|
|
|
$
|
213.7
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Share-based compensation expense
|
$
|
16.1
|
|
|
$
|
8.0
|
|
|
$
|
16.4
|
|
Income tax benefit
|
$
|
(5.3
|
)
|
|
$
|
(2.8
|
)
|
|
$
|
(5.9
|
)
|
|
Unrecognized Compensation Cost
|
|
Weighted average period
|
||
|
(in millions)
|
|
|
||
Omnibus Plan
|
$
|
27.6
|
|
|
2.0 years
|
Share Saving Plans
|
4.1
|
|
|
1.7 years
|
|
Total
|
$
|
31.7
|
|
|
|
|
Omnibus Plan
|
||||||||||
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Share price
|
$
|
65.74
|
|
|
$
|
109.03
|
|
|
$
|
136.37
|
|
Risk free interest rate
|
1.4
|
%
|
|
1.0
|
%
|
|
0.8
|
%
|
|||
Expected term
|
2.7 years
|
|
|
2.8 years
|
|
|
2.9 years
|
|
|||
Expected volatility
|
32.3
|
%
|
|
28.5
|
%
|
|
25.4
|
%
|
|||
Dividend yield
|
2.1
|
%
|
|
1.1
|
%
|
|
0.7
|
%
|
|||
Fair value
|
$
|
63.42
|
|
|
$
|
106.48
|
|
|
$
|
134.46
|
|
|
Omnibus Plans
|
|||||||||||
(in millions, except per share amounts)
|
No. of
shares |
|
Weighted
average grant date fair value |
|
Weighted
average remaining contractual life |
|
Intrinsic
value (1) |
|||||
Outstanding at January 28, 2017
|
0.7
|
|
|
$
|
111.98
|
|
|
1.3 years
|
|
$
|
53.0
|
|
Fiscal 2018 activity:
|
|
|
|
|
|
|
|
|||||
Granted
|
0.9
|
|
|
63.42
|
|
|
|
|
|
|||
Vested
|
(0.1
|
)
|
|
105.76
|
|
|
|
|
|
|||
Lapsed
|
(0.4
|
)
|
|
84.41
|
|
|
|
|
|
|||
Outstanding at February 3, 2018
|
1.1
|
|
|
$
|
82.65
|
|
|
1.5 years
|
|
$
|
55.0
|
|
(1)
|
Intrinsic value for outstanding restricted stock and RSUs is based on the fair market value of Signet’s common stock on the last business day of the fiscal year.
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Total intrinsic value of awards vested
|
$
|
7.1
|
|
|
$
|
13.6
|
|
|
$
|
22.2
|
|
•
|
Employee Share Savings Plan, for US employees
|
•
|
Sharesave Plan, for UK employees
|
•
|
Irish Sharesave Plan, for Republic of Ireland employees
|
|
Share Saving Plans
|
||||||||||
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Share price
|
$
|
59.84
|
|
|
$
|
84.37
|
|
|
$
|
139.18
|
|
Exercise price
|
$
|
52.00
|
|
|
$
|
67.24
|
|
|
$
|
114.67
|
|
Risk free interest rate
|
1.2
|
%
|
|
0.6
|
%
|
|
0.7
|
%
|
|||
Expected term
|
2.7 years
|
|
|
2.7 years
|
|
|
2.6 years
|
|
|||
Expected volatility
|
37.0
|
%
|
|
31.3
|
%
|
|
27.1
|
%
|
|||
Dividend yield
|
2.7
|
%
|
|
1.7
|
%
|
|
0.8
|
%
|
|||
Fair value
|
$
|
15.22
|
|
|
$
|
22.82
|
|
|
$
|
34.76
|
|
|
Share Saving Plans
|
|||||||||||
(in millions, except per share amounts)
|
No. of
shares |
|
Weighted
average exercise price |
|
Weighted
average remaining contractual life |
|
Intrinsic
value (1) |
|||||
Outstanding at January 28, 2017
|
0.3
|
|
|
$
|
74.30
|
|
|
2.0 years
|
|
$
|
3.0
|
|
Fiscal 2018 activity:
|
|
|
|
|
|
|
|
|||||
Granted
|
0.1
|
|
|
52.00
|
|
|
|
|
|
|||
Exercised
|
—
|
|
|
46.55
|
|
|
|
|
|
|||
Lapsed
|
(0.1
|
)
|
|
82.91
|
|
|
|
|
|
|||
Outstanding at February 3, 2018
|
0.3
|
|
|
$
|
62.80
|
|
|
1.8 years
|
|
$
|
—
|
|
Exercisable at January 28, 2017
|
—
|
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
Exercisable at February 3, 2018
|
—
|
|
|
$
|
—
|
|
|
|
|
$
|
—
|
|
(in millions, except per share amounts)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Weighted average grant date fair value per share of awards granted
|
$
|
15.22
|
|
|
$
|
22.82
|
|
|
$
|
34.76
|
|
Total intrinsic value of options exercised
|
$
|
0.1
|
|
|
$
|
1.5
|
|
|
$
|
6.4
|
|
Cash received from share options exercised
|
$
|
0.3
|
|
|
$
|
1.4
|
|
|
$
|
4.0
|
|
(in millions)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
||||||
Minimum rentals
|
$
|
528.1
|
|
|
$
|
524.4
|
|
|
$
|
525.7
|
|
Contingent rent
|
8.5
|
|
|
10.2
|
|
|
15.3
|
|
|||
Sublease income
|
(0.5
|
)
|
|
(0.6
|
)
|
|
(0.7
|
)
|
|||
Total
|
$
|
536.1
|
|
|
$
|
534.0
|
|
|
$
|
540.3
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,866.6
|
|
|
$
|
386.4
|
|
|
$
|
—
|
|
|
$
|
6,253.0
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(3,926.6
|
)
|
|
(136.4
|
)
|
|
—
|
|
|
(4,063.0
|
)
|
||||||
Gross margin
|
—
|
|
|
—
|
|
|
1,940.0
|
|
|
250.0
|
|
|
—
|
|
|
2,190.0
|
|
||||||
Selling, general and administrative expenses
|
(1.9
|
)
|
|
—
|
|
|
(1,738.2
|
)
|
|
(132.1
|
)
|
|
—
|
|
|
(1,872.2
|
)
|
||||||
Credit transaction, net
|
—
|
|
|
—
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
||||||
Other operating income, net
|
0.1
|
|
|
—
|
|
|
260.3
|
|
|
0.4
|
|
|
—
|
|
|
260.8
|
|
||||||
Operating (loss) income
|
(1.8
|
)
|
|
—
|
|
|
463.4
|
|
|
118.3
|
|
|
—
|
|
|
579.9
|
|
||||||
Intra-entity interest income (expense)
|
—
|
|
|
18.8
|
|
|
(190.2
|
)
|
|
171.4
|
|
|
—
|
|
|
—
|
|
||||||
Interest expense, net
|
—
|
|
|
(19.9
|
)
|
|
(21.6
|
)
|
|
(11.2
|
)
|
|
—
|
|
|
(52.7
|
)
|
||||||
(Loss) income before income taxes
|
(1.8
|
)
|
|
(1.1
|
)
|
|
251.6
|
|
|
278.5
|
|
|
—
|
|
|
527.2
|
|
||||||
Income taxes
|
—
|
|
|
0.2
|
|
|
(21.3
|
)
|
|
13.2
|
|
|
—
|
|
|
(7.9
|
)
|
||||||
Equity in income of subsidiaries
|
521.1
|
|
|
—
|
|
|
229.6
|
|
|
233.1
|
|
|
(983.8
|
)
|
|
—
|
|
||||||
Net income (loss)
|
519.3
|
|
|
(0.9
|
)
|
|
459.9
|
|
|
524.8
|
|
|
(983.8
|
)
|
|
519.3
|
|
||||||
Dividends on redeemable convertible preferred shares
|
(32.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32.9
|
)
|
||||||
Net income (loss) attributable to common shareholders
|
$
|
486.4
|
|
|
$
|
(0.9
|
)
|
|
$
|
459.9
|
|
|
$
|
524.8
|
|
|
$
|
(983.8
|
)
|
|
$
|
486.4
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,141.9
|
|
|
$
|
266.5
|
|
|
$
|
—
|
|
|
$
|
6,408.4
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(3,997.2
|
)
|
|
(50.4
|
)
|
|
—
|
|
|
(4,047.6
|
)
|
||||||
Gross margin
|
—
|
|
|
—
|
|
|
2,144.7
|
|
|
216.1
|
|
|
—
|
|
|
2,360.8
|
|
||||||
Selling, general and administrative expenses
|
(1.3
|
)
|
|
—
|
|
|
(1,775.1
|
)
|
|
(103.8
|
)
|
|
—
|
|
|
(1,880.2
|
)
|
||||||
Other operating income, net
|
—
|
|
|
—
|
|
|
293.8
|
|
|
(11.2
|
)
|
|
—
|
|
|
282.6
|
|
||||||
Operating (loss) income
|
(1.3
|
)
|
|
—
|
|
|
663.4
|
|
|
101.1
|
|
|
—
|
|
|
763.2
|
|
||||||
Intra-entity interest income (expense)
|
—
|
|
|
18.8
|
|
|
(188.4
|
)
|
|
169.6
|
|
|
—
|
|
|
—
|
|
||||||
Interest expense, net
|
—
|
|
|
(19.8
|
)
|
|
(16.6
|
)
|
|
(13.0
|
)
|
|
—
|
|
|
(49.4
|
)
|
||||||
(Loss) income before income taxes
|
(1.3
|
)
|
|
(1.0
|
)
|
|
458.4
|
|
|
257.7
|
|
|
—
|
|
|
713.8
|
|
||||||
Income taxes
|
—
|
|
|
0.2
|
|
|
(175.1
|
)
|
|
4.3
|
|
|
—
|
|
|
(170.6
|
)
|
||||||
Equity in income of subsidiaries
|
544.5
|
|
|
—
|
|
|
276.4
|
|
|
295.7
|
|
|
(1,116.6
|
)
|
|
—
|
|
||||||
Net income (loss)
|
543.2
|
|
|
(0.8
|
)
|
|
559.7
|
|
|
557.7
|
|
|
(1,116.6
|
)
|
|
543.2
|
|
||||||
Dividends on redeemable convertible preferred shares
|
(11.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.9
|
)
|
||||||
Net income (loss) attributable to common shareholders
|
$
|
531.3
|
|
|
$
|
(0.8
|
)
|
|
$
|
559.7
|
|
|
$
|
557.7
|
|
|
$
|
(1,116.6
|
)
|
|
$
|
531.3
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Sales
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,444.8
|
|
|
$
|
105.4
|
|
|
$
|
—
|
|
|
$
|
6,550.2
|
|
Cost of sales
|
—
|
|
|
—
|
|
|
(4,089.3
|
)
|
|
(20.5
|
)
|
|
—
|
|
|
(4,109.8
|
)
|
||||||
Gross margin
|
—
|
|
|
—
|
|
|
2,355.5
|
|
|
84.9
|
|
|
—
|
|
|
2,440.4
|
|
||||||
Selling, general and administrative expenses
|
(2.2
|
)
|
|
—
|
|
|
(1,942.7
|
)
|
|
(42.7
|
)
|
|
—
|
|
|
(1,987.6
|
)
|
||||||
Other operating income, net
|
—
|
|
|
—
|
|
|
254.8
|
|
|
(3.9
|
)
|
|
—
|
|
|
250.9
|
|
||||||
Operating (loss) income
|
(2.2
|
)
|
|
—
|
|
|
667.6
|
|
|
38.3
|
|
|
—
|
|
|
703.7
|
|
||||||
Intra-entity interest income (expense)
|
—
|
|
|
18.8
|
|
|
(186.0
|
)
|
|
167.2
|
|
|
—
|
|
|
—
|
|
||||||
Interest expense, net
|
—
|
|
|
(19.9
|
)
|
|
(14.8
|
)
|
|
(11.2
|
)
|
|
—
|
|
|
(45.9
|
)
|
||||||
(Loss) income before income taxes
|
(2.2
|
)
|
|
(1.1
|
)
|
|
466.8
|
|
|
194.3
|
|
|
—
|
|
|
657.8
|
|
||||||
Income taxes
|
—
|
|
|
0.2
|
|
|
(192.7
|
)
|
|
2.6
|
|
|
—
|
|
|
(189.9
|
)
|
||||||
Equity in income of subsidiaries
|
470.1
|
|
|
—
|
|
|
281.4
|
|
|
293.9
|
|
|
(1,045.4
|
)
|
|
—
|
|
||||||
Net income (loss)
|
467.9
|
|
|
(0.9
|
)
|
|
555.5
|
|
|
490.8
|
|
|
(1,045.4
|
)
|
|
467.9
|
|
||||||
Dividends on redeemable convertible preferred shares
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net income (loss) attributable to common shareholders
|
$
|
467.9
|
|
|
$
|
(0.9
|
)
|
|
$
|
555.5
|
|
|
$
|
490.8
|
|
|
$
|
(1,045.4
|
)
|
|
$
|
467.9
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Net income (loss)
|
$
|
519.3
|
|
|
$
|
(0.9
|
)
|
|
$
|
459.9
|
|
|
$
|
524.8
|
|
|
$
|
(983.8
|
)
|
|
$
|
519.3
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation adjustments
|
50.9
|
|
|
—
|
|
|
50.2
|
|
|
0.7
|
|
|
(50.9
|
)
|
|
50.9
|
|
||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss)
|
0.3
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
(0.3
|
)
|
|
0.3
|
|
||||||
Cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss)
|
1.8
|
|
|
—
|
|
|
1.8
|
|
|
—
|
|
|
(1.8
|
)
|
|
1.8
|
|
||||||
Reclassification adjustment for losses to net income
|
(3.5
|
)
|
|
—
|
|
|
(3.5
|
)
|
|
—
|
|
|
3.5
|
|
|
(3.5
|
)
|
||||||
Pension plan:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Actuarial gain (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Reclassification adjustment to net income for amortization of actuarial losses
|
2.2
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
|
(2.2
|
)
|
|
2.2
|
|
||||||
Prior service costs
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
0.5
|
|
|
(0.5
|
)
|
||||||
Reclassification adjustment to net income for amortization of net prior service credits
|
(1.1
|
)
|
|
—
|
|
|
(1.1
|
)
|
|
—
|
|
|
1.1
|
|
|
(1.1
|
)
|
||||||
Net curtailment gain and settlement loss
|
(3.0
|
)
|
|
—
|
|
|
(3.0
|
)
|
|
—
|
|
|
3.0
|
|
|
(3.0
|
)
|
||||||
Total other comprehensive (loss) income
|
47.1
|
|
|
—
|
|
|
46.1
|
|
|
1.0
|
|
|
(47.1
|
)
|
|
47.1
|
|
||||||
Total comprehensive income (loss)
|
$
|
566.4
|
|
|
$
|
(0.9
|
)
|
|
$
|
506.0
|
|
|
$
|
525.8
|
|
|
$
|
(1,030.9
|
)
|
|
$
|
566.4
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Net income (loss)
|
$
|
543.2
|
|
|
$
|
(0.8
|
)
|
|
$
|
559.7
|
|
|
$
|
557.7
|
|
|
$
|
(1,116.6
|
)
|
|
$
|
543.2
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation adjustments
|
(25.6
|
)
|
|
—
|
|
|
(31.2
|
)
|
|
5.6
|
|
|
25.6
|
|
|
(25.6
|
)
|
||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss)
|
6.9
|
|
|
—
|
|
|
6.9
|
|
|
—
|
|
|
(6.9
|
)
|
|
6.9
|
|
||||||
Reclassification adjustment for losses to net income
|
(0.6
|
)
|
|
—
|
|
|
(0.6
|
)
|
|
—
|
|
|
0.6
|
|
|
(0.6
|
)
|
||||||
Pension plan:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Actuarial gain (loss)
|
(13.6
|
)
|
|
—
|
|
|
(13.6
|
)
|
|
—
|
|
|
13.6
|
|
|
(13.6
|
)
|
||||||
Reclassification adjustment to net income for amortization of actuarial losses
|
1.2
|
|
|
—
|
|
|
1.2
|
|
|
—
|
|
|
(1.2
|
)
|
|
1.2
|
|
||||||
Prior service costs
|
(0.4
|
)
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
0.4
|
|
|
(0.4
|
)
|
||||||
Reclassification adjustment to net income for amortization of net prior service credits
|
(1.5
|
)
|
|
—
|
|
|
(1.5
|
)
|
|
—
|
|
|
1.5
|
|
|
(1.5
|
)
|
||||||
Total other comprehensive (loss) income
|
(33.6
|
)
|
|
—
|
|
|
(39.2
|
)
|
|
5.6
|
|
|
33.6
|
|
|
(33.6
|
)
|
||||||
Total comprehensive income (loss)
|
$
|
509.6
|
|
|
$
|
(0.8
|
)
|
|
$
|
520.5
|
|
|
$
|
563.3
|
|
|
$
|
(1,083.0
|
)
|
|
$
|
509.6
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Net income (loss)
|
$
|
467.9
|
|
|
$
|
(0.9
|
)
|
|
$
|
555.5
|
|
|
$
|
490.8
|
|
|
$
|
(1,045.4
|
)
|
|
$
|
467.9
|
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Foreign currency translation adjustments
|
(40.2
|
)
|
|
—
|
|
|
(44.8
|
)
|
|
4.6
|
|
|
40.2
|
|
|
(40.2
|
)
|
||||||
Available-for-sale securities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss)
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|
0.4
|
|
|
(0.4
|
)
|
||||||
Cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unrealized gain (loss)
|
(11.8
|
)
|
|
—
|
|
|
(11.8
|
)
|
|
—
|
|
|
11.8
|
|
|
(11.8
|
)
|
||||||
Reclassification adjustment for losses to net income
|
3.5
|
|
|
—
|
|
|
3.5
|
|
|
—
|
|
|
(3.5
|
)
|
|
3.5
|
|
||||||
Pension plan:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Actuarial gain (loss)
|
10.9
|
|
|
—
|
|
|
10.9
|
|
|
—
|
|
|
(10.9
|
)
|
|
10.9
|
|
||||||
Reclassification adjustment to net income for amortization of actuarial losses
|
2.7
|
|
|
—
|
|
|
2.7
|
|
|
—
|
|
|
(2.7
|
)
|
|
2.7
|
|
||||||
Prior service costs
|
(0.5
|
)
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
0.5
|
|
|
(0.5
|
)
|
||||||
Reclassification adjustment to net income for amortization of net prior service credits
|
(1.7
|
)
|
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
|
1.7
|
|
|
(1.7
|
)
|
||||||
Total other comprehensive (loss) income
|
(37.5
|
)
|
|
—
|
|
|
(41.7
|
)
|
|
4.2
|
|
|
37.5
|
|
|
(37.5
|
)
|
||||||
Total comprehensive income (loss)
|
$
|
430.4
|
|
|
$
|
(0.9
|
)
|
|
$
|
513.8
|
|
|
$
|
495.0
|
|
|
$
|
(1,007.9
|
)
|
|
$
|
430.4
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
1.7
|
|
|
$
|
0.1
|
|
|
$
|
150.5
|
|
|
$
|
72.8
|
|
|
$
|
—
|
|
|
$
|
225.1
|
|
Accounts receivable, net
|
—
|
|
|
—
|
|
|
692.5
|
|
|
—
|
|
|
—
|
|
|
692.5
|
|
||||||
Intra-entity receivables, net
|
—
|
|
|
2.9
|
|
|
—
|
|
|
166.9
|
|
|
(169.8
|
)
|
|
—
|
|
||||||
Other receivables
|
—
|
|
|
—
|
|
|
62.0
|
|
|
25.2
|
|
|
—
|
|
|
87.2
|
|
||||||
Other current assets
|
—
|
|
|
—
|
|
|
154.4
|
|
|
3.8
|
|
|
—
|
|
|
158.2
|
|
||||||
Income taxes
|
—
|
|
|
—
|
|
|
2.6
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
||||||
Inventories
|
—
|
|
|
—
|
|
|
2,201.3
|
|
|
79.2
|
|
|
—
|
|
|
2,280.5
|
|
||||||
Total current assets
|
1.7
|
|
|
3.0
|
|
|
3,263.3
|
|
|
347.9
|
|
|
(169.8
|
)
|
|
3,446.1
|
|
||||||
Non-current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
870.1
|
|
|
7.8
|
|
|
—
|
|
|
877.9
|
|
||||||
Goodwill
|
—
|
|
|
—
|
|
|
516.4
|
|
|
305.3
|
|
|
—
|
|
|
821.7
|
|
||||||
Intangible assets, net
|
—
|
|
|
—
|
|
|
410.9
|
|
|
70.6
|
|
|
—
|
|
|
481.5
|
|
||||||
Investment in subsidiaries
|
3,150.2
|
|
|
—
|
|
|
1,163.6
|
|
|
606.0
|
|
|
(4,919.8
|
)
|
|
—
|
|
||||||
Intra-entity receivables, net
|
—
|
|
|
400.0
|
|
|
—
|
|
|
2,859.0
|
|
|
(3,259.0
|
)
|
|
—
|
|
||||||
Other assets
|
—
|
|
|
—
|
|
|
140.1
|
|
|
31.1
|
|
|
—
|
|
|
171.2
|
|
||||||
Deferred tax assets
|
—
|
|
|
—
|
|
|
1.3
|
|
|
0.1
|
|
|
—
|
|
|
1.4
|
|
||||||
Retirement benefit asset
|
—
|
|
|
—
|
|
|
39.8
|
|
|
—
|
|
|
—
|
|
|
39.8
|
|
||||||
Total assets
|
$
|
3,151.9
|
|
|
$
|
403.0
|
|
|
$
|
6,405.5
|
|
|
$
|
4,227.8
|
|
|
$
|
(8,348.6
|
)
|
|
$
|
5,839.6
|
|
Liabilities and Shareholders’ equity
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Loans and overdrafts
|
$
|
—
|
|
|
$
|
(0.7
|
)
|
|
$
|
44.7
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
44.0
|
|
Accounts payable
|
—
|
|
|
—
|
|
|
202.2
|
|
|
34.8
|
|
|
—
|
|
|
237.0
|
|
||||||
Intra-entity payables, net
|
11.3
|
|
|
—
|
|
|
158.5
|
|
|
—
|
|
|
(169.8
|
)
|
|
—
|
|
||||||
Accrued expenses and other current liabilities
|
27.2
|
|
|
2.4
|
|
|
397.5
|
|
|
20.9
|
|
|
—
|
|
|
448.0
|
|
||||||
Deferred revenue
|
—
|
|
|
—
|
|
|
276.2
|
|
|
12.4
|
|
|
—
|
|
|
288.6
|
|
||||||
Income taxes
|
—
|
|
|
(0.2
|
)
|
|
36.7
|
|
|
(16.9
|
)
|
|
—
|
|
|
19.6
|
|
||||||
Total current liabilities
|
38.5
|
|
|
1.5
|
|
|
1,115.8
|
|
|
51.2
|
|
|
(169.8
|
)
|
|
1,037.2
|
|
||||||
Non-current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt
|
—
|
|
|
395.2
|
|
|
293.0
|
|
|
—
|
|
|
—
|
|
|
688.2
|
|
||||||
Intra-entity payables, net
|
—
|
|
|
—
|
|
|
3,259.0
|
|
|
—
|
|
|
(3,259.0
|
)
|
|
—
|
|
||||||
Other liabilities
|
—
|
|
|
—
|
|
|
233.0
|
|
|
6.6
|
|
|
—
|
|
|
239.6
|
|
||||||
Deferred revenue
|
—
|
|
|
—
|
|
|
668.9
|
|
|
—
|
|
|
—
|
|
|
668.9
|
|
||||||
Deferred tax liabilities
|
—
|
|
|
—
|
|
|
76.7
|
|
|
15.6
|
|
|
—
|
|
|
92.3
|
|
||||||
Total liabilities
|
38.5
|
|
|
396.7
|
|
|
5,646.4
|
|
|
73.4
|
|
|
(3,428.8
|
)
|
|
2,726.2
|
|
||||||
Series A redeemable convertible preferred shares
|
613.6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
613.6
|
|
||||||
Total shareholders’ equity
|
2,499.8
|
|
|
6.3
|
|
|
759.1
|
|
|
4,154.4
|
|
|
(4,919.8
|
)
|
|
2,499.8
|
|
||||||
Total liabilities, redeemable convertible preferred shares and shareholders’ equity
|
$
|
3,151.9
|
|
|
$
|
403.0
|
|
|
$
|
6,405.5
|
|
|
$
|
4,227.8
|
|
|
$
|
(8,348.6
|
)
|
|
$
|
5,839.6
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
1.7
|
|
|
$
|
0.1
|
|
|
$
|
70.3
|
|
|
$
|
26.6
|
|
|
$
|
—
|
|
|
$
|
98.7
|
|
Accounts receivable, net
|
—
|
|
|
—
|
|
|
1,858.0
|
|
|
—
|
|
|
—
|
|
|
1,858.0
|
|
||||||
Intra-entity receivables, net
|
12.7
|
|
|
—
|
|
|
145.1
|
|
|
—
|
|
|
(157.8
|
)
|
|
—
|
|
||||||
Other receivables
|
—
|
|
|
—
|
|
|
71.1
|
|
|
24.8
|
|
|
—
|
|
|
95.9
|
|
||||||
Other current assets
|
—
|
|
|
—
|
|
|
131.4
|
|
|
4.9
|
|
|
—
|
|
|
136.3
|
|
||||||
Income taxes
|
—
|
|
|
—
|
|
|
4.4
|
|
|
—
|
|
|
—
|
|
|
4.4
|
|
||||||
Inventories
|
—
|
|
|
—
|
|
|
2,371.8
|
|
|
77.5
|
|
|
—
|
|
|
2,449.3
|
|
||||||
Total current assets
|
14.4
|
|
|
0.1
|
|
|
4,652.1
|
|
|
133.8
|
|
|
(157.8
|
)
|
|
4,642.6
|
|
||||||
Non-current assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Property, plant and equipment, net
|
—
|
|
|
—
|
|
|
818.5
|
|
|
4.4
|
|
|
—
|
|
|
822.9
|
|
||||||
Goodwill
|
—
|
|
|
—
|
|
|
514.0
|
|
|
3.6
|
|
|
—
|
|
|
517.6
|
|
||||||
Intangible assets, net
|
—
|
|
|
—
|
|
|
417.0
|
|
|
—
|
|
|
—
|
|
|
417.0
|
|
||||||
Investment in subsidiaries
|
3,117.6
|
|
|
—
|
|
|
721.6
|
|
|
590.9
|
|
|
(4,430.1
|
)
|
|
—
|
|
||||||
Intra-entity receivables, net
|
—
|
|
|
402.9
|
|
|
—
|
|
|
3,647.1
|
|
|
(4,050.0
|
)
|
|
—
|
|
||||||
Other assets
|
—
|
|
|
—
|
|
|
134.8
|
|
|
30.3
|
|
|
—
|
|
|
165.1
|
|
||||||
Deferred tax assets
|
—
|
|
|
—
|
|
|
0.6
|
|
|
0.1
|
|
|
—
|
|
|
0.7
|
|
||||||
Retirement benefit asset
|
—
|
|
|
—
|
|
|
31.9
|
|
|
—
|
|
|
—
|
|
|
31.9
|
|
||||||
Total assets
|
$
|
3,132.0
|
|
|
$
|
403.0
|
|
|
$
|
7,290.5
|
|
|
$
|
4,410.2
|
|
|
$
|
(8,637.9
|
)
|
|
$
|
6,597.8
|
|
Liabilities and Shareholders’ equity
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Loans and overdrafts
|
$
|
—
|
|
|
$
|
(0.7
|
)
|
|
$
|
91.8
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
91.1
|
|
Accounts payable
|
—
|
|
|
—
|
|
|
248.2
|
|
|
7.5
|
|
|
—
|
|
|
255.7
|
|
||||||
Intra-entity payables, net
|
—
|
|
|
—
|
|
|
—
|
|
|
157.8
|
|
|
(157.8
|
)
|
|
—
|
|
||||||
Accrued expenses and other current liabilities
|
29.9
|
|
|
2.5
|
|
|
429.2
|
|
|
16.6
|
|
|
—
|
|
|
478.2
|
|
||||||
Deferred revenue
|
—
|
|
|
—
|
|
|
275.5
|
|
|
1.4
|
|
|
—
|
|
|
276.9
|
|
||||||
Income taxes
|
—
|
|
|
(0.2
|
)
|
|
115.5
|
|
|
(13.5
|
)
|
|
—
|
|
|
101.8
|
|
||||||
Total current liabilities
|
29.9
|
|
|
1.6
|
|
|
1,160.2
|
|
|
169.8
|
|
|
(157.8
|
)
|
|
1,203.7
|
|
||||||
Non-current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Long-term debt
|
—
|
|
|
394.3
|
|
|
323.6
|
|
|
600.0
|
|
|
—
|
|
|
1,317.9
|
|
||||||
Intra-entity payables, net
|
—
|
|
|
—
|
|
|
4,050.0
|
|
|
—
|
|
|
(4,050.0
|
)
|
|
—
|
|
||||||
Other liabilities
|
—
|
|
|
—
|
|
|
208.7
|
|
|
5.0
|
|
|
—
|
|
|
213.7
|
|
||||||
Deferred revenue
|
—
|
|
|
—
|
|
|
659.0
|
|
|
—
|
|
|
—
|
|
|
659.0
|
|
||||||
Deferred tax liabilities
|
—
|
|
|
—
|
|
|
101.4
|
|
|
—
|
|
|
—
|
|
|
101.4
|
|
||||||
Total liabilities
|
29.9
|
|
|
395.9
|
|
|
6,502.9
|
|
|
774.8
|
|
|
(4,207.8
|
)
|
|
3,495.7
|
|
||||||
Series A redeemable convertible preferred shares
|
611.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
611.9
|
|
||||||
Total shareholders’ equity
|
2,490.2
|
|
|
7.1
|
|
|
787.6
|
|
|
3,635.4
|
|
|
(4,430.1
|
)
|
|
2,490.2
|
|
||||||
Total liabilities, redeemable convertible preferred shares and shareholders’ equity
|
$
|
3,132.0
|
|
|
$
|
403.0
|
|
|
$
|
7,290.5
|
|
|
$
|
4,410.2
|
|
|
$
|
(8,637.9
|
)
|
|
$
|
6,597.8
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Net cash provided by (used in) operating activities
|
$
|
767.8
|
|
|
$
|
(0.1
|
)
|
|
$
|
1,856.7
|
|
|
$
|
586.0
|
|
|
$
|
(1,269.9
|
)
|
|
$
|
1,940.5
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Purchase of property, plant and equipment
|
—
|
|
|
—
|
|
|
(236.3
|
)
|
|
(1.1
|
)
|
|
—
|
|
|
(237.4
|
)
|
||||||
Investment in subsidiaries
|
(219.9
|
)
|
|
—
|
|
|
(25.0
|
)
|
|
—
|
|
|
244.9
|
|
|
—
|
|
||||||
Purchase of available-for-sale securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.4
|
)
|
|
—
|
|
|
(2.4
|
)
|
||||||
Proceeds from available-for-sale securities
|
—
|
|
|
—
|
|
|
—
|
|
|
2.2
|
|
|
—
|
|
|
2.2
|
|
||||||
Acquisition of R2Net, net of cash acquired
|
—
|
|
|
—
|
|
|
(331.8
|
)
|
|
—
|
|
|
—
|
|
|
(331.8
|
)
|
||||||
Net cash (used in) provided by investing activities
|
(219.9
|
)
|
|
—
|
|
|
(593.1
|
)
|
|
(1.3
|
)
|
|
244.9
|
|
|
(569.4
|
)
|
||||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Dividends paid on common shares
|
(76.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(76.5
|
)
|
||||||
Dividends paid on redeemable convertible preferred shares
|
(34.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34.7
|
)
|
||||||
Intra-entity dividends paid
|
—
|
|
|
—
|
|
|
(800.0
|
)
|
|
(469.9
|
)
|
|
1,269.9
|
|
|
—
|
|
||||||
Repurchase of common shares
|
(460.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(460.0
|
)
|
||||||
Proceeds from issuance of common shares
|
0.3
|
|
|
—
|
|
|
219.9
|
|
|
25.0
|
|
|
(244.9
|
)
|
|
0.3
|
|
||||||
Net settlement of equity based awards
|
(2.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2.9
|
)
|
||||||
Proceeds from term loan
|
—
|
|
|
—
|
|
|
350.0
|
|
|
—
|
|
|
—
|
|
|
350.0
|
|
||||||
Repayments of term loan
|
—
|
|
|
—
|
|
|
(372.3
|
)
|
|
—
|
|
|
—
|
|
|
(372.3
|
)
|
||||||
Proceeds from securitization facility
|
—
|
|
|
—
|
|
|
—
|
|
|
1,745.9
|
|
|
—
|
|
|
1,745.9
|
|
||||||
Repayment of securitization facility
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,345.9
|
)
|
|
—
|
|
|
(2,345.9
|
)
|
||||||
Proceeds from revolving credit facility
|
—
|
|
|
—
|
|
|
814.0
|
|
|
—
|
|
|
—
|
|
|
814.0
|
|
||||||
Repayments of revolving credit facility
|
—
|
|
|
—
|
|
|
(870.0
|
)
|
|
—
|
|
|
—
|
|
|
(870.0
|
)
|
||||||
Payment of debt issuance costs
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
|
—
|
|
|
—
|
|
|
(1.4
|
)
|
||||||
Proceeds from (repayment of) short-term borrowings
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
||||||
Intra-entity activity, net
|
25.9
|
|
|
0.1
|
|
|
(532.2
|
)
|
|
506.2
|
|
|
—
|
|
|
—
|
|
||||||
Net cash (used in) provided by financing activities
|
(547.9
|
)
|
|
0.1
|
|
|
(1,192.1
|
)
|
|
(538.7
|
)
|
|
1,025.0
|
|
|
(1,253.6
|
)
|
||||||
Cash and cash equivalents at beginning of period
|
1.7
|
|
|
0.1
|
|
|
70.3
|
|
|
26.6
|
|
|
—
|
|
|
98.7
|
|
||||||
Increase (decrease) in cash and cash equivalents
|
—
|
|
|
—
|
|
|
71.5
|
|
|
46.0
|
|
|
—
|
|
|
117.5
|
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
8.7
|
|
|
0.2
|
|
|
—
|
|
|
8.9
|
|
||||||
Cash and cash equivalents at end of period
|
$
|
1.7
|
|
|
$
|
0.1
|
|
|
$
|
150.5
|
|
|
$
|
72.8
|
|
|
$
|
—
|
|
|
$
|
225.1
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Net cash provided by (used in) operating activities
|
$
|
1,057.9
|
|
|
$
|
0.1
|
|
|
$
|
724.8
|
|
|
$
|
525.6
|
|
|
$
|
(1,630.1
|
)
|
|
$
|
678.3
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Purchase of property, plant and equipment
|
—
|
|
|
—
|
|
|
(277.9
|
)
|
|
(0.1
|
)
|
|
—
|
|
|
(278.0
|
)
|
||||||
Investment in subsidiaries
|
(610.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
610.0
|
|
|
—
|
|
||||||
Purchase of available-for-sale securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.4
|
)
|
|
—
|
|
|
(10.4
|
)
|
||||||
Proceeds from available-for-sale securities
|
—
|
|
|
—
|
|
|
—
|
|
|
10.0
|
|
|
—
|
|
|
10.0
|
|
||||||
Net cash (used in) provided by investing activities
|
(610.0
|
)
|
|
—
|
|
|
(277.9
|
)
|
|
(0.5
|
)
|
|
610.0
|
|
|
(278.4
|
)
|
||||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dividends paid on common shares
|
(75.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(75.6
|
)
|
||||||
Intra-entity dividends paid
|
—
|
|
|
—
|
|
|
(730.0
|
)
|
|
(900.1
|
)
|
|
1,630.1
|
|
|
—
|
|
||||||
Repurchase of common shares
|
(1,000.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,000.0
|
)
|
||||||
Proceeds from issuance of common shares
|
2.1
|
|
|
—
|
|
|
610.0
|
|
|
—
|
|
|
(610.0
|
)
|
|
2.1
|
|
||||||
Proceeds from issuance of redeemable convertible preferred shares, net of issuance costs
|
611.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
611.3
|
|
||||||
Net settlement of equity based awards
|
(4.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.9
|
)
|
||||||
Excess tax benefit from exercise of share awards
|
—
|
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|
2.4
|
|
||||||
Repayments of term loan
|
—
|
|
|
—
|
|
|
(16.4
|
)
|
|
—
|
|
|
—
|
|
|
(16.4
|
)
|
||||||
Proceeds from securitization facility
|
—
|
|
|
—
|
|
|
—
|
|
|
2,404.1
|
|
|
—
|
|
|
2,404.1
|
|
||||||
Repayment of securitization facility
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,404.1
|
)
|
|
—
|
|
|
(2,404.1
|
)
|
||||||
Proceeds from revolving credit facility
|
—
|
|
|
—
|
|
|
1,270.0
|
|
|
—
|
|
|
—
|
|
|
1,270.0
|
|
||||||
Repayments of revolving credit facility
|
—
|
|
|
—
|
|
|
(1,214.0
|
)
|
|
—
|
|
|
—
|
|
|
(1,214.0
|
)
|
||||||
Payment of debt issuance costs
|
—
|
|
|
—
|
|
|
(2.1
|
)
|
|
(0.6
|
)
|
|
—
|
|
|
(2.7
|
)
|
||||||
Principal payments under capital lease obligations
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
||||||
Proceeds from (repayment of) short-term borrowings
|
—
|
|
|
—
|
|
|
(10.2
|
)
|
|
—
|
|
|
—
|
|
|
(10.2
|
)
|
||||||
Intra-entity activity, net
|
19.0
|
|
|
(0.1
|
)
|
|
(386.6
|
)
|
|
367.7
|
|
|
—
|
|
|
—
|
|
||||||
Net cash (used in) provided by financing activities
|
(448.1
|
)
|
|
(0.1
|
)
|
|
(477.1
|
)
|
|
(533.0
|
)
|
|
1,020.1
|
|
|
(438.2
|
)
|
||||||
Cash and cash equivalents at beginning of period
|
1.9
|
|
|
0.1
|
|
|
102.0
|
|
|
33.7
|
|
|
—
|
|
|
137.7
|
|
||||||
Increase (decrease) in cash and cash equivalents
|
(0.2
|
)
|
|
—
|
|
|
(30.2
|
)
|
|
(7.9
|
)
|
|
—
|
|
|
(38.3
|
)
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|
0.8
|
|
|
—
|
|
|
(0.7
|
)
|
||||||
Cash and cash equivalents at end of period
|
$
|
1.7
|
|
|
$
|
0.1
|
|
|
$
|
70.3
|
|
|
$
|
26.6
|
|
|
$
|
—
|
|
|
$
|
98.7
|
|
(in millions)
|
Signet
Jewelers Limited |
|
Signet UK
Finance plc |
|
Guarantor
Subsidiaries |
|
Non-
Guarantor Subsidiaries |
|
Eliminations
|
|
Consolidated
|
||||||||||||
Net cash provided by (used in) operating activities
|
$
|
98.6
|
|
|
$
|
(0.1
|
)
|
|
$
|
325.7
|
|
|
$
|
215.0
|
|
|
$
|
(195.9
|
)
|
|
$
|
443.3
|
|
Investing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Purchase of property, plant and equipment
|
—
|
|
|
—
|
|
|
(225.9
|
)
|
|
(0.6
|
)
|
|
—
|
|
|
(226.5
|
)
|
||||||
Investment in subsidiaries
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
—
|
|
|
0.3
|
|
|
—
|
|
||||||
Purchase of available-for-sale securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(6.2
|
)
|
|
—
|
|
|
(6.2
|
)
|
||||||
Proceeds from available-for-sale securities
|
—
|
|
|
—
|
|
|
—
|
|
|
4.0
|
|
|
—
|
|
|
4.0
|
|
||||||
Net cash (used in) provided by investing activities
|
—
|
|
|
—
|
|
|
(226.2
|
)
|
|
(2.8
|
)
|
|
0.3
|
|
|
(228.7
|
)
|
||||||
Financing activities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Dividends paid on common shares
|
(67.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(67.1
|
)
|
||||||
Intra-entity dividends paid
|
—
|
|
|
—
|
|
|
(149.3
|
)
|
|
(46.6
|
)
|
|
195.9
|
|
|
—
|
|
||||||
Repurchase of common shares
|
(130.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(130.0
|
)
|
||||||
Proceeds from issuance of common shares
|
5.0
|
|
|
0.3
|
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
5.0
|
|
||||||
Net settlement of equity based awards
|
(8.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8.3
|
)
|
||||||
Excess tax benefit from exercise of share awards
|
—
|
|
|
—
|
|
|
6.9
|
|
|
—
|
|
|
—
|
|
|
6.9
|
|
||||||
Repayments of term loan
|
—
|
|
|
—
|
|
|
(25.0
|
)
|
|
—
|
|
|
—
|
|
|
(25.0
|
)
|
||||||
Proceeds from securitization facility
|
—
|
|
|
—
|
|
|
—
|
|
|
2,303.9
|
|
|
—
|
|
|
2,303.9
|
|
||||||
Repayment of securitization facility
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,303.9
|
)
|
|
—
|
|
|
(2,303.9
|
)
|
||||||
Proceeds from revolving credit facility
|
—
|
|
|
—
|
|
|
316.0
|
|
|
—
|
|
|
—
|
|
|
316.0
|
|
||||||
Repayments of revolving credit facility
|
—
|
|
|
—
|
|
|
(316.0
|
)
|
|
—
|
|
|
—
|
|
|
(316.0
|
)
|
||||||
Principal payments under capital lease obligations
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|
(1.0
|
)
|
||||||
Proceeds from (repayment of) short-term borrowings
|
—
|
|
|
—
|
|
|
(47.1
|
)
|
|
—
|
|
|
—
|
|
|
(47.1
|
)
|
||||||
Intra-entity activity, net
|
101.6
|
|
|
(0.2
|
)
|
|
54.9
|
|
|
(156.3
|
)
|
|
—
|
|
|
—
|
|
||||||
Net cash (used in) provided by financing activities
|
(98.8
|
)
|
|
0.1
|
|
|
(160.6
|
)
|
|
(202.9
|
)
|
|
195.6
|
|
|
(266.6
|
)
|
||||||
Cash and cash equivalents at beginning of period
|
2.1
|
|
|
0.1
|
|
|
166.5
|
|
|
24.9
|
|
|
—
|
|
|
193.6
|
|
||||||
Increase (decrease) in cash and cash equivalents
|
(0.2
|
)
|
|
—
|
|
|
(61.1
|
)
|
|
9.3
|
|
|
—
|
|
|
(52.0
|
)
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
—
|
|
|
—
|
|
|
(3.4
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(3.9
|
)
|
||||||
Cash and cash equivalents at end of period
|
$
|
1.9
|
|
|
$
|
0.1
|
|
|
$
|
102.0
|
|
|
$
|
33.7
|
|
|
$
|
—
|
|
|
$
|
137.7
|
|
|
Fiscal 2018
Quarters ended |
||||||||||||||
(in millions, except per share amounts)
|
April 29, 2017
|
|
July 29, 2017
|
|
October 28, 2017
|
|
February 3, 2018
|
||||||||
Sales
|
$
|
1,403.4
|
|
|
$
|
1,399.6
|
|
|
$
|
1,156.9
|
|
|
$
|
2,293.1
|
|
Gross margin
|
491.2
|
|
|
457.9
|
|
|
321.1
|
|
|
919.8
|
|
||||
Net income (loss) attributable to common shareholders
|
70.3
|
|
|
85.2
|
|
|
(12.1
|
)
|
|
343.0
|
|
||||
Earnings (loss) per common share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
1.03
|
|
|
$
|
1.34
|
|
|
$
|
(0.20
|
)
|
|
$
|
5.70
|
|
Diluted
|
$
|
1.03
|
|
|
$
|
1.33
|
|
|
$
|
(0.20
|
)
|
|
$
|
5.24
|
|
|
Fiscal 2017
Quarters ended |
||||||||||||||
(in millions, except per share amounts)
|
April 30, 2016
|
|
July 30, 2016
|
|
October 29, 2016
|
|
January 28, 2017
|
||||||||
Sales
|
$
|
1,578.9
|
|
|
$
|
1,373.4
|
|
|
$
|
1,186.2
|
|
|
$
|
2,269.9
|
|
Gross margin
|
600.4
|
|
|
464.9
|
|
|
350.0
|
|
|
945.5
|
|
||||
Net income (loss) attributable to common shareholders
|
146.8
|
|
|
81.9
|
|
|
14.8
|
|
|
287.8
|
|
||||
Earnings (loss) per common share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
1.87
|
|
|
$
|
1.06
|
|
|
$
|
0.20
|
|
|
$
|
4.17
|
|
Diluted
|
$
|
1.87
|
|
|
$
|
1.06
|
|
|
$
|
0.20
|
|
|
$
|
3.92
|
|
|
|
PAGE
|
|
|
|
|
|||
(1) The following consolidated financial statements are included in Item 8:
|
|
|
|
|
|
|
|||
Consolidated income statements for the fiscal years ended February 3, 2018, January 28, 2017, and January 30, 2016
|
|
|
72
|
|
|
|
|||
Consolidated statements of comprehensive income for the fiscal years ended February 3, 2018, January 28, 2017, and January 30, 2016
|
|
|
73
|
|
|
|
|||
Consolidated balance sheets as of February 3, 2018 and January 28, 2017
|
|
|
74
|
|
|
|
|||
Consolidated statements of cash flows for the fiscal years ended February 3, 2018, January 28, 2017, and January 30, 2016
|
|
|
75
|
|
|
|
|||
Consolidated statements of shareholders’ equity for the fiscal years ended February 3, 2018, January 28, 2017, and January 30, 2016
|
|
|
77
|
|
|
|
|||
Notes to the consolidated financial statements
|
|
|
78
|
|
|
|
|||
(2) The following exhibits are filed as part of this Annual Report on Form 10-K or are incorporated herein by reference.
|
|
|
|
|
|
|
|
Number
|
|
Description of Exhibits
|
2.1
|
|
|
|
|
|
2.2
|
|
|
|
|
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
4.1
|
|
|
|
|
|
4.2
|
|
|
|
|
|
4.3
|
|
|
|
|
|
4.4
|
|
|
|
|
|
4.5
|
|
|
|
|
|
10.1
|
|
|
|
|
|
10.2
|
|
|
|
|
|
10.3
|
|
|
|
|
|
10.4
|
|
|
|
|
|
10.5
|
|
|
|
|
|
10.6
|
|
|
|
|
|
10.7†
|
|
|
|
|
Number
|
|
Description of Exhibits
|
10.8†
|
|
|
|
|
|
10.9†
|
|
|
|
|
|
10.10†
|
|
|
|
|
|
10.11†
|
|
|
|
|
|
10.12†
|
|
|
|
|
|
10.13†
|
|
|
|
|
|
10.14†
|
|
|
|
|
|
10.15†
|
|
|
|
|
|
10.16†
|
|
|
|
|
|
10.17†
|
|
|
|
|
|
10.18†
|
|
|
|
|
|
10.19†
|
|
|
|
|
|
10.20†
|
|
|
|
|
|
10.21†
|
|
|
|
|
|
10.22†
|
|
|
|
|
|
10.23†
|
|
|
|
|
|
10.24†
|
|
|
|
|
|
10.25†
|
|
|
|
|
|
10.26†
|
|
|
|
|
|
10.27†
|
|
|
|
|
|
10.28†
|
|
|
|
|
Number
|
|
Description of Exhibits
|
10.29†
|
|
|
|
|
|
10.30†
|
|
|
|
|
|
10.31†
|
|
|
|
|
|
10.32†
|
|
|
|
|
|
10.33†
|
|
|
|
|
|
10.34†
|
|
|
|
|
|
10.35
|
|
|
|
|
|
10.36
|
|
|
|
|
|
10.37
|
|
|
|
|
|
10.38
|
|
|
|
|
|
10.39
|
|
|
|
|
|
10.40*
|
|
|
|
|
|
10.41*
|
|
|
|
|
|
10.42*
|
|
|
|
|
|
12.1*
|
|
|
|
|
|
21.1*
|
|
|
|
|
|
23.1*
|
|
|
|
|
|
31.1*
|
|
|
|
|
|
31.2*
|
|
|
|
|
|
32.1*
|
|
|
|
|
|
32.2*
|
|
|
|
|
|
|
|
|
Number
|
|
Description of Exhibits
|
101.INS*
|
|
XBRL Instance Document.
|
|
|
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document.
|
|
|
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
|
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
|
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
|
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
*
|
Filed herewith.
|
†
|
Management contract or compensatory plan or arrangement.
|
|
|
|
|
|
|
|
|
|
|
|
Signet Jewelers Limited
|
||
|
|
|
|
|||
Date:
|
|
April 2, 2018
|
|
By:
|
|
/s/ Michele L. Santana
|
|
|
|
|
Name:
|
|
Michele L. Santana
|
|
|
|
|
Title:
|
|
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)
|
|
|
|
|
|
|
|
Date
|
|
|
|
Signature
|
|
Title
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Virginia C. Drosos
|
|
Chief Executive Officer (Principal Executive Officer and Director)
|
|
|
|
|
Virginia C. Drosos
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Michele L. Santana
|
|
Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)
|
|
|
|
|
Michele L. Santana
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ H. Todd Stitzer
|
|
Chairman of the Board
|
|
|
|
|
H. Todd Stitzer
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Marianne Miller Parrs
|
|
Director
|
|
|
|
|
Marianne Miller Parrs
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Thomas G. Plaskett
|
|
Director
|
|
|
|
|
Thomas G. Plaskett
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Russell Walls
|
|
Director
|
|
|
|
|
Russell Walls
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Helen E. McCluskey
|
|
Director
|
|
|
|
|
Helen E. McCluskey
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ Eugenia M. Ulasewicz
|
|
Director
|
|
|
|
|
Eugenia M. Ulasewicz
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
|
/s/ R. Mark Graf
|
|
Director
|
|
|
|
|
R. Mark Graf
|
|
|
|
|
|
|
|||
April 2, 2018
|
|
By:
|
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/s/ Jonathan Sokoloff
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Director
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Jonathan Sokoloff
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April 2, 2018
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By:
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/s/ Brian Tilzer
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Director
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Brian Tilzer
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April 2, 2018
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By:
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Director
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Sharon L. McCollam
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April 2, 2018
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By:
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Director
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Nancy A. Reardon
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1.
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The Parties agree that except as expressly stated in this Amendment, the terms and provisions of the Separation Agreement remain the same, and the Separation Agreement remains in full force and effect.
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2.
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The Parties agree that this Amendment, along with the Separation Agreement, remains in full force and effect even if the Employee ceases association with Bedrock at any time.
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3.
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The Parties agree that
Section 2(b): Retirement Payments
of the Separation Agreement remains in full force and effect, except that:
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a.
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Section 2(b)(i) is rescinded in its entirety and replaced with the following: “(i) from July 31, 2017 through January 31, 2018, continued payment of the Employee’s annual base salary in effect on the Retirement Date, and from February 1, 2018 through July 31, 2018, continued payment of fifty percent (50%) of the Employee’s annual base salary in effect on the Retirement Date, paid in accordance with the Company’s standard payroll practices for executive officers.”
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b.
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Section 2(b)(v) is rescinded in its entirety and replaced with the following: “(v) a lump sum payment equal to $487,500 payable within ten (10) days following the second anniversary of the Retirement Date, and a lump sum payment equal to $487,500 payable within ten (10) days following the third anniversary of the Retirement Date.”
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4.
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The Parties agree that
Section 6: Restrictive Covenants
of the Separation Agreement remains in full force and effect, except that Section 6(c) is rescinded in its entirety and replaced with the following:
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a.
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“(c) The Employee agrees that Employee shall not, directly or indirectly, without the prior written consent of the Company: (i) during Employee’s employment with the Company or any of its subsidiaries or affiliates and for a period of three years commencing upon the Retirement Date (such period, the “
Restrictive Covenant Period
”), solicit, entice, persuade or induce any employee, consultant, agent or independent contractor of the Company or of any of the subsidiaries or affiliates of the Company to terminate his or her employment or engagement with the Company or such subsidiary or affiliate, to become employed by any person, firm or corporation other than the Company or such subsidiary or affiliate or approach any such employee, consultant, agent or independent contractor for any of the foregoing purposes; or (ii) with the exception of serving as a member of the board of directors and a consultant to Bedrock and its affiliates, during the Restrictive Covenant Period, directly or indirectly own, manage, control, invest or participate in any way in, consult with or render services to or for any person or entity (other than for the Company or any of the subsidiaries or affiliates of the Company) which is materially engaged in the Business (“
materially
” meaning deriving more than 25% of its revenue from the sale of jewelry and watches per year as of the applicable date);
provided
that the Employee shall be entitled to own up to 1% of any class of outstanding securities of any company whose common stock is listed on a national securities exchange or included for trading on the NASDAQ Stock Market.”
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Position
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President and Chief Customer Officer of the Signet Group
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Reporting Line
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Executive shall report to the Chief Executive Officer of the Signet Group.
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Location
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Executive shall relocate to the greater Akron/Cleveland area of Ohio and shall be entitled to receive the relocation benefits set forth in the Letter.
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Duties
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Executive shall have such duties and authority, consistent with Executive’s position, as may be assigned from time to time by the Chief Executive Officer.
Executive shall devote Executive’s full business time and best efforts to the performance of Executive’s duties and will not engage in any other business, profession or occupation for compensation or otherwise which would directly or indirectly conflict or interfere with the rendition of such services, without the prior written consent of the Chief Executive Officer; provided Executive may (i) serve on any board of directors or trustees of any charitable or educational organization or engage in other charitable, civic and professional activities, and (ii) subject to the prior approval of the Chief Executive Officer, in its sole discretion, Executive may accept appointment to any board of directors of any business entity;
provided
in each case, and in the aggregate, that such activities do not conflict or interfere with the performance of the Executive’s duties or breach the terms of Section 3 or 4 of the Agreement.
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Annual Base Salary
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Annual rate of $700,000, subject to annual review by the Compensation Committee beginning in the Spring of 2018.
Base Salary shall not be reduced unless there is a comparable reduction in the base salaries of other similarly situated executives of Signet.
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Annual Bonus
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Target Bonus: 75% of Base Salary upon achievement of performance objectives at target for the applicable fiscal year of Signet.
Annual Bonus may be less than or greater than Target Bonus, based upon achievement of performance objectives against target levels, up to 150% of Base Salary.
Annual Bonus, if any, is payable in a lump sum during the period commencing on the 15th of April and ending on the 31st of May following the end of the applicable fiscal year of Signet.
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Long Term Incentive Plan
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Annual consideration for long-term awards (as determined in the Compensation Committee’s sole discretion) made in accordance with the terms of the Long Term Incentive Plan.
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Employee Benefits
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Eligible for all Company health, life and disability insurance and other welfare, and retirement, savings, deferred compensation and fringe employee benefit plans, as in effect from time to time, on the same basis as those benefits are generally made available to senior executives of the Company.
Eligible for reimbursement of reasonable business expenses incurred by the Executive during employment in the performance of the Executive’s duties, in accordance with Company policies and subject to timely submission of reimbursement requests.
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Time Off
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Executive shall be entitled to time off as provided under the Signet US Time Off Program, as in effect from time to time.
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Director and Officer Insurance
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The Company shall keep in force for the Executive coverage under a directors and officers liability insurance policy, such coverage to be at a level no less than that maintained for substantially all of the executive officers of the Company or Signet (during the period the Executive is an executive officer of Signet) and substantially all of the members of the Board of Directors Signet (during any period the Executive is a member of the Board of Directors of Signet).
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Executive Representations
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Executive represents and warrants to the Company that the performance by Executive of the duties set forth on the Agreement and this Schedule 1 shall not constitute a breach of, or otherwise contravene, the terms of any employment agreement or other agreement or policy to which the Executive is a party or otherwise bound.
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1.
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Capitalized terms not defined herein shall have the meaning as defined under the Agreement.
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6.
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This Release shall become effective on the first (1
st
) day following the day that this Release becomes irrevocable under Paragraph 5. All payments due to the Executive shall be payable in accordance with the terms of the Agreement.
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1.1
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The recitals to this Agreement constitute an integral part hereof.
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1.2
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The division of the terms of this Agreement into clauses and the headings is solely for convenience of reference and shall not affect its interpretation. The language used in this Agreement shall be deemed to be the language negotiated and chosen by the parties hereto to express their mutual intent, and the parties intend that no rule of construction against the drafting party will be applied against any Person. The use of the words “includes” or “
including
” in this Agreement or in any of the agreements contemplated hereby shall be by way of example rather than by limitation.
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1.3
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For purposes of this Agreement, “
Cause
” shall mean (A) fraud, embezzlement, gross insubordination or any act of moral turpitude or misconduct, in each case, on the part of the Executive; (B) conviction of or the entry of a plea of nolo contendere by the Executive for any felony; or (C) (x) a material breach by the Executive of Executive’s duties, responsibilities or obligations under this Agreement or (y) the willful failure or refusal by the Executive to perform and discharge a specific lawful directive issued to Executive by the chief executive officer of Purchaser Parent or the board of directors of Purchaser Parent within a reasonable period of time, not to be less than five (5) business days, following written notice thereof to the Executive by the Company or the board of directors of Purchaser Parent.
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1.4
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For purposes of this Agreement, “
Company Group
” shall mean the Company, Purchaser Parent, Purchaser and their respective subsidiaries.
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1.5
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For purposes of Section 5 of this Agreement, “
Disability
” shall mean any physical or mental disability or infirmity of Executive that prevents, or in the good faith determination of the Company, would be reasonably likely to prevent, the performance of Executive’s essential duties for a period of (i) one hundred and twenty (120) consecutive days or (ii) one hundred and eighty (180) non-consecutive days during any twelve (12) month period and which cannot be reasonably accommodated by the Company without undue hardship. Any question as to the existence, extent, or potentiality of Executive’s Disability upon which Executive and the Company cannot agree, including the determination as to whether the Disability can be reasonably accommodated by the Company, shall be determined by a qualified, independent physician selected by the Company and approved by Executive (which approval shall not be unreasonably withheld). The determination of any such physician shall be final and conclusive for all purposes of this Agreement.
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2.1
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This Agreement is personal and the terms and conditions of the employment of the Executive shall be solely as set forth in this Agreement.
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2.2
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Except as expressly provided in this Agreement, the Executive shall not be entitled to any payments or other benefits in respect of his/her employment and the termination of his/her employment with the Company.
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4.1
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The Executive shall be employed by the Company in the position as set forth in
Exhibit A
and, in the discharge of his/her duties, shall report to the person(s) set forth in
Exhibit A
.
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4.2
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Executive shall devote Executive’s full business time, attention and skill to the performance of Executive’s duties under this Agreement and shall not engage in any other business or occupation that (x) conflicts with the interests of the Company Group, or (y) interferes with the proper and efficient performance of Executive’s duties for the Company Group, including pursuant to the PIAA Agreement (defined below). Subject to the foregoing, nothing herein shall preclude Executive from (i) subject to the approval of the chief executive officer of Purchaser Parent, serving as a member of the boards of directors or advisory boards (or their equivalents in the case of a non-corporate entity) of businesses and charitable organizations that do not compete with the Company Group, (ii) engaging in charitable activities and community affairs, and (iii) managing Executive’s personal investments and affairs that do not compete with the Company Group; provided, however, that the activities set out in clauses (i), (ii), and (iii) shall be limited by Executive so as not to interfere, individually or in the aggregate, with the performance of Executive’s duties and responsibilities hereunder.
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4.3
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The Executive shall, at all times, act in a manner suitable for his/her position and status in the Company.
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4.4
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The Executive shall not, without the prior written authorization of the Company, directly or indirectly undertake any other employment, whether as an employee of another employer or independently as an agent, consultant, director or in any other manner (whether for compensation or otherwise), and shall not assume any position or render services in any of the above-stated manners to any other entity or person.
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4.5
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The Executive undertakes to notify the Company immediately and without delay regarding any matter or subject in respect of which he/she had or has a personal interest or which might create a conflict of interest with his/her position in the Company.
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4.6
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[Reserved].
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4.7
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The Executive shall be based in the Company's Israeli offices, but he/she understands that his/her position involves international and local travel as required to discharge his/her responsibilities hereunder.
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4.8
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The Executive shall not receive any payment and/or benefit from any third party, directly or indirectly, in connection with his/her employment. In the event the Executive breaches this Sub-section, without derogating from any of the Company’s right by law or contract, such benefit or payment shall become the sole property of the Company and the Company may set-of such amount from any sums due to the Executive. Unless otherwise stated in Purchaser Parent's FCPA or other policies, this Section 4.8 does not apply to gifts or similar benefits with insignificant value.
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4.9
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The Executive acknowledges that the Company is committed to the restrictions as mentioned in the Prevention of Sexual Harassment Law, 1998, and that sexual harassment is a severe disciplinary offence.
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4.10
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The Executive undertakes not to make improper use of computer, computer devices, internet and/or e-mails, including (but not limited to) use of illegal software or the receipt and/or transfer of pornographic material, and/or any other material that is not connected with his/her work and may be harmful to the Company, other employees or any other third party, as further detailed in the Purchaser Parent's policy (as will be adapted to Israeli law), as may be amended from time.
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4.11
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The Executive acknowledges and agrees that personal information related to him/her and the Executive's terms of employment at the Company, as shall be received and held by the Company will be held and managed by the Company, and that the Company shall be entitled to transfer such information to third parties, in Israel or abroad, provided that : (a) such transfer shall be made only in order for the Company to comply with any relevant legal requirements or due to business purposes of the Company (including transactions related to the Company); (b) that the transferred information shall be limited to the reasonable and necessary scope; and (c) that the receiver of the information shall be bound, to the extent possible, to confidentiality obligations so as to preserve the privacy of such information at least at the level of privacy kept by the Company itself regarding the information.
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4.12
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The Executive shall be subject to the same written policies of the Purchaser Parent or any of its subsidiaries or affiliates and the Board of Directors of Purchaser Parent applicable to executives,
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5.1
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The Executive's employment by the Company shall commence on the date set forth in
Exhibit A
(such date, the “
Commencement Date
”).
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5.2
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The Executive’s employment may be terminated upon the earliest to occur of (i) Executive’s death or a termination of employment by reason of Disability, (ii) a termination of employment by the Company with or without Cause, or (iii) a termination of employment by Executive, and, in each case, subject to the delivery of a prior written notice by the terminating party (the “
Notice Period
”). The Notice Period will be as set forth in
Exhibit A
.
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5.3
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During the Notice Period, the Executive shall continue to perform his/her duties until the conclusion of the Notice Period. Nevertheless, the Company shall be entitled, but not obligated, at any time prior to the expiration of the Notice Period, at its sole discretion: (i) to waive the Executive's actual work during the Notice Period, or to reduce the scope of the Executive's work hours, while continuing to pay the Executive his/her regular payments and benefits until the completion of the Notice Period; or (ii) terminate this Employment Agreement and the employment relationship, at any time prior to the expiration of the Notice Period, and, if applicable, make the payments in accordance with the relevant subsection in Section 5.2 above.
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5.4
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The Executive undertakes that immediately upon the termination (including, for the sake of clarity, resignation) of his/her employment with the Company (for any reason), he/she shall act as follows:
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7.1
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As compensation for the Executive’s performance as a full-time employee, the Company shall pay the Executive a gross monthly salary as set forth in
Exhibit A
(the “
Salary
”). The Salary will be paid to the Executive in accordance with the Company's normal pay-roll practices, no later than the 9th day of each month. Any payment or benefit under this Agreement (including payments as described in Sections 8.3a, 9.3, 10 hereof or any bonuses or the like), other than the Salary, shall not be considered as a salary for any purpose whatsoever, and the Executive shall not maintain or claim otherwise.
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7.2
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For the avoidance of any doubt, the Salary and the fringe benefits that are described below constitute the overall consideration for the Executive’s work and in view of his/her position and status, and he/she shall not be entitled to any additional consideration, of any form, for his/her work during additional and overtime hours and on weekends or holidays, insofar as required.
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8.
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Pension Arrangement
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8.1
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The Company shall contribute for severance compensation (the “
Severance Contribution
”) as set forth in
Exhibit A
.
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8.1a.
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For the avoidance of any doubt, the Company's contributions for severance compensation based on part of the balance between the Base Salary that exceed the Determined Salary, as set forth in
Exhibit A,
shall be paid to the Exeutive on a monthly basis through the pay-slip and shall be deemed as part of the Salary (the "Severance Part in the Salary"). It is hereby agreed that the Parties will apply for special approval of the Israeli Ministry of Economy and Industry according to Section 28 to the Severance Pay that such Severance Part in the Salary shall be deemed as part of the Executive's Salary.
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8.2
|
In addition, the Company shall contribute for pension compensation ('Tagmulim') towards the pension arrangement, as set forth in
Exhibit A
.
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8.3
|
In the event that the Executive chooses Policy arrangement, the pension compensation ('Tagmulim') shall include the Company's payment for purchase of disability insurance coverage sufficient to secure 75% of the Determined Salary; provided that the Company's contributions solely for pension compensation shall be not less than 5% and subject to the consent of the insurance company to insure the Executive. For the avoidance of any doubt, in the event that the cost to the Company shall be more than the required contributions rates towards pension compensation as described in Section 8.2 above) due to the cost of the disability insurance, the total cost of the Company's contributions to pension compensation and disability insurance collectively shall not exceed 7.5% of the Determined Salary.
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8.3a
|
For the avoidance of any doubt, the Company's contributions for pension contributions based on part of the balance between the Base Salary that exceed the Determined Salary, as set forth in
Exhibit A,
shall be paid to the Exeutive on a monthly basis through the pay-slip as an additional payment in lieu of pension component (the "
Additional Payment In Lieu Of Pension Component
"). It is hereby agreed that said additional payment shall not constitute a salary component for any purpose, including for the purpose of calculating any severance payment, fringe benefits and/or social contributions of any kind and the Executive shall not claim or demand from the Company or any one relating to it any claim regarding supplemental payments towards the pension component at the funds due to such special arrangement as described in Sections 8.3, 8.4a that was held due to the Executive's sole request.
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8.4
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The Company shall deduct from the Determined Salary the Executive's contributions for pension compensation ('Tagmulim') the pension arrangement, as set forth in
Exhibit A
.
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8.4a.
|
Determined Salary according to Section 8 in this Agreement means a gross monthly salary of
NIS 40,000,
as set forth in
Exhibit A
. The Parties agreed that the Company's cost due to contributions towards the pension arrangement based Determined Salary and the additional payments in accordance with Sections 8.1a and 8.3a shall not derogate the Executive's rights as described in his Previous Employment Agreement and shall not increase the total Company's costs.
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8.5
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Any tax liability in connection with pension arrangement and such additional payments as described in Sections 8.1a and 8.3a shall be borne solely by the Executive.
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8.6
|
The Executive agrees and acknowledges that the Company’s Severance Contribution in accordance with the foregoing, shall be in lieu of 100% of the severance payment to which the Executive (or his/her beneficiaries) shall be entitled with respect to the Determined Salary and the contributions were made and for the period in which they were made, pursuant to Section 14 of the Severance Pay Law, 1963 (the “Severance Law”) in accordance with the instructions of “The General Approval Regarding Employers’ Payments to Pension Fund and Insurance Fund Instead of Severance Pay” (the “
General Approval
”, a copy of which is attached hereto as
Annex A
), as amended from time to time in case the Executive chooses a Policy and in the event that the Executive chooses Pension Fund arrangement in accordance with Sections 7-9 to the Extension Order General Insurance Pension In The Israeli Market. The Executive agrees that he shall not be entitled to any additional severance pay, including without limitation, with respect to the Severance Part in the Salary.
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8.7
|
The Company hereby waives any of its rights to refund monies from the payments it transfers to the Policy/Pension Fund in accordance with this Section, unless the Executive's right to severance pay is denied by virtue of a court order, under Sections 16 or 17 of the Severance Law, and in the same amount which was denied, or the Executive withdraws monies from the Policy and/or the Pension Fund not due to a Granting Event. The term “Granting Event” shall mean - death, disability or retirement at the age of sixty or more.
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9.
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Advanced Study Fund
|
9.1
|
The Company shall make monthly contributions on the Executive's behalf to a recognized advanced study fund (the “
Study Fund
” (“Keren Hishtalmut”)) and shall deduct from the Salary his/her part at the Study Fund and transfer those monies to the Study Fund, as set forth in
Exhibit A
.
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9.2
|
For the avoidance of any doubt, said contributions towards the Study Fund shall be capped up to the tax-exempt ceiling for Study Fund (currently NIS 15,712) set by the applicable law for tax purposes.
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9.3
|
The contributions based on part of the Executive Base Salary that exceed the tax exempt of tax-exempt ceiling for Study Fund shall be paid to the Executive on a monthly basis through the pay-slip as an additional payment in lieu of the Study Fund. It is hereby agreed that such additional payment shall not constitute a salary component for any purpose, including for the purpose of calculating any severance payment, fringe benefits and/or social contributions of any kind and the Executive shall not claim or demand from the Company or any one relating to it any claim regarding supplemental payments towards the Study Fund directly to the fund due to such special arrangement as described in this Section that was held due to the Executive's sole request.
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10.1
|
Equity-Based Retention Grant
. Subject to the approval of the Compensation Committee of the Purchaser Parent and the lapse of 30 days following qualification of the Purchaser Parent's equity-incentive plan with the Israeli Tax Authority for purposes of Section 102 (under the applicable capital gains route) of the Israeli Income Tax Ordinance, Purchaser Parent shall grant the Executive the equity-based awards under Section 102 (under the applicable capital gains route) as set forth in
Exhibit A
(the “
Awards
”). The grant of such Awards shall be subject to Executive’s execution of the Purchaser Parent’s standard Award agreement, and such Awards will be governed by the terms and conditions of the share incentive plan of the Purchaser Parent, all as further detailed in
Exhibit A
. The Purchaser Parent's equity-incentive plan shall be submitted to the Israeli Tax Authority for purposes of Section 102 and all actions reasonably necessary to make grants thereunder shall be taken as soon as reasonably practicable after the Effective Date, and no later than 60 days thereafter.
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10.2
|
Short-Term Incentive Plan
. Executive shall be eligible to participate in the Purchaser Parent’s Short-Term Incentive Plan, as set forth in
Exhibit A
and as determined by the Board of Directors of the Purchaser Parent, on payment terms and conditions no less favorable than those provided generally to the other similarly situated employees of the Company Group, for so long as the same may be in effect; provided that the performance goals may be based on the Company Parent performance. The short-term incentive plan is a discretionary plan and is subject to change; provided that the target and maximum percentages of base salary set forth in Exhibit A shall not be reduced unless there is a comparable reduction for similarly situated employees.
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10.3
|
Long-Term Incentive Plan
. Executive shall be eligible, beginning with the long-term awards granted in fiscal year 2020 (the fiscal year ending January 31, 2020), for annual consideration for long-term awards (as determined in the Compensation Committee of the Board of Directors of Purchaser Parent’s sole discretion) made in accordance with the terms of Purchaser Parent’s Long Term Incentive Plan on terms and conditions no less favorable than those provided generally to the other similarly situated employees of the Company Group, for so long as the same may be in effect (at the sole discretion of the Compensation Committee of the Board of Directors of the Purchaser Parent).
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13.1
|
Indemnity Insurance. Executive shall be entitled to indemnification, exculpation and advancement of expenses, as well as insurance coverage (to the same extent covering similarly situated employees), in his capacity as an employee and officer of the Company, on terms and conditions no less favorable than those provided generally to the other similarly situated employees of the Company Group, for so long as the same may be in effect, during the term of his employment and thereafter.
|
13.2
|
Reimbursement
. The Executive shall be entitled to reimbursement of expenses in accordance with the Company's practices and policies for similarly-situated employees, as may be modified from time to time.
|
13.3
|
Travel Allowance
. The Executive shall be entitled to a travel allowance for travel from his/her home to the Company's premises and back, as set forth in
Exhibit A
.
|
15.1
|
The Executive shall bear all the taxes deriving from the rights and benefits received by him/her pursuant hereto. It is hereby expressed that all the amounts specified in this Agreement are gross, and statutory tax and all the other compulsory payments, including health insurance, contributions and national insurance contributions, shall be deducted from them and from all the rights and benefits received by the Executive pursuant hereto.
|
15.2
|
This Agreement and all rights and duties of the parties hereunder shall be exclusively governed by and interpreted in accordance with the laws of the State of Israel. The competent courts of the State of Israel, located in Tel Aviv Jaffa, shall have exclusive jurisdiction over the parties with regard to this Agreement, its execution, interpretation and performance.
|
15.3
|
As of the Effective Date, this Agreement, including the Exhibits and Schedules hereto, and the other documents delivered pursuant thereto constitute the full and entire understanding and agreement between the parties with regard to the subjects hereof, supersedes all other agreements between or among any of the parties with respect to the subject matter hereof, including the Prior Agreement, and no party shall be liable or bound to any other in any manner by any oral or written representations, warranties, covenants and agreements except as specifically set forth herein and therein. Each party expressly represents and warrants that it is not relying on any oral or written representations, warranties, covenants or agreements outside of this Agreement.
|
15.4
|
Any notice sent by prepaid registered mail, fax or e-mail by one party to the other shall be deemed to have been received by the addressee within three business days of its dispatch, and if delivered by hand, fax or e-mail, at the time of its delivery.
|
15.5
|
This Agreement shall be deemed due notification regarding the Executive's employment terms in accordance with the provisions of the Notice to Employee and to Candidate (Employment Terms and Screening and Acceptance to Work Proceedings) Law, 2002 and the regulations thereunder.
|
STIP
|
%(Target) - 75%
$(Target) - $393,750
%(Max) - 150%
$(Target) - $787,500
* Executive shall be entitled to a pro-rated short-term incentive plan bonus for the period from the Effective Date through the end of fiscal year 2018, based on achievement of performance targets to be determined by the board of directors of Purchaser Parent. Executive shall not be entitled to any other cash bonus for calendar year 2017.
|
Sick Leave
|
According to the law
|
Recreation Pay
|
According to the law
|
|
|
(in millions, except ratios)
|
Fiscal 2018
|
|
Fiscal 2017
|
|
Fiscal 2016
|
|
Fiscal 2015
|
|
Fiscal 2014
|
||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income before income taxes
|
$
|
527.2
|
|
|
$
|
713.8
|
|
|
$
|
657.8
|
|
|
$
|
540.6
|
|
|
$
|
566.5
|
|
Fixed charges (see below)
|
228.7
|
|
|
224.2
|
|
|
221.1
|
|
|
190.3
|
|
|
111.9
|
|
|||||
Total earnings
|
$
|
755.9
|
|
|
$
|
938.0
|
|
|
$
|
878.9
|
|
|
$
|
730.9
|
|
|
$
|
678.4
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed charges:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense, net
(1)
|
$
|
49.0
|
|
|
$
|
46.6
|
|
|
$
|
42.3
|
|
|
$
|
28.6
|
|
|
$
|
3.6
|
|
Amortization of debt discount and issuance costs
(1)
|
3.7
|
|
|
2.8
|
|
|
3.6
|
|
|
7.4
|
|
|
0.4
|
|
|||||
Estimate of interest within rental expense
(2)
|
176.0
|
|
|
174.8
|
|
|
175.2
|
|
|
154.3
|
|
|
107.9
|
|
|||||
Total fixed charges
|
$
|
228.7
|
|
|
$
|
224.2
|
|
|
$
|
221.1
|
|
|
$
|
190.3
|
|
|
$
|
111.9
|
|
Ratio of earnings to fixed charges
|
3.31
|
|
|
4.18
|
|
|
3.98
|
|
|
3.84
|
|
|
6.06
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed charges and preferred share dividends:
|
|
|
|
|
|
|
|
|
|
||||||||||
Fixed charges (per above)
|
$
|
228.7
|
|
|
$
|
224.2
|
|
|
$
|
221.1
|
|
|
$
|
190.3
|
|
|
$
|
111.9
|
|
Preferred share dividends
(3)
|
33.4
|
|
|
15.6
|
|
|
n/a
|
|
|
n/a
|
|
|
n/a
|
|
|||||
Total fixed charges and preferred share dividends
|
$
|
262.1
|
|
|
$
|
239.8
|
|
|
$
|
221.1
|
|
|
$
|
190.3
|
|
|
$
|
111.9
|
|
Ratio of earnings to fixed charges and preferred share dividends
|
2.88
|
|
|
3.91
|
|
|
3.98
|
|
|
3.84
|
|
|
6.06
|
|
|||||
|
|
|
|
|
|
|
|
|
|
(1)
|
For purposes of calculating the ratio of earnings to fixed charges, interest expense, net includes interest expense related to outstanding indebtedness, including $3.7 million for the amortization of debt discount and issuance costs disclosed on the consolidated statement of cash flows.
|
(2)
|
Interest within rental expense is estimated to be one-third of rental expense.
|
(3)
|
Preferred share dividends represent the pre-tax dollars required to service the $32.9 million of preferred share dividends reflected on the consolidated income statement, including the deemed dividend for the accretion of preferred share issuance costs. See Note 6 and Note 7 of Item 8 for additional information.
|
n/a
|
Not applicable as preferred shares issued in October 2016.
|
|
|
|
NAME
|
|
WHERE INCORPORATED
|
|
|
|
Sterling Inc.
|
|
Ohio, USA
|
|
|
|
Signet Service Plans, Inc.
|
|
Ohio, USA
|
|
|
|
Sterling Jewelers Inc.
|
|
Delaware, USA
|
|
|
|
Signet US Holdings Inc.
|
|
Delaware, USA
|
|
|
|
Signet Group Treasury Services Inc.
|
|
Delaware, USA
|
|
|
|
Zale Corporation
|
|
Delaware, USA
|
|
|
|
Zale Delaware, Inc.
|
|
Delaware, USA
|
|
|
|
Zale Canada Co.
|
|
Canada
|
|
|
|
Signet Group Limited
|
|
England
|
|
|
|
Signet UK Finance plc
|
|
England
|
|
|
|
Signet Holdings Limited
|
|
England
|
|
|
|
Signet Trading Limited
|
|
England
|
|
|
|
Signet Bermuda Finance Limited
|
|
Bermuda
|
|
|
|
Signet Global Insurance Services Limited
|
|
Bermuda
|
|
|
|
Signet Bermuda Limited
|
|
Bermuda
|
|
|
|
Signet Malta Finance Limited
|
|
Malta
|
|
|
|
Signet Ireland Finance Limited
|
|
Ireland
|
|
|
|
SJI Ireland Limited
|
|
Ireland
|
|
|
|
By:
|
|
/s/ Virginia C. Drosos
|
Name:
|
|
Virginia C. Drosos
|
Title:
|
|
Chief Executive Officer
|
|
|
|
By:
|
|
/s/ Michele L. Santana
|
Name:
|
|
Michele L. Santana
|
Title:
|
|
Chief Financial Officer
(Principal Financial Officer
and Principal Accounting Officer)
|
|
|
|
By:
|
|
/s/ Virginia C. Drosos
|
Name:
|
|
Virginia C. Drosos
|
Title:
|
|
Chief Executive Officer
|
|
|
|
By:
|
|
/s/ Michele L. Santana
|
Name:
|
|
Michele L. Santana
|
Title:
|
|
Chief Financial Officer
(Principal Financial Officer
and Principal Accounting Officer)
|