PUBLIC OFFERINGS	12 Months Ended
Feb. 01, 2015
PUBLIC OFFERINGS
PUBLIC OFFERINGS	NOTE 2—PUBLIC OFFERINGS Initial Public Offering On June 26, 2013, Holdings' Registration Statement (File No. 333-187872) was declared effective by the SEC for an initial public offering of its Common Stock. Holdings registered the offering and sale of 53,191,489 shares of Common Stock and an additional 7,978,723 shares of Common Stock sold to the underwriters for the offering pursuant to their over-allotment option at a price of $18.00 per share. On July 2, 2013, Holdings completed the offering of 61,170,212 shares of Common Stock at a price of $18.00 per share, for an aggregate offering price of $1,039 million, net of underwriters' discounts and commissions and offering expenses of approximately $16 million. The net proceeds from the initial public offering were used to (1) redeem all $950 million of HDS's outstanding 10.50% Senior Subordinated Notes due 2021 (the "January 2013 Senior Subordinated Notes"), including the payment of a $29 million redemption premium and $29 million of accrued interest through the redemption date, and (2) pay related fees and expenses, including the payment to the Equity Sponsors of an aggregate fee of approximately $18 million to terminate the consulting agreements (See "Note 5, Related Parties"). The remaining net proceeds were used for general corporate purposes. Secondary Offerings On December 11, 2014, certain of Holdings' stockholders, including investment funds associated with The Carlyle Group and Clayton, Dubilier & Rice, LLC, and THD Holdings, LLC (collectively, the "December Selling Stockholders"), completed the sale of 40,661,072 shares of Holdings' Common Stock, under the Shelf Registration Statement (as defined below) at a price of $27.30 per share (the "December Secondary Offering"). The Company did not receive any of the proceeds from the sale of these shares and no shares were sold by the Company. As a result of the December Secondary Offering, investment funds associated with The Carlyle Group and Clayton, Dubilier & Rice, LLC, included in the December Secondary Offering as December Selling Stockholders, sold their remaining original investment in Holdings' Common Stock. THD Holdings, LLC, included in the December Secondary Offering as December Selling Stockholders, continues to hold approximately 2% of Holdings' Common Stock. Bain Capital Partners, LLC continues to hold approximately 13% of Holdings' Common Stock. On September 11, 2014, Holdings filed an automatic shelf registration statement on Form S-3 ASR, including a prospectus, (File No. 333-198685, "Shelf Registration Statement") with the U.S. Securities and Exchange Commission (the "SEC"). Under the Shelf Registration Statement, certain of Holdings' stockholders, as identified in the Shelf Registration Statement, from time to time may offer and sell Holdings' common stock, par value $0.01 per share ("Common Stock") in one or more offerings or re-sales in amounts, at prices and on terms to be determined at the time of the offering. On September 11, 2014, certain of the Company's stockholders, including investment funds associated with The Carlyle Group and Clayton, Dubilier & Rice, LLC, and THD Holdings, LLC (collectively, the "September Selling Stockholders"), completed the sale of 20 million shares of Holdings' Common Stock, under the Shelf Registration Statement at a price of $27.517 per share (the "September Secondary Offering"). The Company did not receive any of the proceeds from the sale of these shares and no shares were sold by the Company. On March 28, 2014, Holdings filed a registration statement on Form S-1 (File No. 333-194887, the "Secondary Registration Statement") with the SEC to register a secondary public offering of 30 million shares of its Common Stock. All of the shares of Common Stock sold in the secondary public offering were sold by certain stockholders of Holdings (the "May Selling Stockholders"), as identified in the Secondary Registration Statement. On May 1, 2014, the Secondary Registration Statement was declared effective by the SEC and Holdings announced the pricing of the secondary public offering at a price of $26.00 per share (the "May Secondary Offering"). The underwriters for the offering were granted an option to purchase up to 4.5 million additional shares of Common Stock from the May Selling Stockholders within 30 days, which they exercised in full on May 30, 2014. On May 7, 2014, the May Selling Stockholders completed the sale of 30 million shares of Holdings' Common Stock in the May Secondary Offering. On June 4, 2014, the May Selling Stockholders completed the sale of the additional 4.5 million shares of Common Stock to the underwriters pursuant to their option to purchase additional shares at a price of $26.00 per share. The Company did not receive any of the proceeds from the sale of these 34.5 million shares. In connection with the fiscal 2014 public offerings, the Company incurred $2 million of fees, reflected in Other income (expense), net within the Consolidated Statements of Operations and Comprehensive Income (Loss).

NOTE 2—PUBLIC OFFERINGS

Initial Public Offering

On June 26, 2013, Holdings' Registration Statement (File No. 333-187872) was declared effective by the SEC for an initial public offering of its Common Stock. Holdings registered the offering and sale of 53,191,489 shares of Common Stock and an additional 7,978,723 shares of Common Stock sold to the underwriters for the offering pursuant to their over-allotment option at a price of $18.00 per share. On July 2, 2013, Holdings completed the offering of 61,170,212 shares of Common Stock at a price of $18.00 per share, for an aggregate offering price of $1,039 million, net of underwriters' discounts and commissions and offering expenses of approximately $16 million.

The net proceeds from the initial public offering were used to (1) redeem all $950 million of HDS's outstanding 10.50% Senior Subordinated Notes due 2021 (the "January 2013 Senior Subordinated Notes"), including the payment of a $29 million redemption premium and $29 million of accrued interest through the redemption date, and (2) pay related fees and expenses, including the payment to the Equity Sponsors of an aggregate fee of approximately $18 million to terminate the consulting agreements (See "Note 5, Related Parties"). The remaining net proceeds were used for general corporate purposes.

Secondary Offerings

On December 11, 2014, certain of Holdings' stockholders, including investment funds associated with The Carlyle Group and Clayton, Dubilier & Rice, LLC, and THD Holdings, LLC (collectively, the "December Selling Stockholders"), completed the sale of 40,661,072 shares of Holdings' Common Stock, under the Shelf Registration Statement (as defined below) at a price of $27.30 per share (the "December Secondary Offering"). The Company did not receive any of the proceeds from the sale of these shares and no shares were sold by the Company.

As a result of the December Secondary Offering, investment funds associated with The Carlyle Group and Clayton, Dubilier & Rice, LLC, included in the December Secondary Offering as December Selling Stockholders, sold their remaining original investment in Holdings' Common Stock. THD Holdings, LLC, included in the December Secondary Offering as December Selling Stockholders, continues to hold approximately 2% of Holdings' Common Stock. Bain Capital Partners, LLC continues to hold approximately 13% of Holdings' Common Stock.

On September 11, 2014, Holdings filed an automatic shelf registration statement on Form S-3 ASR, including a prospectus, (File No. 333-198685, "Shelf Registration Statement") with the U.S. Securities and Exchange Commission (the "SEC"). Under the Shelf Registration Statement, certain of Holdings' stockholders, as identified in the Shelf Registration Statement, from time to time may offer and sell Holdings' common stock, par value $0.01 per share ("Common Stock") in one or more offerings or re-sales in amounts, at prices and on terms to be determined at the time of the offering. On September 11, 2014, certain of the Company's stockholders, including investment funds associated with The Carlyle Group and Clayton, Dubilier & Rice, LLC, and THD Holdings, LLC (collectively, the "September Selling Stockholders"), completed the sale of 20 million shares of Holdings' Common Stock, under the Shelf Registration Statement at a price of $27.517 per share (the "September Secondary Offering"). The Company did not receive any of the proceeds from the sale of these shares and no shares were sold by the Company.

On March 28, 2014, Holdings filed a registration statement on Form S-1 (File No. 333-194887, the "Secondary Registration Statement") with the SEC to register a secondary public offering of 30 million shares of its Common Stock. All of the shares of Common Stock sold in the secondary public offering were sold by certain stockholders of Holdings (the "May Selling Stockholders"), as identified in the Secondary Registration Statement. On May 1, 2014, the Secondary Registration Statement was declared effective by the SEC and Holdings announced the pricing of the secondary public offering at a price of $26.00 per share (the "May Secondary Offering"). The underwriters for the offering were granted an option to purchase up to 4.5 million additional shares of Common Stock from the May Selling Stockholders within 30 days, which they exercised in full on May 30, 2014. On May 7, 2014, the May Selling Stockholders completed the sale of 30 million shares of Holdings' Common Stock in the May Secondary Offering. On June 4, 2014, the May Selling Stockholders completed the sale of the additional 4.5 million shares of Common Stock to the underwriters pursuant to their option to purchase additional shares at a price of $26.00 per share. The Company did not receive any of the proceeds from the sale of these 34.5 million shares.

In connection with the fiscal 2014 public offerings, the Company incurred $2 million of fees, reflected in Other income (expense), net within the Consolidated Statements of Operations and Comprehensive Income (Loss).