Condensed Financial Information of Registrant (Parent Company Only)

12 Months Ended

Jan. 29, 2022

Condensed Financial Information Disclosure [Abstract]

Condensed Financial Information of Registrant (Parent Company Only)

BJ’S WHOLESALE CLUB HOLDINGS, INC.

(PARENT COMPANY ONLY)

CONDENSED BALANCE SHEETS

(Amounts in thousands)


	Fiscal Year Ended January 29, 2022		Fiscal Year Ended January 30, 2021
ASSETS
Investment in subsidiaries	$	648,108	$	319,327

SHAREHOLDERS’ EQUITY
Preferred stock; $0.01 par value; 5,000 shares authorized, and no shares issued or outstanding	$	—	$	—
Common stock; $0.01 par value; 300,000 shares authorized, 145,451 shares issued and 135,506 shares outstanding at January 29, 2022; 300,000 shares authorized, 143,428 shares issued and 137,192 shares outstanding at January 30, 2021	1,454		1,434
Additional paid-in capital	904,009		805,849
Retained earnings (accumulated deficit)	131,313		(295,339)
Treasury stock, at cost, 9,945 shares at January 29, 2022 and 6,236 shares at January 30, 2021	(388,668)		(192,617)
Total shareholders’ equity	$	648,108	$	319,327

BJ’S WHOLESALE CLUB HOLDINGS, INC.

(PARENT COMPANY ONLY)

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Amounts in thousands, except per share amounts)


	Fiscal Year Ended January 29, 2022		Fiscal Year Ended January 30, 2021		Fiscal Year Ended February 1, 2020
Equity in net income of subsidiaries	$	426,652	$	421,030	$	187,176
Net income	426,652		421,030		187,176
Net income per share:
Basic	$	3.15	$	3.09	$	1.37
Diluted	3.09		3.03		1.35
Weighted-average number of common shares outstanding:
Basic	135,386		136,111		136,174
Diluted	138,045		138,876		139,109

A statement of cash flows has not been presented as BJ’s Wholesale Club Holdings, Inc. did not have any cash as of, or for, the years ended January 29, 2022, January 30, 2021 or February 1, 2020.

Basis of Presentation

These condensed parent company-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of BJ’s Wholesale Club Holdings, Inc. (as defined in Rule 4-08(e)(3) of Regulation S-X) exceed 25% of the consolidated net assets of the Company. The ability of BJ’s Wholesale Club Holdings, Inc.’s operating subsidiaries to pay dividends may be restricted due to terms of the subsidiaries’ First Lien Term Loan and ABL Facility, as defined in Note 5. For example, the covenants of the ABL Facility restrict the payment of dividends to, among other exceptions, (i) a $25.0 million general basket, (ii) a basket for unlimited dividends and distributions if there is no event of default, availability under the ABL Facility is greater than 12.5% of the lesser of the commitments under the ABL Facility and the borrowing base under the ABL Facility for 6 months following such dividend or distribution and, if availability is less than 20% of the lesser of the commitments under the ABL Facility and the borrowing base under the ABL Facility, a 1.00 to 1.00 (or higher) fixed charge coverage ratio for 12 months after giving effect to such dividend or distribution, and (iii) a basket for up to 6.0% per annum of the net proceeds received by or contributed to the borrower’s common stock from certain of such public offerings. The covenants of the First Lien Term Loan restrict the payment of dividends and distributions to, among

other exceptions, (i) a $25.0 million general basket, (ii) a basket for unlimited dividends and distributions if no event of default exists and the pro-forma total net leverage ratio is less than or equal to 4.25 to 1.00, (iii) a "growing" basket based on, among other things, retained excess cash flow subject to no event of default and compliance with a pro-forma interest coverage ratio of greater than or equal to 2.00 to 1.00, and (iv) a basket for 6.0% per annum of the net cash proceeds received from such qualified IPO that are contributed to the borrower in cash. As of January 29, 2022, the amount of net income free of such restrictions and available for payment by BJ’s Wholesale Club Holdings, Inc. as dividends was $426.7 million, and the total amount of restricted net assets of consolidated subsidiaries of BJ’s Wholesale Club Holdings, Inc. was $117.8 million.

All subsidiaries of BJ’s Wholesale Club, Inc. are consolidated. These condensed parent company financial statements have been prepared using the same accounting principles and policies described in the notes to the consolidated financial statements, with the only exception being that the parent company accounts for its subsidiaries using the equity method.