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Commitments and Contingencies
6 Months Ended
Jul. 27, 2019
Commitments and Contingencies  
Commitments and Contingencies

10.    Commitments and Contingencies

Leases

In February 2016, the FASB issued ASU 2016-02 which supersedes ASC 840 and creates a new topic, ASC 842. ASC 842 requires lessees to recognize a right-of-use asset and an operating lease liability on the balance sheet for all operating leases (with the exception of short-term leases, as defined in ASC 842) at the lease commencement date and recognize expenses on the income statement in a similar manner to the legacy guidance in ASC 840. The operating lease liability is measured as the present value of the unpaid lease payments and the right-of-use asset will be derived from the calculation of the operating lease liability.

We adopted the provisions of ASC 842 effective January 27, 2019, using the modified retrospective adoption method, which resulted in an adjustment to opening retained earnings of $98.6 million. We utilized the simplified transition option available in ASC 842, which allows entities to continue to apply the legacy guidance in ASC 840, including its disclosure requirements, in the comparative periods presented in the year of adoption. Related to the adoption of ASC 842, our policy elections were as follows:

Package of practical expedients

    We have elected to not reassess whether any expired or existing contracts are or contain leases.

    We did not reassess initial direct costs for any existing leases.

    All existing operating and capital leases under ASC 840 were recorded as operating and financing leases, respectively, under ASC 842.

Separation of lease and non-lease components

    We have elected to account for lease and non-lease components as a single component for our entire population of real estate portfolio assets.

Short-term leases

    We have elected the short-term lease recognition exemption for all applicable classes of underlying assets.

    Short-term leases include only those leased assets with a term greater than one month but less than 12 months in duration and expense is recognized on a straight-line basis over the lease term.

    Leases with an initial term of 12 months or less, that do not include an option to purchase the underlying asset that we are reasonably certain to exercise, are not recorded on the balance sheet.

In addition, ASC 842 eliminated the previous sale-leaseback and build-to-suit lease accounting guidance, which resulted in the derecognition of (i) deferred gains on sale-leasebacks, (ii) build-to-suit assets and related financing obligation liabilities that remained on the balance sheet after the end of the construction period and (iii) the related deferred taxes. For leases with terms of 12 months and greater, an asset and liability are initially recorded at an amount equal to the present value of the unpaid lease payments over the lease term. In determining the lease term for each lease, we include options to extend the lease when it is reasonably certain that we will exercise that option. We use the interest rate implicit in the lease, when known, or its estimated incremental borrowing rate, which is derived from information available at the lease commencement date including prevailing financial market conditions, in determining the present value of the unpaid lease payments.

We assess whether a contract contains a lease on its execution date. If the contract contains a lease, lease classification is assessed upon its commencement date under ASC 842. For leases that are determined to qualify for treatment as operating leases, rent expense is recognized on a straight-line basis over the lease term. Leases that are determined to qualify for treatment as finance leases recognize interest expense as determined using the effective interest method with corresponding amortization of the right-of-use assets.

We enter into leases primarily for real estate assets to support our operations in the normal course of business. As of July 27, 2019, our material operating leases consist of our corporate headquarters, distribution centers and the majority of our store properties. We also have two real estate leases for store properties that qualify for treatment as finance leases. Our leases generally have terms of 5 to 20 years, with renewal options that generally range from 5 to 20 years in the aggregate and are subject to escalating rent increases. Our leases may include variable charges at the discretion of the lessor. Certain of our leases include rent escalations based on inflation indexes and/or contingent rental provisions that include a fixed base rent plus an additional percentage of the stores’ sales in excess of stipulated amounts. Operating lease liabilities are calculated using the prevailing index or rate at the commencement of the lease. Subsequent escalations in the index or rate and contingent rental payments are recognized as variable lease expenses. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

The components of lease cost were as follows (in thousands):

Thirteen Weeks Ended

Twenty-six Weeks Ended

July 27, 2019

July 27, 2019

Operating lease cost(a)

$

34,974

$

68,019

Variable lease cost

6,116

11,233

Finance lease cost

Amortization of right-of-use assets

75

149

Interest on lease liabilities

34

68

Total lease cost(b)

$

41,199

$

79,469

(a)Net of an immaterial amount of sublease income.
(b)Short-term lease cost for the thirteen and twenty-six weeks ended July 27, 2019 was immaterial.

The table below presents additional information related to our leases as of July 27, 2019.

Weighted average remaining lease term

Operating leases

12.6

years

Finance leases

5.1

years

Weighted average discount rate

Operating leases

6.37

%

Finance leases

8.14

%

Supplemental disclosures of cash flow information related to leases were as follows (in thousands):

Twenty-six Weeks Ended

July 27, 2019

Cash paid for operating lease liabilities

$

70,620

Right-of-use assets obtained in exchange for operating lease liabilities

$

180,097

Cash paid for finance lease liabilities

$

144

Maturities of lease liabilities were as follows as of July 27, 2019 (in thousands):

Financing

Operating Leases

Finance Leases

Obligations

Total

Remainder of 2020

$

66,305

$

212

$

321

$

66,838

2021

134,998

423

652

136,073

2022

134,063

424

665

135,152

2023

131,399

390

678

132,467

2024

131,297

239

692

132,228

Thereafter

1,112,383

405

7,868

1,120,656

Total lease payments

1,710,445

2,093

10,876

1,723,414

Amount representing interest

(551,452)

(410)

(9,214)

(561,076)

Remaining non-cash obligation

-

-

7,664

7,664

Present value of lease liabilities

1,158,993

1,683

9,326

1,170,002

Less current obligations

(61,617)

(305)

-

(61,922)

Long-term lease obligations

$

1,097,376

$

1,378

$

9,326

$

1,108,080

As of July 27, 2019, operating lease payments excluded approximately $105.0 million of legally binding minimum lease payments for leases signed but not yet commenced.

We have one sale-leaseback transaction which does not qualify for sale-leaseback accounting due to an option to repurchase a portion of the asset. This transaction is accounted for under the financing method. Under the financing method, the assets remain on the condensed consolidated balance sheet and the proceeds from the transactions are recorded as financing obligations. A portion of lease payments are applied as payments of deemed principal and imputed interest.

Litigation

We are subject to claims and lawsuits that arise primarily in the ordinary course of business. It is the opinion of management that the disposition or ultimate resolution of such claims and lawsuits will not have a material adverse effect on our consolidated financial position, results of operations or liquidity.