Quick10K

Kohl's

Price	49.64		EPS	4
Shares	159		P/E	11
MCap	7,893		P/FCF	8
Net Debt	1,510		EBIT	825
TEV	9,403		TEV/EBIT	11
TTM 2019-11-02, in MM, except price, ratios

10-Q	2020-05-02	Filed 2020-06-05 Print
10-K	2020-02-01	Filed 2020-03-18 Print
10-Q	2019-11-02	Filed 2019-12-06 Print
10-Q	2019-08-03	Filed 2019-09-06 Print
10-Q	2019-05-04	Filed 2019-06-07 Print
10-K	2019-02-02	Filed 2019-03-22 Print
10-Q	2018-11-03	Filed 2018-12-07 Print
10-Q	2018-08-04	Filed 2018-09-07 Print
10-Q	2018-05-05	Filed 2018-06-08 Print
10-K	2018-02-03	Filed 2018-03-23 Print
10-Q	2017-10-28	Filed 2017-12-01 Print
10-Q	2017-07-29	Filed 2017-08-31 Print
10-Q	2017-04-29	Filed 2017-06-02 Print
10-K	2017-01-28	Filed 2017-03-17 Print
10-Q	2016-10-29	Filed 2016-12-02 Print
10-Q	2016-07-30	Filed 2016-09-02 Print
10-Q	2016-04-30	Filed 2016-06-03 Print
10-K	2016-01-30	Filed 2016-03-18 Print
10-Q	2015-10-31	Filed 2015-12-04 Print
10-Q	2015-08-01	Filed 2015-09-04 Print
10-Q	2015-05-02	Filed 2015-06-05 Print
10-K	2015-01-31	Filed 2015-03-20 Print
10-Q	2014-11-01	Filed 2014-12-05 Print
10-Q	2014-08-02	Filed 2014-09-05 Print
10-Q	2014-05-03	Filed 2014-06-06 Print
10-K	2014-02-01	Filed 2014-03-21 Print
10-Q	2013-08-03	Filed 2013-09-04 Print
10-Q	2013-05-04	Filed 2013-06-07 Print
10-K	2013-02-02	Filed 2013-03-22 Print
10-Q	2012-10-27	Filed 2012-11-30 Print
10-Q	2012-07-28	Filed 2012-08-31 Print
10-Q	2012-04-28	Filed 2012-06-01 Print
10-Q	2011-10-29	Filed 2011-12-02 Print
10-Q	2011-07-30	Filed 2011-09-13 Print
10-Q	2011-04-30	Filed 2011-06-01 Print
10-K	2011-01-29	Filed 2011-03-18 Print
10-Q	2010-10-30	Filed 2010-12-09 Print
10-Q	2010-07-31	Filed 2010-09-03 Print
10-Q	2010-05-01	Filed 2010-06-04 Print
10-K	2010-01-30	Filed 2010-03-19 Print

8-K	2020-06-08
8-K	2020-05-22
8-K	2020-05-19
8-K	2020-05-13
8-K	2020-05-07
8-K	2020-04-27
8-K	2020-04-16
8-K	2020-04-15
8-K	2020-04-15
8-K	2020-03-30
8-K	2020-03-19
8-K	2020-03-13
8-K	2020-03-09
8-K	2020-03-03
8-K	2020-02-02
8-K	2020-01-09
8-K	2019-11-19
8-K	2019-10-07
8-K	2019-09-16
8-K	2019-09-03
8-K	2019-08-28
8-K	2019-08-20
8-K	2019-07-25
8-K	2019-07-15
8-K	2019-05-21
8-K	2019-05-15
8-K	2019-04-18
8-K	2019-03-05
8-K	2019-01-29
8-K	2019-01-10
8-K	2018-12-20
8-K	2018-11-20
8-K	2018-08-21
8-K	2018-05-22
8-K	2018-05-09
8-K	2018-05-09
8-K	2018-04-26
8-K	2018-04-16
8-K	2018-04-13
8-K	2018-04-10
8-K	2018-04-02
8-K	2018-03-16
8-K	2018-03-01
8-K	2018-01-08

top bs is cf

Balance Sheet	Income Statement	Cash Flow
CopyHistoryView Assets, Equity	CopyHistoryView Rev, G Profit, Net Income	CopyHistoryView Ops, Inv, Fin

---

Table of Contents

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

 

For the quarterly period ended May 2, 2020

OR

For the Transition period from ________ to _________

 

Commission file number 1-11084

KOHL’S CORPORATION

(Exact name of registrant as specified in its charter)

 

Registrant’s telephone number, including area code (262) 703-7000

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐    No  ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: May 29, 2020 Common Stock, Par Value $0.01 per Share, 157,736,808 shares outstanding.

 

 

---

 

KOHL’S CORPORATION

INDEX

 

 

2

 

---

Table of Contents

 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

KOHL’S CORPORATION

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

See accompanying Notes to Consolidated Financial Statements

 

3

---

Table of Contents

 

KOHL’S CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

 

 

See accompanying Notes to Consolidated Financial Statements

 

4

---

Table of Contents

 

KOHL’S CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(Unaudited)

 

 

(a)Adoption of new lease accounting standard in 2019.

 

See accompanying Notes to Consolidated Financial Statements 

5

---

Table of Contents

 

KOHL’S CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

 

See accompanying Notes to Consolidated Financial Statements

 

6

---

Table of Contents

 

KOHL’S CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for fiscal year end Consolidated Financial Statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. For further information, refer to the Consolidated Financial Statements and related footnotes included in our Annual Report on Form 10-K for the fiscal year ended February 1, 2020 (Commission File No. 1-11084) as filed with the Securities and Exchange Commission.

Due to the seasonality of the business of Kohl’s Corporation (the “Company,” “Kohl’s,” “we,” “our,” or “us”) and the uncertainty surrounding the financial impact of the novel coronavirus (“COVID-19”) pandemic, results for any quarter are not necessarily indicative of the results that may be achieved for a full fiscal year.

We operate as a single business unit.

Accounting Policies

The accounting policies the Company follows are set forth in its most recently filed Annual Report on Form 10-K. There have been no material changes to these accounting policies except as discussed below.

Use of Estimates

The preparation of Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying notes. We believe that our accounting estimates are appropriate after incorporating the increased uncertainties surrounding the severity and duration of the COVID-19 pandemic. Actual results could differ from those estimates.

Leases

In the first quarter of 2020, we negotiated rent deferrals for a significant number of our stores, with repayment at later dates, primarily in the third and fourth quarter of 2020 and first and second quarter of 2021. These concessions provide a deferral of rent payments with no substantive changes to the original contract. Consistent with updated guidance from the FASB in April 2020, we have elected to treat the COVID-19 pandemic-related rent deferrals as accrued liabilities. We will continue to recognize expense during the deferral periods.

Merchandise Inventories

Merchandise inventories are valued at the lower of cost or market using the Retail Inventory Method ("RIM"). Under RIM, the valuation of inventory at cost and the resulting gross margins are calculated by applying a cost-to-retail ratio to the retail value of inventory. RIM is an averaging method that has been widely used in the retail industry due to its practicality. The use of RIM will result in inventory being valued at the lower of cost or market since permanent markdowns are taken as a reduction of the retail value of inventories. A reserve would be recorded if the future estimated selling price is less than cost. 

As a result of the COVID-19 pandemic and store closures, we recorded a reserve of $163 million for excess seasonal inventory where the expected selling price is less than cost for the quarter ended May 2, 2020. No reserve was recorded as of February 1, 2020 or May 4, 2019. In addition, $24 million of inventory was written off during the first quarter of 2020 as there was no future recoverable value.

 

7

---

Table of Contents

KOHL’S CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

Property and Equipment and Long Lived Assets

All property and equipment and other long-lived assets are reviewed for potential impairment at least annually or when events or changes in circumstances indicate that the asset’s carrying value may not be recoverable. If such indicators are present, it is determined whether the sum of the estimated undiscounted future cash flows attributable to such assets is less than the carrying value of the assets. A potential impairment has occurred if projected future undiscounted cash flows are less than the carrying value of the assets. Given the substantial reduction in our sales and the reduced cash flow projections as a result of the store closures due to the COVID-19 pandemic, we determined that a triggering event occurred in the first quarter of 2020 and an impairment assessment was warranted for certain stores and other long lived assets. Based on this assessment, we recorded impairment charges of $51 million in the first quarter of 2020 in Impairments, store closing, and other costs. In connection with the closure of four stores in the first quarter of 2019, we recorded impairment charges of $49 million in the first quarter of 2019 in Impairments, store closing, and other costs.

As of May 2, 2020, we had assets held for sale of $24 million. 

Restructuring Reserve

The following table summarizes changes in the restructuring reserve during the quarter ended May 2, 2020:

 

(Dollars In Millions)	Severance
Balance - February 1, 2020	$	27
Payments and reversals		(16	)
Additions		2
Balance - May 2, 2020	$	13

Charges related to corporate restructuring efforts are recorded in Impairments, store, closing, and other costs. 

Recent Accounting Pronouncements

During the quarter ended May 2, 2020, we adopted the new accounting standard on accounting for expected credit losses (ASU 2016-13). We applied the new principle using a modified retrospective approach. There was no material impact on our financial statements due to adoption of the new standard.

During the quarter ended May 2, 2020, we adopted the new accounting standard on recognizing implementation costs related to a cloud computing arrangement (ASU 2018-15). We applied the new principle using a prospective approach. There was no material impact on our financial statements due to adoption of the new standard.

The following table provides a brief description of issued, but not yet effective, accounting standards:

 

Standard	Description	Effect on our Financial Statements
Income Taxes (ASU 2019-12)   Issued December 2019   Effective Q1 2021	The new standard is designed to simplify the accounting for income taxes by removing certain exceptions to the general principles as outlined in U.S. GAAP.	We are evaluating the impact of the new standard on our financial statements.

 

 

8

---

Table of Contents

KOHL’S CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

2. Revenue Recognition

The following table summarizes net sales by line of business:

 

Copy History

	Quarter Ended
(Dollars in Millions)	May 2, 2020			May 4, 2019
Women's	$	593		$	1,224
Men's		363			749
Home		483			572
Children's		269			457
Footwear		233			421
Accessories		219			398
Net sales	$	2,160		$	3,821

 

Unredeemed gift cards and merchandise return card liabilities totaled $301 million as of May 2, 2020, $334 million as of February 1, 2020 and $280 million as of May 4, 2019. Revenue of $60 million was recognized during Q1 2020 from the February 1, 2020 ending balance.

3. Debt

Long-term debt, which includes draws on the revolving credit facility, consists of the following unsecured and secured senior debt:

 

Copy History

	Effective Rate		Coupon Rate		Outstanding
Maturity (Dollars in Millions)					May 2, 2020			February 1, 2020			May 4, 2019
2023	3.25	%	3.25	%	$	350		$	350		$	350
2023	4.78	%	4.75	%		184			184			184
2025	9.50	%	9.50	%		600			—			—
2025	4.25	%	4.25	%		650			650			650
2029	7.36	%	7.25	%		42			42			42
2033	6.05	%	6.00	%		113			113			113
2037	6.89	%	6.88	%		101			101			101
2045	5.57	%	5.55	%		427			427			427
Outstanding unsecured senior debt						2,467			1,867			1,867
Unamortized debt discounts and deferred financing costs						(18	)		(11	)		(12	)
Unsecured senior debt						2,449			1,856			1,855
Effective interest rate						5.90	%		4.74	%		4.74	%
Secured senior debt						1,000			—			—
Total long-term debt					$	3,449		$	1,856		$	1,855

 

Our unsecured senior long-term debt is classified as Level 1, financial instruments with unadjusted, quoted prices listed on active market exchanges. The estimated fair value of our unsecured senior debt was $2.2 billion at May 2, 2020, $2.0 billion at February 1, 2020 and $1.9 billion at May 4, 2019.

9

---

Table of Contents

KOHL’S CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

In March 2020, we fully drew down our $1.0 billion senior unsecured revolver. In April 2020, we replaced and upsized the unsecured credit facility with a $1.5 billion senior secured, asset based revolving credit facility maturing in July 2024. The revolver is secured by substantially all of our assets other than real estate, and contains customary events of default and financial, affirmative, and negative covenants, including but not limited to, a springing financial covenant related to our fixed charge coverage ratio and restrictions on indebtedness, liens, investments, asset dispositions, and restricted payments, including a restriction on dividends in 2020 if our outstanding borrowings under the credit facility exceed $1.0 billion. At May 2, 2020, $1.0 billion was outstanding on the credit facility bearing an effective interest rate of 3.41%. Outstanding borrowings under the credit facility bear interest at a variable rate based on LIBOR plus the applicable margin. No amounts were outstanding on the credit facility in place as of February 1, 2020 or May 4, 2019.

In April 2020, we issued $600 million of 9.50% notes with semi-annual interest payments beginning in November 2020. The notes include coupon rate step ups if our long-term debt is downgraded to below a BBB- credit rating by S&P Global Ratings or Baa3 by Moody’s Investors Service, Inc. The notes mature in May 2025. We used part of the net proceeds from this offering to repay $500 million of the borrowings under our senior secured, asset based revolving credit facility with the remaining net proceeds available for general corporate purposes.

4. Stock-Based Awards

The following table summarizes our stock-based awards activity for the quarter ended May 2, 2020:

 

Copy History

	Stock Options						Nonvested Stock Awards						Performance Share Units
(Shares and Units in Thousands)	Shares			Weighted Average Exercise Price			Shares			Weighted Average Grant Date Fair Value			Units			Weighted Average Grant Date Fair Value
Balance - February 1, 2020		87		$	51.78			2,312		$	56.24			1,274		$	61.55
Granted		—			—			2,242			20.13			702			20.95
Exercised/vested		—			—			(730	)		54.08			(826	)		42.72
Forfeited/expired		(20	)		49.39			(145	)		55.30			(25	)		73.55
Balance - May 2, 2020		67		$	52.49			3,679		$	34.69			1,125		$	49.75

 

In 2019, we granted 1,747,441 of stock warrants. The total vested and unvested warrants as of May 2, 2020 were 349,489 and 1,397,952, respectively.

5. Contingencies

We are subject to certain legal proceedings and claims arising out of the conduct of our business. In the opinion of management, the outcome of these proceedings and litigation will not have a material adverse impact on our Consolidated Financial Statements.

10

---

Table of Contents

KOHL’S CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)

 

6. Net (Loss) Income Per Share

Basic Net (loss) income per share is Net (loss) income divided by the average number of common shares outstanding during the period. Diluted Net (loss) income per share includes incremental shares assumed for share-based awards and stock warrants. Potentially dilutive shares include stock options, unvested restricted stock units and awards, and warrants outstanding during the period, using the treasury stock method. Potentially dilutive shares are excluded from the computations of diluted EPS if their effect would be anti-dilutive.

The information required to compute basic and diluted Net (loss) income per share is as follows:

 

Copy History

	Quarter Ended
(Dollars and Shares in Millions, Except per Share Data)	May 2, 2020			May 4, 2019
Numerator—Net (loss) income	$	(541	)	$	62
Denominator—Weighted-average shares:
Basic		154			161
Dilutive impact		—			1
Diluted		154			162
Net (loss) income per share:
Basic	$	(3.52	)	$	0.38
Diluted	$	(3.52	)	$	0.38

 

The following potential shares of common stock were excluded from the diluted Net (loss) income per share calculation because their effect would have been anti-dilutive:

 

	Quarter Ended
(Shares in Millions)	May 2, 2020			May 4, 2019
Stock options, awards, units, and warrants		6			—

 

 

7. Subsequent Events

As part of our continuing efforts to leverage our existing assets for increased liquidity and value, on May 22, 2020, we closed on a sale leaseback transaction for our San Bernardino E-commerce fulfillment and distribution centers. The transaction generated $195 million in cash, and we expect to recognize a gain of approximately $127 million in Q2 2020.

 

11

---

Table of Contents

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

For purposes of the following discussion, unless noted, all references to "the quarter” and “the first quarter” are for the three fiscal months (13 weeks) ended May 2, 2020 and May 4, 2019.

This Form 10-Q contains "forward-looking statements" made within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "believes," “anticipates,” “plans,” "may," "intends," "will," "should," “expects” and similar expressions are intended to identify forward-looking statements. Forward-looking statements may include comments about our future sales or financial performance and our plans, performance, and other objectives, expectations, or intentions, such as statements regarding our liquidity, debt service requirements, planned capital expenditures, future store initiatives, and adequacy of capital resources and reserves. Forward-looking statements are based on our management’s then current views and assumptions and, as a result, are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Any such forward-looking statements are qualified by the important risk factors described in Part I, Item 1A of our 2019 Form 10-K or disclosed from time to time in our filings with the SEC, that could cause actual results to differ materially from those predicted by the forward-looking statements. Forward-looking statements relate to the date initially made and we undertake no obligation to update them.

Executive Summary

As of May 2, 2020, we operated 1,159 Kohl's stores, a website (www.Kohls.com), and 12 FILA outlets. Our Kohl's stores and website sell moderately-priced proprietary and national brand apparel, footwear, accessories, beauty, and home products. Our Kohl's stores generally carry a consistent merchandise assortment with some differences attributable to local preferences. Our website includes merchandise which is available in our stores, as well as merchandise that is available only online.

Key financial results for the quarter included:

Recent Developments

As discussed in our 2019 Form 10-K, the World Health Organization declared the outbreak of COVID-19 as a pandemic in March 2020. Subsequently, COVID-19 has continued to spread throughout the United States. As a result, the President of the United States declared a national emergency. Federal, state, and local governing bodies mandated various restrictions, including travel restrictions, restrictions on public gatherings, stay at home orders and advisories, and quarantining of people who may have been exposed to the virus. The response to the COVID-19 pandemic has negatively affected the global economy, disrupted global supply chains, and created significant disruption in the financial and retail markets, including a decrease in consumer demand for our merchandise.

12

---

Table of Contents

 

The COVID-19 pandemic has had, and will likely continue to have, significant adverse effects on our business including, but not limited to the following:

The chart below details costs that we believe are directly attributable to COVID-19:

 

 

In response to COVID-19 we have taken the following actions to preserve financial liquidity and flexibility: