big-20230429

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 29, 2023

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission File Number 001-08897

BIG LOTS, INC.

(Exact name of registrant as specified in its charter)

Ohio 06-1119097

(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)

4900 E. Dublin-Granville Road, Columbus, Ohio 43081

(Address of Principal Executive Offices) (Zip Code)

(614) 278-6800

(Registrant's telephone number, including area code)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common shares	BIG	New York Stock Exchange

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. Yesþ Noo

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). Yesþ Noo

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.

Large accelerated filer

☐

Accelerated filer

☑

Non-accelerated filer ☐

Smaller reporting company

☐

Emerging growth company

☐

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 provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ Noþ

The number of the registrant’s common shares, $0.01 par value, outstanding as of June 2, 2023, was 29,177,478.


		Page
Part I. Financial Information		2

Item 1.	Financial Statements	2

a)	Consolidated Statements of Operations and Comprehensive Loss for the Thirteen Weeks Ended April 29, 2023 (Unaudited) and April 30, 2022 (Unaudited)	2

b)	Consolidated Balance Sheets at April 29, 2023 (Unaudited) and January 28, 2023 (Unaudited)	3

c)	Consolidated Statements of Shareholders’ Equity for the Thirteen Weeks Ended April 29, 2023 (Unaudited) and April 30, 2022 (Unaudited)	4

d)	Consolidated Statements of Cash Flows for the Thirteen Weeks Ended April 29, 2023 (Unaudited) and April 30, 2022 (Unaudited)	5

e)	Notes to Consolidated Financial Statements (Unaudited)	6

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	22

Item 4.	Controls and Procedures	22

Part II. Other Information		22

Item 1.	Legal Proceedings	22

Item 1A.	Risk Factors	22

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23

Item 3.	Defaults Upon Senior Securities	23

Item 4.	Mine Safety Disclosures	23

Item 5.	Other Information	23

Item 6.	Exhibits	24

Signature		24


BIG LOTS, INC. AND SUBSIDIARIES Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (In thousands, except per share amounts)


	Thirteen Weeks Ended
	April 29, 2023		April 30, 2022
Net sales	$	1,123,577	$	1,374,714
Cost of sales (exclusive of depreciation expense shown separately below)	731,108		870,120
Gross margin	392,469		504,594
Selling and administrative expenses	617,066		480,779
Depreciation expense	36,582		37,356
Operating loss	(261,179)		(13,541)
Interest expense	(9,149)		(2,750)
Other income (expense)	5		1,040
Loss before income taxes	(270,323)		(15,251)
Income tax benefit	(64,250)		(4,169)
Net loss and comprehensive loss	$	(206,073)	$	(11,082)

Earnings (loss) per common share
Basic	$	(7.10)	$	(0.39)
Diluted	$	(7.10)	$	(0.39)

Weighted-average common shares outstanding
Basic	29,018		28,621
Dilutive effect of share-based awards	—		—
Diluted	29,018		28,621

Cash dividends declared per common share	$	0.30	$	0.30


	April 29, 2023		January 28, 2023
ASSETS
Current assets:
Cash and cash equivalents	$	51,320	$	44,730
Inventories	1,087,656		1,147,949
Other current assets	88,887		92,635
Total current assets	1,227,863		1,285,314
Operating lease right-of-use assets	1,522,917		1,619,756
Property and equipment - net	745,232		691,111
Deferred income taxes	121,926		56,301
Other assets	39,797		38,449
Total assets	$	3,657,735	$	3,690,931

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	316,900	$	421,680
Current operating lease liabilities	250,204		252,320
Property, payroll, and other taxes	72,805		71,274
Accrued operating expenses	133,750		111,752
Insurance reserves	35,321		35,871
Accrued salaries and wages	26,100		26,112
Income taxes payable	918		845
Total current liabilities	835,998		919,854
Long-term debt	501,600		301,400
Noncurrent operating lease liabilities	1,483,394		1,514,009
Insurance reserves	58,224		58,613
Unrecognized tax benefits	8,372		8,091
Other liabilities	218,788		125,057
Shareholders’ equity:
Preferred shares - authorized 2,000 shares; $0.01 par value; none issued	—		—
Common shares - authorized 298,000 shares; $0.01 par value; issued 117,495 shares; outstanding 29,139 shares and 28,959, respectively	1,175		1,175
Treasury shares - 88,356 shares and 88,536 shares, respectively, at cost	(3,095,791)		(3,105,175)
Additional paid-in capital	620,971		627,714
Retained earnings	3,025,004		3,240,193
Total shareholders’ equity	551,359		763,907
Total liabilities and shareholders’ equity	$	3,657,735	$	3,690,931


	Common			Treasury			Additional Paid-In Capital		Retained Earnings
	Shares	Amount		Shares	Amount						Total
Thirteen Weeks Ended April 30, 2022
Balance - January 29, 2022	28,476	$	1,175	89,019	$	(3,121,602)	$	640,522	$	3,487,268	$	1,007,363
Comprehensive loss	—	—		—	—		—		(11,082)		(11,082)
Dividends declared ($0.30 per share)	—	—		—	—		—		(8,981)		(8,981)
Purchases of common shares	(280)	—		281	(10,639)		—		—		(10,639)
Restricted shares vested	356	—		(356)	12,483		(12,483)		—		—
Performance shares vested	341	—		(342)	11,952		(11,952)		—		—
Share-based employee compensation expense	—	—		—	—		3,667		—		3,667
Balance - April 30, 2022	28,893	$	1,175	88,602	$	(3,107,806)	$	619,754	$	3,467,205	$	980,328
Thirteen Weeks Ended April 29, 2023
Balance - January 28, 2023	28,959	1,175		88,536	(3,105,175)		627,714		3,240,193		763,907
Comprehensive loss	—	—		—	—		—		(206,073)		(206,073)
Dividends declared ($0.30 per share)	—	—		—	—		—		(9,116)		(9,116)
Purchases of common shares	(128)	—		128	(1,417)		—		—		(1,417)
Restricted shares vested	308	—		(308)	10,801		(10,801)		—		—
Performance shares vested	—	—		—	—		—		—		—
Share-based employee compensation expense	—	—		—	—		4,058		—		4,058
Balance - April 29, 2023	29,139	1,175		88,356	(3,095,791)		620,971		3,025,004		551,359


BIG LOTS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements (Unaudited)


	Thirteen Weeks Ended
(In thousands)	April 29, 2023		April 30, 2022
Supplemental disclosure of cash flow information:
Cash paid for interest	$	7,945	$	3,326
Cash paid for income taxes, excluding impact of refunds	267		2,933
Gross proceeds from long-term debt	533,100		648,200
Gross payments of long-term debt	332,900		380,900
Cash paid for operating lease liabilities	149,007		90,725
Non-cash activity:
Assets acquired under finance leases	38		1,377
Accrued property and equipment	9,919		26,073
Deemed acquisition in “failed sale-leaseback transaction”	100,000		—
Operating lease right-of-use assets obtained in exchange for operating lease liabilities	85,933		65,753


	Dividends Per Share		Amount Declared		Amount Paid
2023:			(In thousands)		(In thousands)
First quarter	$	0.30	$	9,116	$	9,587
Total	$	0.30	$	9,116	$	9,587


	Number of Shares	Weighted Average Grant-Date Fair Value Per Share
Outstanding non-vested RSUs at January 28, 2023	875,503	$	34.75
Granted	1,354,505	13.40
Vested	(308,051)	29.28
Forfeited	(45,949)	29.99
Outstanding non-vested RSUs at April 29, 2023	1,876,008	$	20.35


	Number of Units	Weighted Average Grant-Date Fair Value Per Share
Outstanding TSR PSUs and SVCA PSUs at January 28, 2023	60,924	$	55.76
Granted	712,293	4.82
Vested	—	—
Forfeited	(5,750)	24.36
Outstanding TSR PSUs and SVCA PSUs at April 29, 2023	767,467	$	8.90


	First Quarter
(In thousands)	2023		2022
Total fair value of restricted stock vested	$	3,410	$	12,631
Total fair value of performance shares vested	$	—	$	13,753


	First Quarter
(In thousands)	2023		2022
Furniture	$	312,144	$	423,259
Seasonal	177,008		234,171
Food	164,820		176,620
Soft Home	141,880		169,666
Consumables	135,768		157,234
Apparel, Electronics, & Other	115,695		123,035
Hard Home	76,262		90,729
Net sales	$	1,123,577	$	1,374,714


		2023	2022
Stores open at the beginning of the fiscal year		1,425	1,431
Stores opened during the period		3	7
Stores closed during the period		(1)	(4)
	Stores open at the end of the period	1,427	1,434


First Quarter
($ in thousands)	2023				2022				Change				Comps
Furniture	$	312,144	27.8	%	$	423,259	30.8	%	$	(111,115)	(26.3)	%	(27.2)	%
Seasonal	177,008		15.8		234,171		17.0		(57,163)		(24.4)		(24.6)
Food	164,820		14.6		176,620		12.8		(11,800)		(6.7)		(4.8)
Soft Home	141,880		12.6		169,666		12.4		(27,786)		(16.4)		(16.5)
Consumables	135,768		12.1		157,234		11.5		(21,466)		(13.7)		(10.9)
Apparel, Electronics, & Other	115,695		10.3		123,035		8.9		(7,340)		(6.0)		(6.8)
Hard Home	76,262		6.8		90,729		6.6		(14,467)		(15.9)		(15.4)
Net sales	$	1,123,577	100.0	%	$	1,374,714	100.0	%	$	(251,137)	(18.3)	%	(18.2)	%


(In thousands, except price per share data)
Period	(a) Total Number of Shares Purchased (1)(2)	(b) Average Price Paid per Share (1)(2)		(c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	(d) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
January 29, 2023 - February 25, 2023	2	$	16.55	—	$	159,425
February 26, 2023 - March 25, 2023	46	11.33		—	159,425
March 26, 2023 - April 29, 2023	80	10.80		—	159,425
Total	128	$	11.06	—	$	159,425


			Exhibit No.						Document
			10.1*						Participation Agreement, dated March 15, 2023, by and among AVDC, LLC, the Lessee, and the Banks named therein.
			10.2*						Lease Agreement, dated March 15, 2023, by and among AVDC, LLC, the Lessee, and the Banks named therein.
			10 .3						Form of Big Lots 2020 Long-Term Incentive Plan Performance Share Units Award Agreement (incorporated herein by reference to Exhibit 10.3 to our Form 8-K dated March 16, 2023).
			10 .4						Form of Big Lots 2020 Long-Term Incentive Plan Performance Share Units Award Agreement (incorporated herein by reference to Exhibit 10.4 to our Form 8-K dated March 16, 2023).
			31.1*						Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
			31.2*						Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
			32.1*						Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
			32.2*						Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
			101.Def*						XBRL Taxonomy Definition Linkbase Document
			101.Pre*						XBRL Taxonomy Presentation Linkbase Document
			101.Lab*						XBRL Taxonomy Labels Linkbase Document
			101.Cal*						XBRL Taxonomy Calculation Linkbase Document
			101.Sch						XBRL Taxonomy Schema Linkbase Document
			101.Ins						XBRL Taxonomy Instance Document - the instance document does not appear in the Interactive Date File because its XBRL tags are embedded within the Inline XBRL document
			104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


			BIG LOTS, INC.

			By: /s/ Jonathan E. Ramsden

			Jonathan E. Ramsden
			Executive Vice President, Chief Financial and Administrative Officer
			(Principal Financial Officer, Principal Accounting Officer and Duly Authorized Officer)

SEC Form 10-Q filed by Big Lots Inc.