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New York
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11-2250488
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(State of incorporation)
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(IRS Employer Identification No.)
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650 Liberty Avenue, Union, New Jersey 07083
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(Address of principal executive offices) (Zip Code)
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Yes
x
No
o
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Yes
x
No
o
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Yes
o
No
x
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Class
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Outstanding at May 31, 2014
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Common Stock - $0.01 par value
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201,953,919
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PART I - FINANCIAL INFORMATION
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PART II - OTHER INFORMATION
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Certifications
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May 31,
2014
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March 1,
2014
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|||||||
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Assets
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||||||||
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Current assets:
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||||||||
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Cash and cash equivalents
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$ | 536,568 | $ | 366,516 | ||||
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Short term investment securities
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176,242 | 489,331 | ||||||
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Merchandise inventories
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2,699,722 | 2,578,956 | ||||||
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Other current assets
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422,717 | 379,807 | ||||||
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Total current assets
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3,835,249 | 3,814,610 | ||||||
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Long term investment securities
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89,746 | 87,393 | ||||||
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Property and equipment, net
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1,559,880 | 1,579,804 | ||||||
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Goodwill
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486,279 | 486,279 | ||||||
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Other assets
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391,174 | 387,947 | ||||||
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Total assets
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$ | 6,362,328 | $ | 6,356,033 | ||||
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Liabilities and Shareholders' Equity
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Current liabilities:
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Accounts payable
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$ | 1,108,449 | $ | 1,104,668 | ||||
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Accrued expenses and other current liabilities
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369,039 | 385,954 | ||||||
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Merchandise credit and gift card liabilities
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290,055 | 284,216 | ||||||
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Current income taxes payable
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120,039 | 65,121 | ||||||
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Total current liabilities
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1,887,582 | 1,839,959 | ||||||
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Deferred rent and other liabilities
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489,334 | 486,996 | ||||||
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Income taxes payable
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91,065 | 87,791 | ||||||
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Total liabilities
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2,467,981 | 2,414,746 | ||||||
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Shareholders' equity:
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Preferred stock - $0.01 par value; authorized - 1,000
shares; no shares issued or outstanding
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- | - | ||||||
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Common stock - $0.01 par value; authorized - 900,000 shares;
issued 335,672 and 334,941 shares, respectively; outstanding 201,954 and 205,405 shares, respectively
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3,357 | 3,350 | ||||||
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Additional paid-in capital
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1,708,520 | 1,673,217 | ||||||
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Retained earnings
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8,782,954 | 8,595,902 | ||||||
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Treasury stock, at cost; 133,718 and 129,536 shares, respectively
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(6,590,218 | ) | (6,317,335 | ) | ||||
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Accumulated other comprehensive loss
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(10,266 | ) | (13,847 | ) | ||||
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Total shareholders' equity
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3,894,347 | 3,941,287 | ||||||
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Total liabilities and shareholders' equity
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$ | 6,362,328 | $ | 6,356,033 | ||||
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Three Months Ended
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May 31,
2014
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June 1,
2013
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Net sales
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$ | 2,656,698 | $ | 2,612,140 | ||||
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Cost of sales
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1,625,813 | 1,579,169 | ||||||
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Gross profit
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1,030,885 | 1,032,971 | ||||||
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Selling, general and administrative expenses
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730,184 | 709,870 | ||||||
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Operating profit
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300,701 | 323,101 | ||||||
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Interest expense, net
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2,094 | 225 | ||||||
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Earnings before provision for income taxes
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298,607 | 322,876 | ||||||
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Provision for income taxes
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111,555 | 120,386 | ||||||
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Net earnings
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$ | 187,052 | $ | 202,490 | ||||
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Net earnings per share - Basic
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$ | 0.94 | $ | 0.94 | ||||
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Net earnings per share - Diluted
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$ | 0.93 | $ | 0.93 | ||||
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Weighted average shares outstanding - Basic
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199,619 | 215,451 | ||||||
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Weighted average shares outstanding - Diluted
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202,096 | 218,335 | ||||||
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Three Months Ended
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May 31,
2014
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June 1,
2013
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Net earnings
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$ | 187,052 | $ | 202,490 | ||||
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Other comprehensive income (loss):
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Change in temporary impairment of auction
rate securities, net of taxes
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38 | (222 | ) | |||||
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Pension adjustment, net of taxes
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72 | 167 | ||||||
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Currency translation adjustment
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3,471 | (1,633 | ) | |||||
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Other comprehensive income (loss)
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3,581 | (1,688 | ) | |||||
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Comprehensive income
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$ | 190,633 | $ | 200,802 | ||||
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Three Months Ended
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May 31,
2014
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June 1,
2013
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Cash Flows from Operating Activities:
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Net earnings
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$ | 187,052 | $ | 202,490 | ||||
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Adjustments to reconcile net earnings to net cash
provided by operating activities:
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Depreciation
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58,371 | 52,697 | ||||||
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Stock-based compensation
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18,162 | 14,803 | ||||||
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Tax benefit from stock-based compensation
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5,913 | 10,213 | ||||||
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Deferred income taxes
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(21,855 | ) | (17,229 | ) | ||||
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Other
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(298 | ) | (302 | ) | ||||
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Increase in assets, net of effect of acquisitions:
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Merchandise inventories
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(120,766 | ) | (74,509 | ) | ||||
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Trading investment securities
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(2,293 | ) | (3,911 | ) | ||||
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Other current assets
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(22,331 | ) | (24,518 | ) | ||||
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Other assets
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(1,780 | ) | (3,898 | ) | ||||
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Increase (decrease) in liabilities, net of effect of acquisitions:
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Accounts payable
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33,712 | 73,497 | ||||||
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Accrued expenses and other current liabilities
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(13,444 | ) | (22,018 | ) | ||||
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Merchandise credit and gift card liabilities
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5,839 | 11,464 | ||||||
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Income taxes payable
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58,192 | 49,151 | ||||||
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Deferred rent and other liabilities
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2,456 | 4,566 | ||||||
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Net cash provided by operating activities
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186,930 | 272,496 | ||||||
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Cash Flows from Investing Activities:
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Purchase of held-to-maturity investment securities
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(39,369 | ) | (369,268 | ) | ||||
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Redemption of held-to-maturity investment securities
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352,500 | 337,500 | ||||||
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Capital expenditures
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(67,918 | ) | (64,966 | ) | ||||
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Net cash provided by (used in) investing activities
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245,213 | (96,734 | ) | |||||
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Cash Flows from Financing Activities:
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Proceeds from exercise of stock options
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9,705 | 22,469 | ||||||
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Excess tax benefit from stock-based compensation
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1,087 | 1,084 | ||||||
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Repurchase of common stock, including fees
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(272,883 | ) | (324,436 | ) | ||||
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Net cash used in financing activities
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(262,091 | ) | (300,883 | ) | ||||
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Net increase (decrease) in cash and cash equivalents
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170,052 | (125,121 | ) | |||||
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Cash and cash equivalents:
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Beginning of period
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366,516 | 564,971 | ||||||
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End of period
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$ | 536,568 | $ | 439,850 | ||||
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(in millions)
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May 31,
2014
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March 1,
2014
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Available-for-sale securities:
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Long term
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$ | 47.7 | $ | 47.7 | ||||
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Trading securities:
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Long term
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42.0 | 39.7 | ||||||
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Held-to-maturity securities:
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Short term
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176.2 | 489.3 | ||||||
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Total investment securities
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$ | 265.9 | $ | 576.7 | ||||
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Three Months Ended
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||||||||
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Black-Scholes Valuation Assumptions (1)
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May 31, 2014
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June 1, 2013
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Weighted Average Expected Life (in years) (2)
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6.6 | 6.6 | ||||||
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Weighted Average Expected Volatility (3)
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28.31 | % | 29.27 | % | ||||
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Weighted Average Risk Free Interest Rates (4)
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2.11 | % | 1.11 | % | ||||
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Expected Dividend Yield
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- | - | ||||||
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(Shares in thousands)
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Number of Stock Options
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Weighted Average
Exercise Price
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||||||
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Options outstanding, beginning of period
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4,192 | $ | 46.85 | |||||
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Granted
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523 | 62.34 | ||||||
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Exercised
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(252 | ) | 38.56 | |||||
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Forfeited or expired
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- | - | ||||||
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Options outstanding, end of period
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4,463 | $ | 49.13 | |||||
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Options exercisable, end of period
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2,765 | $ | 41.92 | |||||
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(Shares in thousands)
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Number of Restricted
Shares
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Weighted Average
Grant-Date Fair
Value
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Unvested restricted stock, beginning of period
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3,943 | $ | 53.66 | |||||
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Granted
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505 | 62.47 | ||||||
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Vested
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(820 | ) | 43.14 | |||||
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Forfeited
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(26 | ) | 60.61 | |||||
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Unvested restricted stock, end of period
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3,602 | $ | 57.24 | |||||
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·
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For the three months ended May 31, 2014, the Company’s net sales were $2.657 billion, an increase of approximately 1.7%, as compared with the three months ended June 1, 2013.
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·
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Comparable sales for the fiscal first quarter of 2014 increased by approximately 0.4% as compared with an increase of approximately 3.4% for the corresponding period last year.
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·
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Gross profit for the three months ended May 31, 2014 was $1.031 billion, or 38.8% of net sales, compared with $1.033 billion, or 39.5% of net sales, for the three months ended June 1, 2013.
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·
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Selling, general and administrative expenses (“SG&A”) for the three months ended May 31, 2014 were $730.2 million, or 27.5% of net sales, compared with $709.9 million, or 27.2% of net sales, for the three months ended June 1, 2013.
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·
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The effective tax rate for the three months ended May 31, 2014 was 37.4% compared with 37.3% for the three months ended June 1, 2013. The tax rate included discrete tax items resulting in net benefits of approximately $1.8 million and $2.6 million, respectively, for the three months ended May 31, 2014 and June 1, 2013.
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·
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For the three months ended May 31, 2014, net earnings per diluted share were $0.93 ($187.1 million) as compared with net earnings per diluted share of $0.93 ($202.5 million) for the three months ended June 1, 2013.
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(a)
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Disclosure Controls and Procedures
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(b)
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Changes in Internal Control
over Financial Reporting
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Approximate Dollar
|
||||||||||||||||
|
Total Number of
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Value of Shares
|
|||||||||||||||
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Shares Purchased as
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that May Yet Be
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|||||||||||||||
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Part of Publicly
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Purchased Under
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|||||||||||||||
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Total Number of
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Average Price
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Announced Plans
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the Plans or
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|||||||||||||
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Period
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Shares Purchased (1)
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Paid per Share (2)
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or Programs (1)
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Programs (1) (2)
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March 2, 2014 - March 29, 2014
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1,391,100 | $ | 68.20 | 1,391,100 | $ | 1,039,448,624 | ||||||||||
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March 30, 2014 - April 26, 2014
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1,134,000 | $ | 66.58 | 1,134,000 | $ | 963,941,823 | ||||||||||
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April 27, 2014 - May 31, 2014
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1,656,900 | $ | 61.84 | 1,656,900 | $ | 861,473,878 | ||||||||||
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Total
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4,182,000 | $ | 65.24 | 4,182,000 | $ | 861,473,878 | ||||||||||
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BED BATH & BEYOND INC.
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(Registrant)
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Date: June 27, 2014
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By:
/s/ Susan E. Lattmann
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Susan E. Lattmann
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Chief Financial Officer and Treasurer
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(Principal Financial and Accounting Officer)
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Exhibit No.
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Exhibit
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10.1
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Form of Standard Performance Unit Agreement under 2012 Stock Incentive Plan (incorporated by reference to
Exhibit 10.1 to the Company’s Form 8-K filed with the Commission on May 9, 2014).
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31.1
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Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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31.2
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Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
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32
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Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350,
as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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101.INS
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XBRL Instance Document
|
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101.SCH
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XBRL Taxonomy Extension Schema Document
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
Suppliers
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|