Item 8. Financial Statements and Supplementary Data
112K characters. Original on sec.gov · Markdown
Item 8. Financial Statements and Supplementary Data
Report of Management on the Consolidated Financial Statements
Management is responsible for the consistency, integrity, and presentation of the information in the Annual Report. The consolidated financial statements and other information presented in this Annual Report have been prepared in accordance with accounting principles generally accepted in the United States and include necessary judgments and estimates by management.
To fulfill our responsibility, we maintain comprehensive systems of internal control designed to provide reasonable assurance that assets are safeguarded and transactions are executed in accordance with established procedures. The concept of reasonable assurance is based upon recognition that the cost of the controls should not exceed the benefit derived. We believe our systems of internal control provide this reasonable assurance.
The Board of Directors exercised its oversight role with respect to the Corporation's systems of internal control primarily through its Audit Committee, which is comprised of independent directors. The Committee oversees the Corporation's systems of internal control, accounting practices, financial reporting and audits to assess whether their quality, integrity, and objectivity are sufficient to protect shareholders' investments.
In addition, our consolidated financial statements have been audited by Ernst & Young LLP, independent registered public accounting firm, whose report also appears on this page.
| /s/ Brian C. Cornell | /s/ Cathy R. Smith | |
| Brian C. Cornell Chairman and Chief Executive Officer March 13, 2019 | Cathy R. Smith Executive Vice President and Chief Financial Officer | |
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of
Target Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated statements of financial position of Target Corporation (the Corporation) as of February 2, 2019 and February 3, 2018, the related consolidated statements of operations, comprehensive income, cash flows and shareholders' investment for each of the three years in the period ended February 2, 2019, and the related notes (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Corporation at February 2, 2019 and February 3, 2018, and the results of its operations and its cash flows for each of the three years in the period ended February 2, 2019, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Corporation's internal control over financial reporting as of February 2, 2019, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated March 13, 2019, expressed an unqualified opinion thereon.
Adoption of New Accounting Standards
ASU No. 2014-09
As discussed in Note 2 to the consolidated financial statements, the Corporation changed its method for recognizing revenue in 2018 due to the adoption of ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), as amended, effective February 4, 2018, using the full retrospective approach.
ASU No. 2016-02
As discussed in Note 2 to the consolidated financial statements, the Corporation changed its method of accounting for leases in 2018 due to the adoption of ASU No. 2016-02, Leases (Topic 842), as amended, effective February 4, 2018, using the modified retrospective approach.
Basis for Opinion
These financial statements are the responsibility of the Corporation’s management. Our responsibility is to express an opinion on the Corporation's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Corporation in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ Ernst & Young LLP
We have served as the Corporation's auditor since 1931.
| Minneapolis, Minnesota March 13, 2019 |
Report of Management on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f). Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we assessed the effectiveness of our internal control over financial reporting as of February 2, 2019, based on the framework in Internal Control—Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework). Based on our assessment, we conclude that the Corporation's internal control over financial reporting is effective based on those criteria.
Our internal control over financial reporting as of February 2, 2019, has been audited by Ernst & Young LLP, the independent registered public accounting firm who has also audited our consolidated financial statements, as stated in their report which appears on this page.
| /s/ Brian C. Cornell | /s/ Cathy R. Smith | |
| Brian C. Cornell Chairman and Chief Executive Officer March 13, 2019 | Cathy R. Smith Executive Vice President and Chief Financial Officer | |
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of
Target Corporation
Opinion on Internal Control over Financial Reporting
We have audited Target Corporation’s internal control over financial reporting as of February 2, 2019, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Target Corporation (the Corporation) maintained, in all material respects, effective internal control over financial reporting as of February 2, 2019, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial position of the Corporation as of February 2, 2019 and February 3, 2018, the related consolidated statements of operations, comprehensive income, cash flows and shareholders' investment for each of the three years in the period ended February 2, 2019, and the related notes and our report dated March 13, 2019 expressed an unqualified opinion thereon.
Basis for Opinion
The Corporation’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Report of Management on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Corporation’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Corporation in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
| Minneapolis, Minnesota March 13, 2019 |
Consolidated Statements of Operations
| (millions, except per share data) | 2018 | 2017 As Adjusted (a) | 2016 As Adjusted (a) | ||||||
| Sales | $ | 74,433 | $ | 71,786 | $ | 69,414 | |||
| Other revenue | 923 | 928 | 857 | ||||||
| Total revenue | 75,356 | 72,714 | 70,271 | ||||||
| Cost of sales | 53,299 | 51,125 | 49,145 | ||||||
| Selling, general and administrative expenses | 15,723 | 15,140 | 14,217 | ||||||
| Depreciation and amortization (exclusive of depreciation included in cost of sales) | 2,224 | 2,225 | 2,045 | ||||||
| Operating income | 4,110 | 4,224 | 4,864 | ||||||
| Net interest expense | 461 | 653 | 991 | ||||||
| Net other (income) / expense | (27 | ) | (59 | ) | (88 | ) | |||
| Earnings from continuing operations before income taxes | 3,676 | 3,630 | 3,961 | ||||||
| Provision for income taxes | 746 | 722 | 1,295 | ||||||
| Net earnings from continuing operations | 2,930 | 2,908 | 2,666 | ||||||
| Discontinued operations, net of tax | 7 | 6 | 68 | ||||||
| Net earnings | $ | 2,937 | $ | 2,914 | $ | 2,734 | |||
| Basic earnings per share | |||||||||
| Continuing operations | $ | 5.54 | $ | 5.32 | $ | 4.61 | |||
| Discontinued operations | 0.01 | 0.01 | 0.12 | ||||||
| Net earnings per share | $ | 5.55 | $ | 5.32 | $ | 4.73 | |||
| Diluted earnings per share | |||||||||
| Continuing operations | $ | 5.50 | $ | 5.29 | $ | 4.58 | |||
| Discontinued operations | 0.01 | 0.01 | 0.12 | ||||||
| Net earnings per share | $ | 5.51 | $ | 5.29 | $ | 4.69 | |||
| Weighted average common shares outstanding | |||||||||
| Basic | 528.6 | 546.8 | 577.6 | ||||||
| Diluted | 533.2 | 550.3 | 582.5 | ||||||
| Antidilutive shares | — | 4.1 | 0.1 |
Note: Per share amounts may not foot due to rounding.
See accompanying Notes to Consolidated Financial Statements.
| (a) | Refer to Note 2 regarding the adoption of new accounting standards for revenue recognition, leases, and pensions. |
Consolidated Statements of Comprehensive Income
| (millions) | 2018 | 2017 As Adjusted (a) | 2016 As Adjusted (a) | ||||||
| Net earnings | $ | 2,937 | $ | 2,914 | $ | 2,734 | |||
| Other comprehensive (loss) / income, net of tax | |||||||||
| Pension and other benefit liabilities, net of tax | (52 | ) | 2 | (13 | ) | ||||
| Currency translation adjustment and cash flow hedges, net of tax | (6 | ) | 6 | 4 | |||||
| Other comprehensive (loss) / income | (58 | ) | 8 | (9 | ) | ||||
| Comprehensive income | $ | 2,879 | $ | 2,922 | $ | 2,725 |
See accompanying Notes to Consolidated Financial Statements.
| (a) | Refer to Note 2 regarding the adoption of new accounting standards for revenue recognition, leases, and pensions. |
Consolidated Statements of Financial Position
| (millions, except footnotes) | February 2, 2019 | February 3, 2018 As Adjusted (a) | ||||
| Assets | ||||||
| Cash and cash equivalents | $ | 1,556 | $ | 2,643 | ||
| Inventory | 9,497 | 8,597 | ||||
| Other current assets | 1,466 | 1,300 | ||||
| Total current assets | 12,519 | 12,540 | ||||
| Property and equipment | ||||||
| Land | 6,064 | 6,095 | ||||
| Buildings and improvements | 29,240 | 28,131 | ||||
| Fixtures and equipment | 5,912 | 5,623 | ||||
| Computer hardware and software | 2,544 | 2,645 | ||||
| Construction-in-progress | 460 | 440 | ||||
| Accumulated depreciation | (18,687 | ) | (18,398 | ) | ||
| Property and equipment, net | 25,533 | 24,536 | ||||
| Operating lease assets | 1,965 | 1,884 | ||||
| Other noncurrent assets | 1,273 | 1,343 | ||||
| Total assets | $ | 41,290 | $ | 40,303 | ||
| Liabilities and shareholders' investment | ||||||
| Accounts payable | $ | 9,761 | $ | 8,677 | ||
| Accrued and other current liabilities | 4,201 | 4,094 | ||||
| Current portion of long-term debt and other borrowings | 1,052 | 281 | ||||
| Total current liabilities | 15,014 | 13,052 | ||||
| Long-term debt and other borrowings | 10,223 | 11,117 | ||||
| Noncurrent operating lease liabilities | 2,004 | 1,924 | ||||
| Deferred income taxes | 972 | 693 | ||||
| Other noncurrent liabilities | 1,780 | 1,866 | ||||
| Total noncurrent liabilities | 14,979 | 15,600 | ||||
| Shareholders' investment | ||||||
| Common stock | 43 | 45 | ||||
| Additional paid-in capital | 6,042 | 5,858 | ||||
| Retained earnings | 6,017 | 6,495 | ||||
| Accumulated other comprehensive loss | (805 | ) | (747 | ) | ||
| Total shareholders' investment | 11,297 | 11,651 | ||||
| Total liabilities and shareholders' investment | $ | 41,290 | $ | 40,303 |
Common Stock Authorized 6,000,000,000 shares, $0.0833 par value; 517,761,600 shares issued and outstanding at February 2, 2019; 541,681,670 shares issued and outstanding at February 3, 2018.
Preferred Stock Authorized 5,000,000 shares, $0.01 par value; no shares were issued or outstanding at February 2, 2019 or February 3, 2018.
See accompanying Notes to Consolidated Financial Statements.
| (a) | Refer to Note 2 regarding the adoption of new accounting standards for revenue recognition, leases, and pensions. |
Consolidated Statements of Cash Flows
| (millions) | 2018 | 2017 As Adjusted (a) | 2016 As Adjusted (a) | ||||||
| Operating activities | |||||||||
| Net earnings | $ | 2,937 | $ | 2,914 | $ | 2,734 | |||
| Earnings from discontinued operations, net of tax | 7 | 6 | 68 | ||||||
| Net earnings from continuing operations | 2,930 | 2,908 | 2,666 | ||||||
| Adjustments to reconcile net earnings to cash provided by operations: | |||||||||
| Depreciation and amortization | 2,474 | 2,476 | 2,318 | ||||||
| Share-based compensation expense | 132 | 112 | 113 | ||||||
| Deferred income taxes | 322 | (188 | ) | 40 | |||||
| Loss on debt extinguishment | — | 123 | 422 | ||||||
| Noncash losses / (gains) and other, net | 95 | 208 | (11 | ) | |||||
| Changes in operating accounts: | |||||||||
| Inventory | (900 | ) | (348 | ) | 293 | ||||
| Other assets | (299 | ) | (156 | ) | 56 | ||||
| Accounts payable | 1,127 | 1,307 | (166 | ) | |||||
| Accrued and other liabilities | 89 | 419 | (394 | ) | |||||
| Cash provided by operating activities—continuing operations | 5,970 | 6,861 | 5,337 | ||||||
| Cash provided by operating activities—discontinued operations | 3 | 74 | 107 | ||||||
| Cash provided by operations | 5,973 | 6,935 | 5,444 | ||||||
| Investing activities | |||||||||
| Expenditures for property and equipment | (3,516 | ) | (2,533 | ) | (1,547 | ) | |||
| Proceeds from disposal of property and equipment | 85 | 31 | 46 | ||||||
| Cash paid for acquisitions, net of cash assumed | — | (518 | ) | — | |||||
| Other investments | 15 | (55 | ) | 28 | |||||
| Cash required for investing activities | (3,416 | ) | (3,075 | ) | (1,473 | ) | |||
| Financing activities | |||||||||
| Additions to long-term debt | — | 739 | 1,977 | ||||||
| Reductions of long-term debt | (281 | ) | (2,192 | ) | (2,649 | ) | |||
| Dividends paid | (1,335 | ) | (1,338 | ) | (1,348 | ) | |||
| Repurchase of stock | (2,124 | ) | (1,046 | ) | (3,706 | ) | |||
| Stock option exercises | 96 | 108 | 221 | ||||||
| Cash required for financing activities | (3,644 | ) | (3,729 | ) | (5,505 | ) | |||
| Net (decrease) / increase in cash and cash equivalents | (1,087 | ) | 131 | (1,534 | ) | ||||
| Cash and cash equivalents at beginning of period | 2,643 | 2,512 | 4,046 | ||||||
| Cash and cash equivalents at end of period | $ | 1,556 | $ | 2,643 | $ | 2,512 | |||
| Supplemental information | |||||||||
| Interest paid, net of capitalized interest | $ | 476 | $ | 678 | $ | 999 | |||
| Income taxes paid | 373 | 934 | 1,514 | ||||||
| Leased assets obtained in exchange for new finance lease liabilities | 130 | 139 | 252 | ||||||
| Leased assets obtained in exchange for new operating lease liabilities | 246 | 212 | 148 |
See accompanying Notes to Consolidated Financial Statements.
| (a) | Refer to Note 2 regarding the adoption of new accounting standards for revenue recognition, leases, and pensions. |
Consolidated Statements of Shareholders' Investment
| (millions) | Common Stock Shares | Stock Par Value | Additional Paid-in Capital | Retained Earnings As Adjusted (a) | Accumulated Other Comprehensive (Loss) / Income | Total | |||||||||||
| January 30, 2016 | 602.2 | $ | 50 | $ | 5,348 | $ | 8,196 | $ | (629 | ) | $ | 12,965 | |||||
| Adoption of ASC Topic 842 (Leases) | — | — | — | (43 | ) | — | (43 | ) | |||||||||
| Net earnings | — | — | — | 2,734 | — | 2,734 | |||||||||||
| Other comprehensive loss | — | — | — | — | (9 | ) | (9 | ) | |||||||||
| Dividends declared | — | — | — | (1,359 | ) | — | (1,359 | ) | |||||||||
| Repurchase of stock | (50.9 | ) | (4 | ) | — | (3,682 | ) | — | (3,686 | ) | |||||||
| Stock options and awards | 4.9 | — | 313 | — | — | 313 | |||||||||||
| January 28, 2017 | 556.2 | $ | 46 | $ | 5,661 | $ | 5,846 | $ | (638 | ) | $ | 10,915 | |||||
| Net earnings | — | — | — | 2,914 | — | 2,914 | |||||||||||
| Other comprehensive income | — | — | — | — | 8 | 8 | |||||||||||
| Dividends declared | — | — | — | (1,356 | ) | — | (1,356 | ) | |||||||||
| Repurchase of stock | (17.6 | ) | (1 | ) | — | (1,026 | ) | — | (1,027 | ) | |||||||
| Stock options and awards | 3.1 | — | 197 | — | — | 197 | |||||||||||
| Reclassification of tax effects to retained earnings | — | — | — | 117 | (117 | ) | — | ||||||||||
| February 3, 2018 | 541.7 | $ | 45 | $ | 5,858 | $ | 6,495 | $ | (747 | ) | $ | 11,651 | |||||
| Net earnings | — | — | — | 2,937 | — | 2,937 | |||||||||||
| Other comprehensive loss | — | — | — | — | (58 | ) | (58 | ) | |||||||||
| Dividends declared | — | — | — | (1,347 | ) | — | (1,347 | ) | |||||||||
| Repurchase of stock | (27.2 | ) | (2 | ) | — | (2,068 | ) | — | (2,070 | ) | |||||||
| Stock options and awards | 3.3 | — | 184 | — | — | 184 | |||||||||||
| February 2, 2019 | 517.8 | $ | 43 | $ | 6,042 | $ | 6,017 | $ | (805 | ) | $ | 11,297 |
We declared $2.54, $2.46, and $2.36 dividends per share for the twelve months ended February 2, 2019, February 3, 2018, and January 28, 2017, respectively.
See accompanying Notes to Consolidated Financial Statements.
| (a) | Refer to Note 2 regarding the adoption of new accounting standards for revenue recognition, leases, and pensions. |
Notes to Consolidated Financial Statements
- Summary of Accounting Policies
Organization We are a general merchandise retailer selling products to our guests through our stores and digital channels.
We operate as a single segment that includes all of our continuing operations, which are designed to enable guests to purchase products seamlessly in stores or through our digital channels. Nearly all of our revenues are generated in the United States (U.S.). The vast majority of our long-lived assets are located within the U.S.
Consolidation The consolidated financial statements include the balances of Target and its subsidiaries after elimination of intercompany balances and transactions. All material subsidiaries are wholly owned. We consolidate variable interest entities where it has been determined that Target is the primary beneficiary of those entities' operations.
Use of estimates The preparation of our consolidated financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions affecting reported amounts in the consolidated financial statements and accompanying notes. Actual results may differ significantly from those estimates.
Fiscal year Our fiscal year ends on the Saturday nearest January 31. Unless otherwise stated, references to years in this report relate to fiscal years, rather than to calendar years. Fiscal 2018 ended February 2, 2019, and consisted of 52 weeks. Fiscal 2017 ended February 3, 2018, and consisted of 53 weeks. Fiscal 2016 ended January 28, 2017, and consisted of 52 weeks. Fiscal 2019 will end February 1, 2020, and will consist of 52 weeks.
Accounting policies Our accounting policies are disclosed in the applicable Notes to the Consolidated Financial Statements. Certain prior-year amounts have been reclassified to conform to the current year presentation. Note 2 provides information about our adoption of new accounting standards for revenue recognition, leases, and pensions.
- Accounting Standards Adopted
Revenue Recognition
We adopted Accounting Standards Update (ASU) No. 2014-09—Revenue from Contracts with Customers (Topic 606), as amended, as of February 4, 2018, using the full retrospective approach. The new standard did not materially affect our consolidated net earnings, financial position, or cash flows. The new standard resulted in minor changes to the timing of recognition of revenues for certain promotional gift card programs.
For 2017 and 2016, we reclassified profit-sharing income under our credit card program agreement to Other Revenue from Selling, General and Administrative Expenses (SG&A Expenses). In addition, we reclassified certain advertising, rental, and other miscellaneous revenues, none of which was individually significant, from Sales and SG&A Expenses to Other Revenue.
Leases
We adopted ASU No. 2016-02—Leases (Topic 842), as amended, as of February 4, 2018, using the modified retrospective approach. The modified retrospective approach provides a method for recording existing leases at adoption and in comparative periods that approximates the results of a full retrospective approach. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. We also elected the practical expedient related to land easements, allowing us to carry forward our accounting treatment for land easements on existing agreements.
In addition, we elected the hindsight practical expedient to determine the lease term for existing leases. Our election of the hindsight practical expedient resulted in the shortening of lease terms for certain existing leases and the useful lives of corresponding leasehold improvements. In our application of hindsight, we evaluated the performance of the leased stores and the associated markets in relation to our overall real estate strategies, which resulted in the determination that most renewal options would not be reasonably certain in determining the expected lease term.
Adoption of the new standard resulted in the recording of additional net lease assets and lease liabilities of approximately $1.3 billion and $1.4 billion respectively, as of February 4, 2018. The difference between the additional lease assets and lease liabilities, net of the deferred tax impact, was recorded as an adjustment to retained earnings. The standard did not materially impact our consolidated net earnings and had no impact on cash flows.
Pensions
In 2018, we adopted ASU No. 2017-07—Compensation – Retirement Benefits (Topic 715) using the full retrospective approach. The new standard requires employers to disaggregate and present separately the current service cost component from the other components of net benefit cost within the Consolidated Statement of Operations. For 2017 and 2016, we reclassified $(59) million and $(88) million, respectively, of non-service cost components of net benefit cost to Net Other (Income) / Expense from SG&A Expenses on our Consolidated Statements of Operations.
| Effect of Accounting Standards Adoption on Consolidated Statement of Operations | ||||||||||||||||||
| 2017 As Previously Reported | Effect of the Adoption of | |||||||||||||||||
| ASC Topic 606 (Revenue Recognition) | ASC Topic 842 (Leases) | ASU 2017-07 (Pension) | ||||||||||||||||
| (millions, except per share data) (unaudited) | 2017 As Adjusted | |||||||||||||||||
| Sales | $ | 71,879 | $ | (93 | ) | (a) | $ | — | $ | — | $ | 71,786 | ||||||
| Other revenue | — | 928 | (a) | — | — | 928 | ||||||||||||
| Total revenue | 71,879 | 835 | — | — | 72,714 | |||||||||||||
| Cost of sales | 51,125 | — | — | — | 51,125 | |||||||||||||
| Selling, general and administrative expenses | 14,248 | 835 | (a) | (2 | ) | (b) | 59 | (c) | 15,140 | |||||||||
| Depreciation and amortization (exclusive of depreciation included in cost of sales) | 2,194 | — | 31 | (b) | — | 2,225 | ||||||||||||
| Operating income | 4,312 | — | (29 | ) | (59 | ) | 4,224 | |||||||||||
| Net interest expense | 666 | — | (13 | ) | (b) | — | 653 | |||||||||||
| Net other (income) / expense | — | — | — | (59 | ) | (c) | (59 | ) | ||||||||||
| Earnings from continuing operations before income taxes | 3,646 | — | (16 | ) | — | 3,630 | ||||||||||||
| Provision for income taxes | 718 | (2 | ) | 6 | — | 722 | ||||||||||||
| Net earnings from continuing operations | 2,928 | 2 | (22 | ) | — | 2,908 | ||||||||||||
| Discontinued operations, net of tax | 6 | — | — | — | 6 | |||||||||||||
| Net earnings | $ | 2,934 | $ | 2 | $ | (22 | ) | $ | — | $ | 2,914 | |||||||
| Basic earnings per share | ||||||||||||||||||
| Continuing operations | $ | 5.35 | $ | 5.32 | ||||||||||||||
| Discontinued operations | 0.01 | 0.01 | ||||||||||||||||
| Net earnings per share | $ | 5.36 | $ | 5.32 | ||||||||||||||
| Diluted earnings per share | ||||||||||||||||||
| Continuing operations | $ | 5.32 | $ | 5.29 | ||||||||||||||
| Discontinued operations | 0.01 | 0.01 | ||||||||||||||||
| Net earnings per share | $ | 5.33 | $ | 5.29 |
Note: 2017 was a 53-week year. Per share amounts may not foot due to rounding. The sum of "As Previously Reported" amounts and effects of the adoption of the new standards may not equal "As Adjusted" amounts due to rounding.
Footnote explanations are provided on page 42.
| Effect of Accounting Standards Adoption on Consolidated Statement of Operations | ||||||||||||||||||
| 2016 As Previously Reported | Effect of the Adoption of | |||||||||||||||||
| ASC Topic 606 (Revenue Recognition) | ASC Topic 842 (Leases) | ASU 2017-07 (Pension) | ||||||||||||||||
| (millions, except per share data) (unaudited) | 2016 As Adjusted | |||||||||||||||||
| Sales | $ | 69,495 | $ | (80 | ) | (a) | $ | — | $ | — | $ | 69,414 | ||||||
| Other revenue | — | 857 | (a) | — | — | 857 | ||||||||||||
| Total revenue | 69,495 | 777 | — | — | 70,271 | |||||||||||||
| Cost of sales | 49,145 | — | — | — | 49,145 | |||||||||||||
| Selling, general and administrative expenses | 13,356 | 777 | (a) | (4 | ) | (b) | 88 | (c) | 14,217 | |||||||||
| Depreciation and amortization (exclusive of depreciation included in cost of sales) | 2,025 | — | 20 | (b) | — | 2,045 | ||||||||||||
| Operating income | 4,969 | — | (16 | ) | (88 | ) | 4,864 | |||||||||||
| Net interest expense | 1,004 | — | (13 | ) | (b) | — | 991 | |||||||||||
| Net other (income) / expense | — | — | — | (88 | ) | (c) | (88 | ) | ||||||||||
| Earnings from continuing operations before income taxes | 3,965 | — | (3 | ) | — | 3,961 | ||||||||||||
| Provision for income taxes | 1,296 | — | (1 | ) | — | 1,295 | ||||||||||||
| Net earnings from continuing operations | 2,669 | — | (2 | ) | — | 2,666 | ||||||||||||
| Discontinued operations, net of tax | 68 | — | — | — | 68 | |||||||||||||
| Net earnings | $ | 2,737 | $ | — | $ | (2 | ) | $ | — | $ | 2,734 | |||||||
| Basic earnings per share | ||||||||||||||||||
| Continuing operations | $ | 4.62 | $ | 4.61 | ||||||||||||||
| Discontinued operations | 0.12 | 0.12 | ||||||||||||||||
| Net earnings per share | $ | 4.74 | $ | 4.73 | ||||||||||||||
| Diluted earnings per share | ||||||||||||||||||
| Continuing operations | $ | 4.58 | $ | 4.58 | ||||||||||||||
| Discontinued operations | 0.12 | 0.12 | ||||||||||||||||
| Net earnings per share | $ | 4.70 | $ | 4.69 |
Note: Per share amounts may not foot due to rounding. The sum of "As Previously Reported" amounts and effects of the adoption of the new standards may not equal "As Adjusted" amounts due to rounding.
| (a) | For 2017 and 2016, we reclassified $694 million and $663 million, respectively, of profit-sharing income under our credit card program agreement to Other Revenue from SG&A Expenses. In addition, we reclassified certain advertising, rental, and other miscellaneous revenues, none of which was individually significant, from Sales and SG&A Expenses to Other Revenue. |
| (b) | Relates to lease-term changes under the hindsight practical expedient. |
| (c) | Relates to non-service cost components reclassified to Net Other (Income) / Expense from SG&A Expenses. |
| Effect of Accounting Standards Adoption on Consolidated Statement of Financial Position | |||||||||||||||
| Effect of the Adoption of | |||||||||||||||
| (millions) (unaudited) | February 3, 2018 As Previously Reported | ASC Topic 606 (Revenue Recognition) | ASC Topic 842 (Leases) | February 3, 2018 As Adjusted | |||||||||||
| Assets | |||||||||||||||
| Cash and cash equivalents | $ | 2,643 | $ | — | $ | — | $ | 2,643 | |||||||
| Inventory | 8,657 | (60 | ) | (a) | — | 8,597 | |||||||||
| Other current assets | 1,264 | 60 | (a) | (24 | ) | (b) | 1,300 | ||||||||
| Total current assets | 12,564 | — | (24 | ) | 12,540 | ||||||||||
| Property and equipment | |||||||||||||||
| Land | 6,095 | — | — | 6,095 | |||||||||||
| Buildings and improvements | 28,396 | — | (265 | ) | (c) | 28,131 | |||||||||
| Fixtures and equipment | 5,623 | — | — | 5,623 | |||||||||||
| Computer hardware and software | 2,645 | — | — | 2,645 | |||||||||||
| Construction-in-progress | 440 | — | — | 440 | |||||||||||
| Accumulated depreciation | (18,181 | ) | — | (217 | ) | (c) | (18,398 | ) | |||||||
| Property and equipment, net | 25,018 | — | (482 | ) | 24,536 | ||||||||||
| Operating lease assets | — | — | 1,884 | (d) | 1,884 | ||||||||||
| Other noncurrent assets | 1,417 | — | (74 | ) | (e) | 1,343 | |||||||||
| Total assets | $ | 38,999 | $ | — | $ | 1,304 | $ | 40,303 | |||||||
| Liabilities and shareholders’ investment | |||||||||||||||
| Accounts payable | $ | 8,677 | $ | — | $ | — | $ | 8,677 | |||||||
| Accrued and other current liabilities | 4,254 | (14 | ) | (k) | (146 | ) | (f) | 4,094 | |||||||
| Current portion of long-term debt and other borrowings | 270 | — | 11 | (g) | 281 | ||||||||||
| Total current liabilities | 13,201 | (14 | ) | (135 | ) | 13,052 | |||||||||
| Long-term debt and other borrowings | 11,317 | — | (200 | ) | (g) | 11,117 | |||||||||
| Noncurrent operating lease liabilities | — | — | 1,924 | (h) | 1,924 | ||||||||||
| Deferred income taxes | 713 | 4 | (24 | ) | 693 | ||||||||||
| Other noncurrent liabilities | 2,059 | — | (192 | ) | (i) | 1,866 | |||||||||
| Total noncurrent liabilities | 14,089 | 4 | 1,508 | 15,600 | |||||||||||
| Shareholders’ investment | |||||||||||||||
| Common stock | 45 | — | — | 45 | |||||||||||
| Additional paid-in capital | 5,858 | — | — | 5,858 | |||||||||||
| Retained earnings | 6,553 | 10 | (k) | (69 | ) | (j) | 6,495 | ||||||||
| Accumulated other comprehensive loss | (747 | ) | — | — | (747 | ) | |||||||||
| Total shareholders’ investment | 11,709 | 10 | (69 | ) | 11,651 | ||||||||||
| Total liabilities and shareholders’ investment | $ | 38,999 | $ | — | $ | 1,304 | $ | 40,303 |
Note: The sum of "As Previously Reported" amounts and effects of the adoption of the new standards may not equal "As Adjusted" amounts due to rounding.
| (a) | Represents estimated merchandise returns, which were reclassified from Inventory to Other Current Assets. |
| (b) | Represents prepaid rent reclassified to Operating Lease Assets. |
| (c) | Represents impact of changes in finance lease terms and related leasehold improvements (net of accumulated depreciation) under the hindsight practical expedient and derecognition of approximately $135 million of non-Target owned properties that were consolidated under previously existing build-to-suit accounting rules. |
| (d) | Represents capitalization of operating lease assets and reclassification of leasehold acquisition costs, straight-line rent accrual, and tenant incentives. |
| (e) | Represents reclassification of leasehold acquisition costs to Operating Lease Assets. |
| (f) | Represents reclassification of straight-line rent accrual to Operating Lease Assets, partially offset by recognition of the current portion of operating lease liabilities. |
| (g) | Represents the impact of changes in financing lease terms for certain leases due to the election of the hindsight practical expedient. |
| (h) | Represents recognition of operating lease liabilities. |
| (i) | Represents derecognition of approximately $135 million of liabilities related to non-Target owned properties that were consolidated under previously existing build-to-suit accounting rules and reclassification of tenant incentives to Operating Lease Assets. |
| (j) | Represents the retained earnings impact of lease-term changes due to the use of hindsight, primarily from the shortening of lease terms for certain existing leases and useful lives of corresponding leasehold improvements. |
| (k) | Primarily represents the impact of a change in timing of revenue recognition for certain promotional gift card programs. |
- Revenues
General merchandise sales represent the vast majority of our revenues. We also earn revenues from a variety of other sources, most notably credit card profit sharing income from our arrangement with TD Bank Group (TD).
During 2018, we reclassified certain income streams, including credit card profit sharing income, to Other Revenue on our Consolidated Statements of Operations and conformed prior periods. Note 2 provides additional information.
| Revenues (millions) | 2018 | 2017 | 2016 | ||||||
| Apparel and accessories | $ | 15,004 | $ | 14,662 | $ | 14,304 | |||
| Beauty and household essentials | 17,726 | 17,025 | 16,550 | ||||||
| Food and beverage | 14,585 | 14,256 | 13,831 | ||||||
| Hardlines | 12,709 | 12,062 | 11,507 | ||||||
| Home furnishings and décor | 14,298 | 13,672 | 13,130 | ||||||
| Other | 111 | 109 | 92 | ||||||
| Sales | 74,433 | 71,786 | 69,414 | ||||||
| Credit card profit sharing | 673 | 694 | 663 | ||||||
| Other | 250 | 234 | 194 | ||||||
| Other revenue | 923 | 928 | 857 | ||||||
| Total revenue | $ | 75,356 | $ | 72,714 | $ | 70,271 |
Merchandise sales – We record almost all retail store revenues at the point of sale. Digital channel originated sales may include shipping revenue and are recorded upon delivery to the guest or upon guest pickup at the store. Total revenues do not include sales tax because we are a pass-through conduit for collecting and remitting sales taxes. Generally, guests may return national brand merchandise within 90 days of purchase and owned and exclusive brands within one year of purchase. Sales are recognized net of expected returns, which we estimate using historical return patterns and our expectation of future returns. As of February 2, 2019, February 3, 2018, and January 28, 2017, the liability for estimated returns was $116 million, $110 million, and $103 million, respectively. We have not historically had material adjustments to our returns estimates.
We routinely enter into arrangements with vendors whereby we do not purchase or pay for merchandise until the merchandise is ultimately sold to a guest. Under the vast majority of these arrangements, which represent less than 5 percent of consolidated sales, we record revenue and related costs gross. We concluded that we are the principal in these transactions for a number of reasons, most notably because we 1) control the overall economics of the transactions, including setting the sales price and realizing the majority of cash flows from the sale, 2) control the relationship with the customer, and 3) are responsible for fulfilling the promise to provide goods to the customer. Merchandise received under these arrangements is not included in Inventory in our Consolidated Statements of Financial Position because the purchase and sale of this inventory are virtually simultaneous.
Revenue from Target gift card sales is recognized upon gift card redemption, which is typically within one year of issuance. Our gift cards do not expire. Based on historical redemption rates, a small and relatively stable percentage of gift cards will never be redeemed, referred to as "breakage." Estimated breakage revenue is recognized over time in proportion to actual gift card redemptions.
| (millions) | February 3, 2018 | Gift Cards Issued During Current Period But Not Redeemed (a) | Revenue Recognized From Beginning Liability | February 2, 2019 | |||||||||||
| Gift card liability | $ | 727 | $ | 645 | $ | (532 | ) | $ | 840 |
| (a) | Net of estimated breakage. |
Guests receive a 5 percent discount on nearly all purchases and receive free shipping at Target.com when they use their Target Debit Card, Target Credit Card, or Target MasterCard (REDcards). The discount is included as a sales reduction in our Consolidated Statements of Operations and was $953 million, $933 million, and $899 million in 2018, 2017, and 2016, respectively.
Credit card profit sharing – We receive payments under a credit card program agreement with TD. Under the agreement, we receive a percentage of the profits generated by the Target Credit Card and Target MasterCard receivables in exchange for performing account servicing and primary marketing functions. TD underwrites, funds, and owns Target Credit Card and Target MasterCard receivables, controls risk management policies, and oversees regulatory compliance.
Other – Includes rental income, advertising, membership fees, and other miscellaneous revenues, none of which are individually significant.
- Cost of Sales and Selling, General and Administrative Expenses
The following table illustrates the primary items classified in each major expense category:
| Cost of Sales | Selling, General and Administrative Expenses |
| Total cost of products sold including • Freight expenses associated with moving merchandise from our vendors to and between our distribution centers and our retail stores • Vendor income that is not reimbursement of specific, incremental, and identifiable costs Inventory shrink Markdowns Outbound shipping and handling expenses associated with sales to our guests Payment term cash discounts Distribution center costs, including compensation and benefits costs and depreciation Import costs | Compensation and benefit costs for stores and headquarters Occupancy and operating costs of retail and headquarters facilities Advertising, offset by vendor income that is a reimbursement of specific, incremental, and identifiable costs Pre-opening and exit costs of stores and other facilities Credit cards servicing expenses Costs associated with accepting 3rd party bank issued payment cards Litigation and defense costs and related insurance recovery Other administrative costs |
Note: The classification of these expenses varies across the retail industry.
- Consideration Received from Vendors
We receive consideration for a variety of vendor-sponsored programs, such as volume rebates, markdown allowances, promotions, and advertising allowances and for our compliance programs, referred to as "vendor income." Additionally, under our compliance programs, vendors are charged for merchandise shipments that do not meet our requirements (violations), such as late or incomplete shipments. Substantially all consideration received is recorded as a reduction of Cost of Sales.
We establish a receivable for vendor income that is earned but not yet received. Based on provisions of the agreements in place, this receivable is computed by estimating the amount earned when we have completed our performance. We perform detailed analyses to determine the appropriate level of the receivable in the aggregate. The majority of year-end receivables associated with these activities are collected within the following fiscal quarter. We have not historically had significant write-offs for these receivables.
- Advertising Costs
Advertising costs, which primarily consist of newspaper circulars, digital advertisements, and media broadcast, are generally expensed at first showing or distribution of the advertisement.
| Advertising Costs (millions) | 2018 | 2017 | 2016 | ||||||
| Gross advertising costs | $ | 1,494 | $ | 1,476 | $ | 1,503 | |||
| Vendor income | — | (19 | ) | (38 | ) | ||||
| Net advertising costs | $ | 1,494 | $ | 1,457 | $ | 1,465 |
- Fair Value Measurements
Fair value measurements are reported in one of three levels based on the lowest level of significant input used: Level 1 (unadjusted quoted prices in active markets); Level 2 (observable market inputs, other than quoted prices included in Level 1); and Level 3 (unobservable inputs that cannot be corroborated by observable market data).
| Fair Value Measurements - Recurring Basis | Fair Value at | ||||||||
| (millions) | Classification | Pricing Category | February 2, 2019 | February 3, 2018 | |||||
| Assets | |||||||||
| Short-term investments (a) | Cash and Cash Equivalents | Level 1 | $ | 769 | $ | 1,906 | |||
| Prepaid forward contracts (b) | Other Current Assets | Level 1 | 19 | 23 | |||||
| Interest rate swaps (c) | Other Noncurrent Assets | Level 2 | 10 | — | |||||
| Liabilities | |||||||||
| Interest rate swaps (c) | Other Current Liabilities | Level 2 | 3 | — | |||||
| Interest rate swaps (c) | Other Noncurrent Liabilities | Level 2 | — | 6 |
| (a) | Carrying value approximates fair value because maturities are less than three months. |
| (b) | Initially valued at transaction price. Subsequently valued by reference to the market price of Target common stock. |
| (c) | Valuations are based on observable inputs to the valuation model (e.g., interest rates and credit spreads). See Note 17 for additional information on interest rate swaps. |
| Significant Financial Instruments not Measured at Fair Value (a) (millions) | 2018 | 2017 | |||||||||||
| Carrying Amount | Fair Value | Carrying Amount | Fair Value | ||||||||||
| Long-term debt, including current portion (b) | $ | 10,247 | $ | 10,808 | $ | 10,440 | $ | 11,155 |
| (a) | The carrying amounts of certain other current assets, commercial paper, accounts payable, and certain accrued and other current liabilities approximate fair value due to their short-term nature. |
| (b) | The fair value of debt is generally measured using a discounted cash flow analysis based on current market interest rates for the same or similar types of financial instruments and would be classified as Level 2. These amounts exclude commercial paper, unamortized swap valuation adjustments, and lease liabilities. |
- Cash and Cash Equivalents
Cash equivalents include highly liquid investments with an original maturity of three months or less from the time of purchase. Cash equivalents also include amounts due from third-party financial institutions for credit and debit card transactions. These receivables typically settle in five days or less.
| (millions) | February 2, 2019 | February 3, 2018 | ||||
| Cash | $ | 359 | $ | 337 | ||
| Short-term investments | 769 | 1,906 | ||||
| Receivables from third-party financial institutions for credit and debit card transactions | 428 | 400 | ||||
| Cash and cash equivalents (a) | $ | 1,556 | $ | 2,643 |
(a) We have access to these funds without any significant restrictions, taxes or penalties.
At February 2, 2019 and February 3, 2018, we reclassified book overdrafts of $242 million and $358 million, respectively, to Accounts Payable and $25 million and $29 million, respectively, to Accrued and Other Current Liabilities.
- Inventory
The vast majority of our inventory is accounted for under the retail inventory accounting method (RIM) using the last-in, first-out (LIFO) method. Inventory is stated at the lower of LIFO cost or market. Inventory cost includes the amount we pay to our suppliers to acquire inventory, freight costs incurred to deliver product to our distribution centers and stores, and import costs, reduced by vendor income and cash discounts. Distribution center operating costs, including compensation and benefits, are expensed in the period incurred. Inventory is also reduced for estimated losses related to shrink and markdowns. The LIFO provision is calculated based on inventory levels, markup rates, and internally measured retail price indices.
Under RIM, inventory cost and the resulting gross margins are calculated by applying a cost-to-retail ratio to the inventory retail value. 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 because permanent markdowns are taken as a reduction of the retail value of inventory.
- Other Current Assets
| Other Current Assets (millions) | February 2, 2019 | February 3, 2018 As Adjusted | ||||
| Income tax and other receivables | $ | 632 | $ | 513 | ||
| Vendor income receivable | 468 | 416 | ||||
| Prepaid expenses | 157 | 157 | ||||
| Other | 209 | 214 | ||||
| Total | $ | 1,466 | $ | 1,300 |
- Property and Equipment
Property and equipment, including assets acquired under finance leases, is depreciated using the straight-line method over estimated useful lives or lease terms if shorter. We amortize leasehold improvements purchased after the beginning of the initial lease term over the shorter of the assets' useful lives or a term that includes the original lease term, plus any renewals that are reasonably certain at the date the leasehold improvements are acquired. Depreciation expense for 2018, 2017, and 2016 was $2,460 million, $2,462 million, and $2,305 million, respectively, including depreciation expense included in Cost of Sales. For income tax purposes, accelerated depreciation methods are generally used. Repair and maintenance costs are expensed as incurred. Facility pre-opening costs, including supplies and payroll, are expensed as incurred.
| Estimated Useful Lives | Life (Years) |
| Buildings and improvements | 8-39 |
| Fixtures and equipment | 2-15 |
| Computer hardware and software | 2-7 |
We review long-lived assets for impairment when events or changes in circumstances—such as a decision to relocate or close a store or distribution center, make significant software changes or discontinue projects—indicate that the asset's carrying value may not be recoverable. We recognized impairment losses of $92 million, $91 million, and $43 million during 2018, 2017, and 2016, respectively. The impairment losses primarily resulted from planned or completed store closures, and for 2017, supply chain changes. For asset groups classified as held for sale, the carrying value is compared with the fair value less cost to sell. We estimate fair value by obtaining market appraisals, valuations from third party brokers, or other valuation techniques. Impairments are recorded in SG&A Expenses on the Consolidated Statements of Operations.
- Other Noncurrent Assets
| Other Noncurrent Assets (millions) | February 2, 2019 | February 3, 2018 As Adjusted | ||||
| Goodwill and intangible assets | $ | 699 | $ | 709 | ||
| Company-owned life insurance investments, net of loans | 380 | 383 | ||||
| Pension asset | 11 | 46 | ||||
| Other | 183 | 205 | ||||
| Total | $ | 1,273 | $ | 1,343 |
- Goodwill and Intangible Assets
Goodwill totaled $633 million and $630 million at February 2, 2019 and February 3, 2018, respectively. In December 2017, we acquired Shipt, Inc., an online same-day delivery service platform, for approximately $550 million. We identified intangible assets of $40 million, primarily related to the tradename, customer relationships, and shopper lists, net tangible assets of $10 million, and goodwill of $500 million. The goodwill recorded primarily represents the value of significantly accelerating our ability to provide same-day delivery services to our guests.
No impairments were recorded in 2018, 2017, or 2016 as a result of the annual goodwill impairment tests performed.
Intangible assets, net of accumulated amortization, totaled $66 million and $79 million as of February 2, 2019, and February 3, 2018, respectively, primarily related to trademarks and customer relationships. We use both accelerated and straight-line methods to amortize definite-lived intangible assets over 4 to 15 years. The weighted average life of intangible assets was 8 years at February 2, 2019. Amortization expense was $14 million, $14 million, and $13 million in 2018, 2017, and 2016, respectively, and is estimated to be less than $15 million annually through 2023.
- Accrued and Other Current Liabilities
| Accrued and Other Current Liabilities (millions) | February 2, 2019 | February 3, 2018 As Adjusted | ||||
| Wages and benefits | $ | 1,229 | $ | 1,209 | ||
| Gift card liability, net of estimated breakage | 840 | 727 | ||||
| Real estate, sales, and other taxes payable | 601 | 670 | ||||
| Dividends payable | 331 | 336 | ||||
| Current portion of operating lease liabilities | 166 | 148 | ||||
| Workers' compensation and general liability (a) | 142 | 141 | ||||
| Interest payable | 62 | 67 | ||||
| Other | 830 | 796 | ||||
| Total | $ | 4,201 | $ | 4,094 |
| (a) | We retain a substantial portion of the risk related to general liability and workers' compensation claims. We estimate our ultimate cost based on analysis of historical data and actuarial estimates. General liability and workers' compensation liabilities are recorded at our estimate of their net present value. |
- Commitments and Contingencies
Contingencies
We are exposed to claims and litigation arising in the ordinary course of business and use various methods to resolve these matters in a manner that we believe serves the best interest of our shareholders and other constituents. When a loss is probable, we record an accrual based on the reasonably estimable loss or range of loss. When no point of loss is more likely than another, we record the lowest amount in the estimated range of loss and, if material, disclose the estimated range of loss. We do not record liabilities for reasonably possible loss contingencies, but do disclose a range of reasonably possible losses if they are material and we are able to estimate such a range. If we cannot provide a range of reasonably possible losses, we explain the factors that prevent us from determining such a range. Historically, adjustments to our estimates have not been material. We believe the recorded reserves in our consolidated financial statements are adequate in light of the probable and estimable liabilities. We do not believe that any of these identified claims or litigation will be material to our results of operations, cash flows, or financial condition.
Commitments
Purchase obligations, which include all legally binding contracts such as firm commitments for inventory purchases, merchandise royalties, equipment purchases, marketing-related contracts, software acquisition/license commitments, and service contracts, were $992 million and $1,225 million at February 2, 2019 and February 3, 2018, respectively. These purchase obligations are primarily due within three years and recorded as liabilities when goods are received or services rendered. Real estate obligations, which include legally binding minimum lease payments for leases signed but not yet commenced, and commitments for the purchase, construction, or remodeling of real estate and facilities, were $1,134 million and $1,110 million at February 2, 2019 and February 3, 2018, respectively. Over half of these real estate obligations are due within five years, a portion of which are recorded as liabilities.
We issue letters of credit and surety bonds in the ordinary course of business. Trade letters of credit totaled $1,746 million and $1,757 million at February 2, 2019 and February 3, 2018, respectively, a portion of which are reflected in accounts payable. Standby letters of credit and surety bonds, relating primarily to insurance and regulatory requirements, totaled $403 million and $372 million at February 2, 2019 and February 3, 2018, respectively.
- Commercial Paper and Long-Term Debt
At February 2, 2019, the carrying value and maturities of our debt portfolio were as follows:
| Debt Maturities | February 2, 2019 | ||||
| (dollars in millions) | Rate (a) | Balance | |||
| Due 2019-2023 | 3.4 | % | $ | 3,207 | |
| Due 2024-2028 | 3.3 | 2,179 | |||
| Due 2029-2033 | 6.6 | 561 | |||
| Due 2034-2038 | 6.8 | 1,109 | |||
| Due 2039-2043 | 4.0 | 1,465 | |||
| Due 2044-2048 | 3.7 | 1,726 | |||
| Total notes and debentures | 4.1 | 10,247 | |||
| Swap valuation adjustments | 7 | ||||
| Finance lease liabilities | 1,021 | ||||
| Less: Amounts due within one year | (1,052 | ) | |||
| Long-term debt and other borrowings | $ | 10,223 |
| (a) | Reflects the weighted average stated interest rate as of year-end. |
| Required Principal Payments (millions) | 2019 | 2020 | 2021 | 2022 | 2023 | ||||||||||
| Total required principal payments | $ | 1,002 | $ | 1,094 | $ | 1,056 | $ | 63 | $ | — |
In October 2017, we issued unsecured fixed rate debt of $750 million at 3.9 percent that matures in November 2047. In addition to debt repaid at its maturity during 2017, during October 2017, we repurchased $344 million of debt before its maturity at a market value of $463 million. We recognized a loss on early retirement of approximately $123 million, which was recorded in Net Interest Expense in our Consolidated Statements of Operations.
In April 2016, we issued unsecured fixed rate debt of $1 billion at 2.5 percent that matures in April 2026 and $1 billion at 3.625 percent that matures in April 2046. In addition to debt repaid at its maturity during 2016, during the first half of 2016, we repurchased $1,389 million of debt before its maturity at a market value of $1,800 million. We recognized a loss on early retirement of approximately $422 million, which was recorded in Net Interest Expense in our Consolidated Statements of Operations.
We obtain short-term financing from time to time under our commercial paper program.
| Commercial Paper (dollars in millions) | 2018 | 2017 | 2016 | ||||||
| Maximum daily amount outstanding during the year | $ | 658 | $ | — | $ | 89 | |||
| Average amount outstanding during the year | 63 | — | 1 | ||||||
| Amount outstanding at year-end | — | — | — | ||||||
| Weighted average interest rate | 2.00 | % | — | % | 0.43 | % |
In October 2018, we extended a committed $2.5 billion revolving credit facility by one year to October 2023. No balances were outstanding under our credit facility at any time during 2018, 2017, or 2016.
Substantially all of our outstanding borrowings are senior, unsecured obligations. Most of our long-term debt obligations contain covenants related to secured debt levels. In addition to a secured debt level covenant, our credit facility also contains a debt leverage covenant. We are, and expect to remain, in compliance with these covenants, which have no practical effect on our ability to pay dividends.
- Derivative Financial Instruments
Our derivative instruments primarily consist of interest rate swaps, which we use to mitigate interest rate risk. As a result of our use of derivative instruments, we have counterparty credit exposure to large global financial institutions. We monitor this concentration of counterparty credit risk on an ongoing basis. Note 7 provides the fair value and classification of these instruments.
During 2018, we entered into two interest rate swaps, each with a notional amount of $250 million, under which we pay a variable rate and receive a fixed rate. We designated these swaps as fair value hedges. Under the swap agreements, we pay a floating rate equal to 1-month London Interbank Offered Rate (LIBOR) and receive a weighted average fixed rate of 2.9 percent. The agreements have a weighted average remaining maturity of 6.3 years. Under the two previously existing swap agreements, which mature during 2019, we pay a floating rate equal to 3-month LIBOR and receive a weighted average fixed rate of 1.8 percent. With the addition of the two swaps entered into during 2018, as of February 2, 2019, four interest rate swaps with notional amounts totaling $1,500 million were designated as fair value hedges. As of February 3, 2018, two interest rate swaps with notional amounts totaling $1,000 million were designated as fair value hedges. No ineffectiveness was recognized in 2018 or 2017.
$10 million of interest rate swap-related assets were classified within Other Noncurrent Assets and $3 million of interest rate swap-related liabilities were classified within Other Current Liabilities as of February 2, 2019. $6 million of designated interest rate swap-related liabilities were classified within Other Noncurrent Liabilities as of February 3, 2018.
We recorded expense of $3 million during 2018 and income of $9 million and $24 million during 2017 and 2016, respectively, within Net Interest Expense on our Consolidated Statements of Operations related to periodic payments, valuation adjustments, and amortization of gains or losses on our interest rate swaps.
- Leases
We lease certain retail stores, warehouses, distribution centers, office space, land, and equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. For lease agreements entered into or reassessed after the adoption of Topic 842, we combine lease and nonlease components.
Most leases include one or more options to renew, with renewal terms that can extend the lease term from one to 50 years or more. The exercise of lease renewal options is at our sole discretion. Certain leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise.
Certain of our lease agreements include rental payments based on a percentage of retail sales over contractual levels and others include rental payments adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.
We rent or sublease certain real estate to third parties. Our lease and sublease portfolio consists mainly of operating leases with CVS Pharmacy Inc. (CVS) for space within our stores.
| Leases (millions) | Classification | February 2, 2019 | February 3, 2018 | ||||
| Assets | |||||||
| Operating | Operating Lease Assets | $ | 1,965 | $ | 1,884 | ||
| Finance | Buildings and Improvements, net of Accumulated Depreciation (a) | 872 | 836 | ||||
| Total leased assets | $ | 2,837 | $ | 2,720 | |||
| Liabilities | |||||||
| Current | |||||||
| Operating | Accrued and Other Current Liabilities | $ | 166 | $ | 148 | ||
| Finance | Current Portion of Long-term Debt and Other Borrowings | 53 | 80 | ||||
| Noncurrent | |||||||
| Operating | Noncurrent Operating Lease Liabilities | 2,004 | 1,924 | ||||
| Finance | Long-term Debt and Other Borrowings | 968 | 885 | ||||
| Total lease liabilities | $ | 3,191 | $ | 3,037 |
Note: As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the incremental borrowing rate on January 31, 2016, for operating leases that commenced prior to that date.
| (a) | Finance lease assets are recorded net of accumulated amortization of $371 million and $317 million as of February 2, 2019 and February 3, 2018, respectively. |
| Lease Cost (millions) | Classification | 2018 | 2017 | 2016 | ||||||
| Operating lease cost (a) | SG&A Expenses | $ | 251 | $ | 221 | $ | 199 | |||
| Finance lease cost | ||||||||||
| Amortization of leased assets | Depreciation and Amortization (b) | 65 | 63 | 87 | ||||||
| Interest on lease liabilities | Net Interest Expense | 42 | 42 | 36 | ||||||
| Sublease income (c) | Other Revenue | (11 | ) | (9 | ) | (7 | ) | |||
| Net lease cost | $ | 347 | $ | 317 | $ | 315 |
| (a) | Includes short-term leases and variable lease costs, which are immaterial. |
| (b) | Supply chain-related amounts are included in Cost of Sales. |
| (c) | Sublease income excludes rental income from owned properties of $47 million for 2018, 2017, and 2016, which is included in Other Revenue. |
| Maturity of Lease Liabilities (millions) | Operating Leases (a) | Finance Leases (b) | Total | ||||||
| 2019 | $ | 245 | $ | 98 | $ | 343 | |||
| 2020 | 238 | 98 | 336 | ||||||
| 2021 | 232 | 98 | 330 | ||||||
| 2022 | 226 | 99 | 325 | ||||||
| 2023 | 217 | 94 | 311 | ||||||
| After 2023 | 1,746 | 974 | 2,720 | ||||||
| Total lease payments | $ | 2,904 | $ | 1,461 | $ | 4,365 | |||
| Less: Interest | 734 | 440 | |||||||
| Present value of lease liabilities | $ | 2,170 | $ | 1,021 |
| (a) | Operating lease payments include $778 million related to options to extend lease terms that are reasonably certain of being exercised and exclude $341 million of legally binding minimum lease payments for leases signed but not yet commenced. |
| (b) | Finance lease payments include $127 million related to options to extend lease terms that are reasonably certain of being exercised and exclude $193 million of legally binding minimum lease payments for leases signed but not yet commenced. |
| Lease Term and Discount Rate | February 2, 2019 | February 3, 2018 | ||
| Weighted average remaining lease term (years) | ||||
| Operating leases | 14.2 | 15.2 | ||
| Finance leases | 15.4 | 15.4 | ||
| Weighted average discount rate | ||||
| Operating leases | 3.91 | % | 3.88 | % |
| Finance leases | 4.64 | % | 4.64 | % |
| Other Information (millions) | 2018 | 2017 | 2016 | ||||||
| Cash paid for amounts included in the measurement of lease liabilities | |||||||||
| Operating cash flows from operating leases | $ | 231 | $ | 198 | $ | 188 | |||
| Operating cash flows from finance leases | 45 | 42 | 36 | ||||||
| Financing cash flows from finance leases | 80 | 45 | 94 |
- Income Taxes
In December 2017, the U.S. government enacted the Tax Cuts and Jobs Act tax reform legislation (the Tax Act), which among other matters reduced the U.S. corporate income tax rate from 35 percent to 21 percent effective January 1, 2018.
In 2017, we recorded a provisional $343 million net tax benefit primarily related to the remeasurement of certain deferred tax assets and liabilities, including $372 million of benefit from the new lower rate, partially offset by $29 million of deferred income tax expense from our foreign operations. During 2018, we completed our Tax Act accounting and recorded adjustments to previously-recorded provisional amounts, resulting in a $36 million tax benefit primarily related to the remeasurement of deferred tax assets and liabilities.
Beginning with 2018, we are subject to a new tax on global intangible low-taxed income that is imposed on foreign earnings. We have made an accounting election to record this tax as a period cost and thus have not adjusted any of the deferred tax assets or liabilities of our foreign subsidiaries for the new tax. Net impacts of this new tax were immaterial and are included in our provision for income taxes for 2018.
Earnings from continuing operations before income taxes were $3,676 million, $3,630 million, and $3,961 million during 2018, 2017, and 2016, respectively, including $734 million, $722 million, and $336 million earned by our foreign entities subject to tax outside of the U.S.
| Tax Rate Reconciliation – Continuing Operations | 2018 | 2017 As Adjusted | 2016 As Adjusted | |||
| Federal statutory rate | 21.0 | % | 33.7 | % | 35.0 | % |
| State income taxes, net of the federal tax benefit | 3.6 | 2.2 | 2.7 | |||
| International | (1.3 | ) | (4.6 | ) | (2.6 | ) |
| Tax Act (a) | (1.0 | ) | (9.5 | ) | — | |
| Excess tax benefit related to share-based payments | (0.3 | ) | (0.1 | ) | (0.6 | ) |
| Federal tax credits | (1.1 | ) | (0.8 | ) | (0.7 | ) |
| Other | (0.6 | ) | (1.0 | ) | (1.1 | ) |
| Effective tax rate | 20.3 | % | 19.9 | % | 32.7 | % |
| (a) | Represents the discrete benefit of remeasuring our net deferred tax liabilities at the new lower U.S. corporate income tax rate. |
| Provision for Income Taxes (millions) | 2018 | 2017 As Adjusted | 2016 As Adjusted | ||||||
| Current: | |||||||||
| Federal | $ | 257 | $ | 746 | $ | 1,108 | |||
| State | 116 | 105 | 141 | ||||||
| International | 51 | 59 | 6 | ||||||
| Total current | 424 | 910 | 1,255 | ||||||
| Deferred: | |||||||||
| Federal | 263 | (229 | ) | 20 | |||||
| State | 57 | 27 | 21 | ||||||
| International | 2 | 14 | (1 | ) | |||||
| Total deferred | 322 | (188 | ) | 40 | |||||
| Total provision | $ | 746 | $ | 722 | $ | 1,295 |
| Net Deferred Tax Asset / (Liability) (millions) | February 2, 2019 | February 3, 2018 As Adjusted | ||||
| Gross deferred tax assets: | ||||||
| Accrued and deferred compensation | $ | 248 | $ | 262 | ||
| Accruals and reserves not currently deductible | 181 | 162 | ||||
| Self-insured benefits | 114 | 109 | ||||
| Deferred occupancy income | 157 | 164 | ||||
| Leased assets | 92 | 87 | ||||
| Other | 40 | 42 | ||||
| Total gross deferred tax assets | 832 | 826 | ||||
| Gross deferred tax liabilities: | ||||||
| Property and equipment | (1,557 | ) | (1,264 | ) | ||
| Inventory | (140 | ) | (130 | ) | ||
| Other | (95 | ) | (91 | ) | ||
| Total gross deferred tax liabilities | (1,792 | ) | (1,485 | ) | ||
| Total net deferred tax liability | $ | (960 | ) | $ | (659 | ) |
Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted income tax rates in effect for the year the temporary differences are expected to be recovered or settled. Tax rate changes affecting deferred tax assets and liabilities are recognized at the enactment date. We recognized a net tax benefit of $36 million and $372 million in 2018 and 2017, respectively, primarily because we remeasured our net deferred tax liabilities using the new lower U.S. corporate tax rate.
Beginning in 2017, due to changes effected by the Tax Act and other reasons, we have not asserted indefinite reinvestment in our foreign operations. Because of this change, we recorded a deferred tax charge of $29 million during 2017.
We file a U.S. federal income tax return and income tax returns in various states and foreign jurisdictions. The U.S. Internal Revenue Service has completed exams on the U.S. federal income tax returns for years 2015 and prior. With few exceptions, we are no longer subject to state and local or non-U.S. income tax examinations by tax authorities for years before 2009.
| Reconciliation of Liability for Unrecognized Tax Benefits (millions) | 2018 | 2017 | 2016 | ||||||
| Balance at beginning of period | $ | 325 | $ | 153 | $ | 153 | |||
| Additions based on tax positions related to the current year | 58 | 112 | 12 | ||||||
| Additions for tax positions of prior years | 10 | 142 | 6 | ||||||
| Reductions for tax positions of prior years | (91 | ) | (71 | ) | (16 | ) | |||
| Settlements | (2 | ) | (11 | ) | (2 | ) | |||
| Balance at end of period | $ | 300 | $ | 325 | $ | 153 |
If we were to prevail on all unrecognized tax benefits recorded, $252 million of the $300 million reserve would benefit the effective tax rate. In addition, the reversal of accrued penalties and interest would also benefit the effective tax rate. Interest and penalties associated with unrecognized tax benefits are recorded within income tax expense. During the years ended February 2, 2019, February 3, 2018, and January 28, 2017, we recorded an expense / (benefit) from accrued penalties and interest of $3 million, $(12) million, and $1 million, respectively. As of February 2, 2019, February 3, 2018, and January 28, 2017 total accrued interest and penalties were $32 million, $29 million, and $45 million, respectively.
It is reasonably possible that the amount of the unrecognized tax benefits with respect to our other unrecognized tax positions will increase or decrease during the next twelve months; however, an estimate of the amount or range of the change cannot be made at this time.
- Other Noncurrent Liabilities
| Other Noncurrent Liabilities (millions) | February 2, 2019 | February 3, 2018 As Adjusted | ||||
| Deferred occupancy income (a) | $ | 570 | $ | 600 | ||
| Deferred compensation | 472 | 503 | ||||
| Income tax | 312 | 332 | ||||
| Workers' compensation and general liability | 281 | 278 | ||||
| Pension benefits | 40 | 41 | ||||
| Other | 105 | 112 | ||||
| Total | $ | 1,780 | $ | 1,866 |
| (a) | To be amortized evenly through 2038. |
- Share Repurchase
We periodically repurchase shares of our common stock under a board-authorized repurchase program through a combination of open market transactions, accelerated share repurchase (ASR) arrangements and other privately negotiated transactions with financial institutions.
In an ASR arrangement, in exchange for an up-front payment, we receive an initial delivery of shares of our common stock and at settlement may receive additional shares, cash, or a combination of both. The total number of shares ultimately repurchased and, therefore, the average repurchase price paid per share, is determined upon settlement of the ASR based on the volume-weighted average price of our common stock during the term of the contract, less an agreed-upon discount. We retire shares in the period they are received and account for the up-front payment as a reduction to shareholders’ equity.
| Share Repurchases (millions, except per share data) | 2018 | 2017 | 2016 | ||||||
| Total number of shares purchased | 27.2 | 17.6 | 50.9 | ||||||
| Average price paid per share | $ | 75.88 | $ | 58.44 | $ | 72.35 | |||
| Total investment | $ | 2,067 | $ | 1,026 | $ | 3,686 |
- Share-Based Compensation
We maintain a long-term incentive plan (the Plan) for key team members and non-employee members of our Board of Directors. The Plan allows us to grant equity-based compensation awards, including stock options, stock appreciation rights, performance share units, restricted stock units, restricted stock awards, or a combination of awards (collectively, share-based awards). The number of unissued common shares reserved for future grants under the Plan was 19.3 million and 24.5 million at February 2, 2019 and February 3, 2018, respectively.
Compensation expense associated with share-based awards is recognized on a straight-line basis over the required service period and reflects estimated forfeitures. Share-based compensation expense recognized in SG&A Expenses was $134 million, $115 million, and $116 million in 2018, 2017, and 2016, respectively. The related income tax benefit was $26 million, $26 million, and $43 million in 2018, 2017, and 2016, respectively.
Restricted Stock Units
We issue restricted stock units and performance-based restricted stock units generally with three-year cliff or four-year graduated vesting from the grant date (collectively restricted stock units) to certain team members. The final number of shares issued under performance-based restricted stock units is based on our total shareholder return relative to a retail peer group over a three-year performance period. We also regularly issue restricted stock units to our Board of Directors, which vest quarterly over a one-year period and are settled in shares of Target common stock upon departure from the Board. The fair value for restricted stock units is calculated based on the stock price on the date of grant, incorporating an analysis of the total shareholder return performance measure where applicable. The weighted average grant date fair value for restricted stock units was $72.65, $56.19, and $74.05 in 2018, 2017, and 2016, respectively.
| Restricted Stock Unit Activity | Total Nonvested Units | ||||
| Restricted Stock (a) | Grant Date Fair Value (b) | ||||
| February 3, 2018 | 3,763 | $ | 64.35 | ||
| Granted | 2,269 | 72.65 | |||
| Forfeited | (485 | ) | 66.25 | ||
| Vested | (1,732 | ) | 68.62 | ||
| February 2, 2019 | 3,815 | $ | 66.86 |
| (a) | Represents the number of shares of restricted stock units, in thousands. For performance-based restricted stock units, assumes attainment of maximum payout rates as set forth in the performance criteria. Applying actual or expected payout rates, the number of outstanding restricted stock units and performance-based restricted stock units at February 2, 2019 was 3,708 thousand. |
| (b) | Weighted average per unit. |
The expense recognized each period is partially dependent upon our estimate of the number of shares that will ultimately be issued. At February 2, 2019, there was $125 million of total unrecognized compensation expense related to restricted stock units, which is expected to be recognized over a weighted average period of 2.7 years. The fair value of restricted stock units vested and converted to shares of Target common stock was $119 million, $87 million, and $75 million in 2018, 2017, and 2016, respectively.
Performance Share Units
We issue performance share units to certain team members that represent shares potentially issuable in the future. Issuance is based upon our performance relative to a retail peer group over a three-year performance period on certain measures including sales growth, return on invested capital, and EPS growth. The fair value of performance share units is calculated based on the stock price on the date of grant. The weighted average grant date fair value for performance share units was $70.94, $55.93, and $71.37 in 2018, 2017, and 2016, respectively.
| Performance Share Unit Activity | Total Nonvested Units | ||||
| Performance Share Units (a) | Grant Date Fair Value (b) | ||||
| February 3, 2018 | 3,824 | $ | 68.23 | ||
| Granted | 1,121 | 70.94 | |||
| Forfeited | (741 | ) | 64.16 | ||
| Vested | (581 | ) | 74.15 | ||
| February 2, 2019 | 3,623 | $ | 67.47 |
| (a) | Represents the number of performance share units, in thousands. Assumes attainment of maximum payout rates as set forth in the performance criteria. Applying actual or expected payout rates, the number of outstanding performance share units at February 2, 2019 was 2,004 thousand. |
| (b) | Weighted average per unit. |
The expense recognized each period is partially dependent upon our estimate of the number of shares that will ultimately be issued. Future compensation expense for unvested awards could reach a maximum of $144 million assuming payout of all unvested awards. The unrecognized expense is expected to be recognized over a weighted average period of 1.2 years. The fair value of performance share units vested and converted to shares of Target common stock was $43 million in 2018, $30 million in 2017, and $1 million in 2016.
Stock Options
In May 2017, we granted price-vested stock options (price-vested options) to certain team members, which have met the market condition and will become exercisable in 2020 pending service condition achievement. Shares received upon exercise, net of exercise costs and taxes, are subject to a one-year post-exercise holding period. The fair value of the price-vested options was estimated using a lattice model.
Through 2013, we granted nonqualified stock options to certain team members. All are vested and currently exercisable.
| Stock Option Activity | Stock Options | ||||||||||||||||
| Total Outstanding | Exercisable | ||||||||||||||||
| Number of Options (a) | Exercise Price (b) | Intrinsic Value (c) | Number of Options (a) | Exercise Price (b) | Intrinsic Value (c) | ||||||||||||
| February 3, 2018 | 5,938 | $ | 54.53 | $ | 109 | 3,913 | $ | 53.97 | $ | 74 | |||||||
| Granted | — | — | |||||||||||||||
| Expired/forfeited | (89 | ) | 53.85 | ||||||||||||||
| Exercised/issued | (1,859 | ) | 52.53 | ||||||||||||||
| February 2, 2019 | 3,990 | $ | 55.49 | $ | 63 | 2,039 | $ | 55.38 | $ | 32 |
| (a) | In thousands. |
| (b) | Weighted average per share. |
| (c) | Represents stock price appreciation subsequent to the grant date, in millions. |
| Stock Option Exercises (millions) | 2018 | 2017 | 2016 | ||||||
| Cash received for exercise price | $ | 96 | $ | 109 | $ | 219 | |||
| Intrinsic value | 50 | 34 | 103 | ||||||
| Income tax benefit | 12 | 13 | 40 |
At February 2, 2019, there was $5 million of total unrecognized compensation expense related to nonvested price-vested options, which is expected to be recognized over a weighted average period of 1.3 years. The weighted average remaining life of exercisable options is 2.8 years, and the weighted average remaining life of all outstanding options is 4.0 years. No options vested in 2018 or 2017. The total fair value of options vested in 2016 was $9 million.
- Defined Contribution Plans
Team members who meet eligibility requirements can participate in a defined contribution 401(k) plan by investing up to 80 percent of their eligible earnings, as limited by statute or regulation. We match 100 percent of each team member's contribution up to 5 percent of eligible earnings. Company match contributions are made to funds designated by the participant, none of which are based on Target common stock.
In addition, we maintain a nonqualified, unfunded deferred compensation plan for approximately 2,100 current and retired team members whose participation in our 401(k) plan is limited by statute or regulation. These team members choose from a menu of crediting rate alternatives that are generally the same as the investment choices in our 401(k) plan, but also includes a fund based on Target common stock. We credit an additional 2 percent per year to the accounts of all active participants, excluding executive officers, in part to recognize the risks inherent to their participation in this plan. We also maintain a frozen nonqualified, unfunded deferred compensation plan covering approximately 50 participants. Our total liability under these plans was $517 million and $542 million at February 2, 2019 and February 3, 2018, respectively.
We mitigate our risk of offering the nonqualified plans through investing in company-owned life insurance and prepaid forward contracts that substantially offset our economic exposure to the returns of these plans. These investments are general corporate assets and are marked to market with the related gains and losses recognized in the Consolidated Statements of Operations in the period they occur. See Note 12 for additional information.
| Plan Expenses | |||||||||
| (millions) | 2018 | 2017 | 2016 | ||||||
| 401(k) plan matching contributions expense | $ | 229 | $ | 219 | $ | 197 | |||
| Nonqualified deferred compensation plans | |||||||||
| Benefits expense | 18 | 83 | 58 | ||||||
| Related investment expense (income) | 6 | (48 | ) | (38 | ) | ||||
| Nonqualified plan net expense | $ | 24 | $ | 35 | $ | 20 |
- Pension Plans
We have qualified defined benefit pension plans covering team members who meet age and service requirements, including date of hire in certain circumstances. Effective January 1, 2009, our U.S. qualified defined benefit pension plan was closed to new participants, with limited exceptions. We also have unfunded nonqualified pension plans for team members with qualified plan compensation restrictions. Eligibility for, and the level of, these benefits varies depending on each team member's date of hire, length of service and/or team member compensation.
| Funded Status | Qualified Plans | Nonqualified Plans | |||||||||||
| (millions) | 2018 | 2017 | 2018 | 2017 | |||||||||
| Projected benefit obligations | $ | 3,928 | $ | 4,092 | $ | 30 | $ | 32 | |||||
| Fair value of plan assets | 3,925 | 4,117 | — | — | |||||||||
| Funded / (underfunded) status | $ | (3 | ) | $ | 25 | $ | (30 | ) | $ | (32 | ) |
Contributions and Estimated Future Benefit Payments
Our obligations to plan participants can be met over time through a combination of company contributions to these plans and earnings on plan assets. We are not required to make any contributions to our qualified defined benefit pension plans in 2019. However, depending on investment performance and plan funded status, we may elect to make a contribution.
| Estimated Future Benefit Payments (millions) | Pension Benefits | ||
| 2019 | $ | 284 | |
| 2020 | 202 | ||
| 2021 | 211 | ||
| 2022 | 219 | ||
| 2023 | 226 | ||
| 2024-2028 | 1,235 |
Cost of Plans
| Net Pension Benefits Expense | ||||||||||
| (millions) | Classification | 2018 | 2017 | 2016 | ||||||
| Service cost benefits earned | SG&A Expenses | $ | 95 | $ | 86 | $ | 87 | |||
| Interest cost on projected benefit obligation | Net Other (Income) / Expense | 146 | 140 | 134 | ||||||
| Expected return on assets | Net Other (Income) / Expense | (246 | ) | (250 | ) | (256 | ) | |||
| Amortization of losses | Net Other (Income) / Expense | 82 | 61 | 46 | ||||||
| Amortization of prior service cost | Net Other (Income) / Expense | (11 | ) | (11 | ) | (11 | ) | |||
| Settlement and special termination charges | Net Other (Income) / Expense | 4 | 1 | 2 | ||||||
| Total | $ | 70 | $ | 27 | $ | 2 |
Assumptions
| Benefit Obligation Weighted Average Assumptions | ||||
| 2018 | 2017 | |||
| Discount rate | 4.28 | % | 3.93 | % |
| Average assumed rate of compensation increase | 3.00 | 3.00 |
| Net Periodic Benefit Expense Weighted Average Assumptions | ||||||
| 2018 | 2017 | 2016 | ||||
| Discount rate | 3.93 | % | 4.40 | % | 4.70 | % |
| Expected long-term rate of return on plan assets | 6.30 | 6.55 | 6.80 | |||
| Average assumed rate of compensation increase | 3.00 | 3.00 | 3.00 |
The weighted average assumptions used to measure net periodic benefit expense each year are the rates as of the beginning of the year (i.e., the prior measurement date). Based on a stable asset allocation, our most recent compound annual rate of return on qualified plans' assets was 5.0 percent, 7.3 percent, 6.7 percent, and 6.0 percent for the 5-year, 10-year, 15-year, and 20-year time periods, respectively.
The market-related value of plan assets, which is used in calculating expected return on assets in net periodic benefit cost, is determined each year by adjusting the previous year's value by expected return, benefit payments, and cash contributions. The market-related value is adjusted for asset gains and losses in equal 20 percent adjustments over a 5-year period.
We review the expected long-term rate of return annually and revise it as appropriate. Additionally, we monitor the mix of investments in our portfolio to ensure alignment with our long-term strategy to manage pension cost and reduce volatility in our assets. Our 2018 expected annualized long-term rate of return assumptions were 6.5 percent for domestic equity securities, 7.5 percent for international equity securities, 4.5 percent for long-duration debt securities, 7.5 percent for balanced funds, and 8.5 percent for other investments. These estimates are a judgmental matter in which we consider the composition of our asset portfolio, our historical long-term investment performance, and current market conditions.
Benefit Obligation
| Change in Projected Benefit Obligation | Qualified Plans | Nonqualified Plans | |||||||||||
| (millions) | 2018 | 2017 | 2018 | 2017 | |||||||||
| Benefit obligation at beginning of period | $ | 4,092 | $ | 3,760 | $ | 32 | $ | 32 | |||||
| Service cost | 94 | 85 | 1 | 1 | |||||||||
| Interest cost | 145 | 139 | 1 | 1 | |||||||||
| Actuarial (gain) / loss | (168 | ) | 270 | — | 1 | ||||||||
| Participant contributions | 6 | 6 | — | — | |||||||||
| Benefits paid | (241 | ) | (168 | ) | (4 | ) | (3 | ) | |||||
| Benefit obligation at end of period (a) | $ | 3,928 | $ | 4,092 | $ | 30 | $ | 32 |
| (a) | Accumulated benefit obligation—the present value of benefits earned to date assuming no future salary growth—is materially consistent with the projected benefit obligation in each period presented. |
Plan Assets
| Change in Plan Assets | Qualified Plans | Nonqualified Plans | |||||||||||
| (millions) | 2018 | 2017 | 2018 | 2017 | |||||||||
| Fair value of plan assets at beginning of period | $ | 4,117 | $ | 3,785 | $ | — | $ | — | |||||
| Actual return on plan assets | (66 | ) | 493 | — | — | ||||||||
| Employer contributions | 109 | 1 | 4 | 3 | |||||||||
| Participant contributions | 6 | 6 | — | — | |||||||||
| Benefits paid | (241 | ) | (168 | ) | (4 | ) | (3 | ) | |||||
| Fair value of plan assets at end of period | $ | 3,925 | $ | 4,117 | $ | — | $ | — |
Our asset allocation policy is designed to reduce the long-term cost of funding our pension obligations. The plan invests with both passive and active investment managers depending on the investment. The plan also seeks to reduce the risk associated with adverse movements in interest rates by employing an interest rate hedging program, which may include the use of interest rate swaps, total return swaps, and other instruments.
| Asset Category | Current Targeted | Actual Allocation | ||||
| Allocation | 2018 | 2017 | ||||
| Domestic equity securities (a) | 14 | % | 13 | % | 16 | % |
| International equity securities | 9 | 9 | 10 | |||
| Debt securities | 45 | 47 | 44 | |||
| Balanced funds | 23 | 24 | 23 | |||
| Other (b) | 9 | 7 | 7 | |||
| Total | 100 | % | 100 | % | 100 | % |
| (a) | Equity securities include our common stock in amounts substantially less than 1 percent of total plan assets in both periods presented. |
| (b) | Other assets include private equity, mezzanine and high-yield debt, natural resources and timberland funds, multi-strategy hedge funds, derivative instruments, and real estate. |
| Fair Value Measurements | Fair Value at | |||||||
| (millions) | Pricing Category | January 31, 2019 | January 31, 2018 | |||||
| Cash and cash equivalents | Level 1 | $ | 3 | $ | 4 | |||
| Government securities (a) | Level 2 | 631 | 531 | |||||
| Fixed income (b) | Level 2 | 1,123 | 1,145 | |||||
| Derivatives | Level 2 | 12 | 19 | |||||
| 1,769 | 1,699 | |||||||
| Investments valued using NAV per share (c) | ||||||||
| Cash and cash equivalents | 100 | 185 | ||||||
| Common collective trusts | 828 | 966 | ||||||
| Fixed Income | 54 | 55 | ||||||
| Balanced funds | 952 | 959 | ||||||
| Private equity funds | 84 | 97 | ||||||
| Other | 138 | 156 | ||||||
| Total plan assets | $ | 3,925 | $ | 4,117 |
| (a) | Investments in government securities and long-term government bonds. |
| (b) | Investments in corporate and municipal bonds. |
| (c) | In accordance with Subtopic 820-10, certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the statement of financial position. |
| Position | Valuation Technique | |
| Cash and cash equivalents | Carrying value approximates fair value. | |
| Government securities and fixed income | Valued using matrix pricing models and quoted prices of securities with similar characteristics. | |
| Derivatives | Swap derivatives - Valuations are based on observable inputs to the valuation model (e.g., interest rates and credit spreads). Model inputs are changed only when corroborated by market data. A credit risk adjustment is made on each swap using observable market credit spreads. Option derivatives - Valued at transaction price initially. Subsequent valuations are based on observable inputs to the valuation model (e.g., underlying investments). |
Amounts Included in Shareholders' Equity
| Amounts in Accumulated Other Comprehensive Income | ||||||
| (millions) | 2018 | 2017 | ||||
| Net actuarial loss | $ | 1,060 | $ | 1,001 | ||
| Prior service credits | (24 | ) | (35 | ) | ||
| Amounts in Accumulated Other Comprehensive Income (a)(b) | $ | 1,036 | $ | 966 |
| (a) | $772 million and $720 million, net of tax, at the end of 2018 and 2017, respectively. |
| (b) | We expect 2019 net pension expense to include amortization expense of $51 million ($38 million, net of tax) related to net actuarial loss and prior service credit balances included in Accumulated Other Comprehensive Income. |
- Accumulated Other Comprehensive Income
| (millions) | Cash Flow Hedges | Currency Translation Adjustment | Pension and Other Benefit | Total | |||||||||||
| February 3, 2018 | $ | (14 | ) | $ | (13 | ) | $ | (720 | ) | $ | (747 | ) | |||
| Other Comprehensive Income / (Loss) before reclassifications, net of tax | — | (7 | ) | (107 | ) | (114 | ) | ||||||||
| Amounts reclassified from AOCI, net of tax | 1 | (a) | — | 55 | (b) | 56 | |||||||||
| February 2, 2019 | $ | (13 | ) | $ | (20 | ) | $ | (772 | ) | $ | (805 | ) |
| (a) | Represents amortization of gains and losses on cash flow hedges, net of taxes, which is recorded in Net Interest Expense on the Consolidated Statements of Operations. |
| (b) | Represents amortization of pension gains and losses, net of $19 million of taxes, which is recorded in SG&A Expenses on the Consolidated Statements of Operations. See Note 24 for additional information. |
- Quarterly Results (Unaudited)
Due to the seasonal nature of our business, fourth quarter operating results typically represent a substantially larger share of total year revenues and earnings because they include the November and December holiday sales period. We follow the same accounting policies for preparing quarterly and annual financial data. The table below summarizes quarterly results for 2018 and 2017:
| Quarterly Results | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | Total Year | |||||||||||||||||||||||||||||
| (millions, except per share data) | 2018 | 2017 | 2018 | 2017 | 2018 | 2017 | 2018 | 2017 (a) | 2018 | 2017 (a) | ||||||||||||||||||||||||
| Sales | $ | 16,556 | $ | 15,995 | $ | 17,552 | $ | 16,410 | $ | 17,590 | $ | 16,647 | $ | 22,734 | $ | 22,734 | $ | 74,433 | $ | 71,786 | ||||||||||||||
| Other revenue | 225 | 228 | 224 | 224 | 231 | 227 | 243 | 249 | 923 | 928 | ||||||||||||||||||||||||
| Total revenue | 16,781 | 16,223 | 17,776 | 16,634 | 17,821 | 16,874 | 22,977 | 22,983 | 75,356 | 72,714 | ||||||||||||||||||||||||
| Cost of sales | 11,625 | 11,199 | 12,239 | 11,419 | 12,535 | 11,712 | 16,900 | 16,795 | 53,299 | 51,125 | ||||||||||||||||||||||||
| Selling, general, and administrative expenses | 3,545 | 3,353 | 3,865 | 3,601 | 3,937 | 3,733 | 4,376 | 4,454 | 15,723 | 15,140 | ||||||||||||||||||||||||
| Depreciation and amortization (exclusive of depreciation included in cost of sales) | 570 | 516 | 539 | 521 | 530 | 582 | 584 | 605 | 2,224 | 2,225 | ||||||||||||||||||||||||
| Operating income | 1,041 | 1,155 | 1,133 | 1,093 | 819 | 847 | 1,117 | 1,129 | 4,110 | 4,224 | ||||||||||||||||||||||||
| Net interest expense | 121 | 140 | 115 | 131 | 115 | 251 | 110 | 131 | 461 | 653 | ||||||||||||||||||||||||
| Net other (income) / expense | (7 | ) | (15 | ) | (4 | ) | (15 | ) | (9 | ) | (15 | ) | (7 | ) | (14 | ) | (27 | ) | (59 | ) | ||||||||||||||
| Earnings from continuing operations before income taxes | 927 | 1,030 | 1,022 | 977 | 713 | 611 | 1,014 | 1,012 | 3,676 | 3,630 | ||||||||||||||||||||||||
| Provision for income taxes | 210 | 355 | 223 | 307 | 97 | 135 | 216 | (76 | ) | 746 | 722 | |||||||||||||||||||||||
| Net earnings from continuing operations | 717 | 675 | 799 | 670 | 616 | 476 | 798 | 1,088 | 2,930 | 2,908 | ||||||||||||||||||||||||
| Discontinued operations, net of tax | 1 | 3 | — | 1 | 6 | 2 | 1 | (1 | ) | 7 | 6 | |||||||||||||||||||||||
| Net earnings | $ | 718 | $ | 678 | $ | 799 | $ | 671 | $ | 622 | $ | 478 | $ | 799 | $ | 1,087 | $ | 2,937 | $ | 2,914 | ||||||||||||||
| Basic earnings per share | ||||||||||||||||||||||||||||||||||
| Continuing operations | $ | 1.34 | $ | 1.22 | $ | 1.50 | $ | 1.22 | $ | 1.17 | $ | 0.87 | $ | 1.53 | $ | 2.01 | $ | 5.54 | $ | 5.32 | ||||||||||||||
| Discontinued operations | — | 0.01 | — | — | 0.01 | — | — | — | 0.01 | 0.01 | ||||||||||||||||||||||||
| Net earnings per share | $ | 1.34 | $ | 1.23 | $ | 1.50 | $ | 1.22 | $ | 1.18 | $ | 0.88 | $ | 1.54 | $ | 2.01 | $ | 5.55 | $ | 5.32 | ||||||||||||||
| Diluted earnings per share | ||||||||||||||||||||||||||||||||||
| Continuing operations | $ | 1.33 | $ | 1.21 | $ | 1.49 | $ | 1.21 | $ | 1.16 | $ | 0.87 | $ | 1.52 | $ | 1.99 | $ | 5.50 | $ | 5.29 | ||||||||||||||
| Discontinued operations | — | 0.01 | — | — | 0.01 | — | — | — | 0.01 | 0.01 | ||||||||||||||||||||||||
| Net earnings per share | $ | 1.33 | $ | 1.22 | $ | 1.49 | $ | 1.22 | $ | 1.17 | $ | 0.87 | $ | 1.52 | $ | 1.99 | $ | 5.51 | $ | 5.29 | ||||||||||||||
| Dividends declared per share | $ | 0.62 | $ | 0.60 | $ | 0.64 | $ | 0.62 | $ | 0.64 | $ | 0.62 | $ | 0.64 | $ | 0.62 | $ | 2.54 | $ | 2.46 |
Note: Per share amounts are computed independently for each of the quarters presented. The sum of the quarters may not equal the total year amount due to the impact of changes in average quarterly shares outstanding and all other quarterly amounts may not equal the total year due to rounding. 2017 amounts are adjusted to conform with current year presentation. Refer to Note 2.
| (a) | The fourth quarter and full year 2018 consisted of 13 weeks and 52 weeks, respectively, compared with 14 weeks and 53 weeks in the comparable prior-year periods. |
Previous: Item 7A. Quantitative and Qualitative Disclosures About Market Risk · Next: Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure