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BATH & BODY WORKS, INC.
DE
31-1029810
Three Limited Parkway
Columbus,
OH
43230
(614)
415-7000
Not Applicable
Yes
Yes
Large Accelerated Filer
false
false
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Common Stock, $0.50 Par Value
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Description of Business and Basis of Presentation
Description of Business
Bath & Body Works, Inc. (the “Company”) is a global omnichannel retailer focused on personal care and home fragrance. The Company sells merchandise through its retail stores in the United States of America (“U.S.”) and Canada, and through its websites and other channels, under the Bath & Body Works®, White Barn® and other brand names. The Company’s international business is conducted through franchise, license and wholesale partners.
Fiscal Year
The Company’s fiscal year ends on the Saturday nearest to January 31. As used herein, “first quarter of 2025” and “first quarter of 2024” refer to the thirteen-week periods ended May 3, 2025 and May 4, 2024, respectively, and references to “quarter” and “year” each refer to the fiscal calendar period.
Basis of Consolidation
The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company accounts for investments in unconsolidated entities where it exercises significant influence, but does not have control, using the equity method. Under the equity method of accounting, the Company recognizes its share of the investee’s net income or loss. Losses are only recognized to the extent the Company has positive carrying value related to the investee. Carrying values are only reduced below zero if the Company has an obligation to provide funding to the investee. The Company’s share of net income or loss of all unconsolidated entities is included in Other Income, Net in the Consolidated Statements of Income. The Company’s equity method investments are required to be reviewed for impairment when it is determined there may be an other-than-temporary loss in value.
Interim Financial Statements
The Consolidated Financial Statements as of and for the periods ended May 3, 2025 and May 4, 2024 are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto contained in the Company’s 2024 Annual Report on Form 10-K.
In the opinion of management, the accompanying Consolidated Financial Statements reflect all adjustments that are of a normal recurring nature and necessary for a fair presentation of the results for the interim periods.
Seasonality of Business
The Company’s operations are seasonal in nature and consist of two principal selling seasons: Spring (the first and second quarters) and Fall (the third and fourth quarters). Typically, the Company’s sales are highest during the fourth quarter of the fiscal year due to seasonal and holiday-related sales patterns. Due to the seasonal variations in the retail industry, the results of operations for the interim periods are not necessarily indicative of the results expected for the full fiscal year.
Derivative Financial Instruments
The Company’s Canadian dollar denominated earnings are subject to exchange rate risk as substantially all the Company’s merchandise sold in Canada is sourced through U.S. dollar transactions. The Company uses foreign currency forward contracts designated as cash flow hedges to mitigate this foreign currency exposure. Amounts are reclassified from Accumulated Other Comprehensive Income upon sale of the hedged merchandise to the customer. These gains and losses are recognized in Costs of Goods Sold, Buying and Occupancy in the Consolidated Statements of Income. All designated cash flow hedges are recorded on the Consolidated Balance Sheets at fair value. The fair value of designated cash flow hedges is not significant for any period presented. The Company does not use derivative financial instruments for trading purposes.
Supplier Finance Program
In the fourth quarter of 2024, the Company implemented a supply chain finance (“SCF”) program agreement with a third-party financial institution, whereby the Company’s merchandise suppliers have the opportunity to settle outstanding payment obligations early, at a discount, facilitated by the financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by suppliers’ participation in the arrangement and the Company provides no guarantees to any third parties under the SCF program. Amounts due under the SCF program are included in Accounts Payable in the Consolidated Balance Sheets and within Operating Activities in the Consolidated Statements of Cash
Flows. Amounts due under the SCF program were $52 million and $7 million as of May 3, 2025 and February 1, 2025, respectively.
Concentration of Credit Risk
The Company maintains cash and cash equivalents and derivative contracts with various major financial institutions. The Company monitors the relative credit standing of financial institutions with whom it transacts and limits the amount of credit exposure with any one entity. The Company’s investment portfolio is primarily composed of U.S. government obligations, U.S. Treasury and AAA-rated money market funds, commercial paper and bank deposits.
The Company also periodically reviews the relative credit standing of franchise, license and wholesale partners and other entities to which it grants credit terms in the normal course of business. The Company determines the required allowance for expected credit losses using information such as customer credit history and financial condition. Amounts are recorded to the allowance when it is determined that expected credit losses may occur.
Easton Investments
The Company has land and other investments in Easton, a planned community in Columbus, Ohio, that integrates office, hotel, retail, residential and recreational space. As of May 3, 2025 and February 1, 2025, certain of these investments met all of the required criteria for held for sale presentation, which requires assets to be reported at the lower of their carrying value or fair value less costs to sell. These investments, consisting primarily of undeveloped land, are reported at their carrying value, which was $97 million and $96 million as of May 3, 2025 and February 1, 2025, respectively, within Current Assets on the Consolidated Balance Sheets. The Company also had other Easton investments not presented as held for sale, with a carrying value of $24 million and $26 million as of May 3, 2025 and February 1, 2025, respectively.
The Company’s Easton investments totaled $121 million as of May 4, 2024, and are reported in Other Assets on the May 4, 2024 Consolidated Balance Sheet as they did not meet all of the required criteria for held for sale presentation as of that date.
Previously included in the Company’s Easton investments were equity interests in Easton Town Center, LLC (“ETC”) and Easton Gateway, LLC (“EG”), entities that own and develop commercial entertainment and shopping centers. The Company’s investments in ETC and EG were accounted for using the equity method of accounting. In the second quarter of 2024, the Company sold its entire interest in the business associated with EG and its entire interest in ETC.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period, as well as the related disclosure of contingent assets and liabilities at the date of the financial statements. Actual results may differ from those estimates, and the Company revises its estimates and assumptions as new information becomes available.
Recently Issued Accounting Pronouncements
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures, that requires enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of adopting this standard on its disclosures.
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses, that requires disclosures of disaggregated information about certain prescribed expense categories within relevant income statement expense captions. This standard is effective for annual reporting of fiscal years beginning after December 15, 2026, and for interim periods in the following year, with early adoption permitted. This standard should be applied prospectively, with retrospective application permitted. The Company is currently evaluating the impact of adopting this standard on its disclosures.
Description of Business
Bath & Body Works, Inc. (the “Company”) is a global omnichannel retailer focused on personal care and home fragrance. The Company sells merchandise through its retail stores in the United States of America (“U.S.”) and Canada, and through its websites and other channels, under the Bath & Body Works®, White Barn® and other brand names. The Company’s international business is conducted through franchise, license and wholesale partners.
Fiscal Year
The Company’s fiscal year ends on the Saturday nearest to January 31. As used herein, “first quarter of 2025” and “first quarter of 2024” refer to the thirteen-week periods ended May 3, 2025 and May 4, 2024, respectively, and references to “quarter” and “year” each refer to the fiscal calendar period.
Basis of Consolidation
The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The Company accounts for investments in unconsolidated entities where it exercises significant influence, but does not have control, using the equity method. Under the equity method of accounting, the Company recognizes its share of the investee’s net income or loss. Losses are only recognized to the extent the Company has positive carrying value related to the investee. Carrying values are only reduced below zero if the Company has an obligation to provide funding to the investee. The Company’s share of net income or loss of all unconsolidated entities is included in Other Income, Net in the Consolidated Statements of Income. The Company’s equity method investments are required to be reviewed for impairment when it is determined there may be an other-than-temporary loss in value.
Interim Financial Statements
The Consolidated Financial Statements as of and for the periods ended May 3, 2025 and May 4, 2024 are unaudited and are presented pursuant to the rules and regulations of the Securities and Exchange Commission. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto contained in the Company’s 2024 Annual Report on Form 10-K.
In the opinion of management, the accompanying Consolidated Financial Statements reflect all adjustments that are of a normal recurring nature and necessary for a fair presentation of the results for the interim periods.
Seasonality of Business
The Company’s operations are seasonal in nature and consist of two principal selling seasons: Spring (the first and second quarters) and Fall (the third and fourth quarters). Typically, the Company’s sales are highest during the fourth quarter of the fiscal year due to seasonal and holiday-related sales patterns. Due to the seasonal variations in the retail industry, the results of operations for the interim periods are not necessarily indicative of the results expected for the full fiscal year.
2
Derivative Financial Instruments
The Company’s Canadian dollar denominated earnings are subject to exchange rate risk as substantially all the Company’s merchandise sold in Canada is sourced through U.S. dollar transactions. The Company uses foreign currency forward contracts designated as cash flow hedges to mitigate this foreign currency exposure. Amounts are reclassified from Accumulated Other Comprehensive Income upon sale of the hedged merchandise to the customer. These gains and losses are recognized in Costs of Goods Sold, Buying and Occupancy in the Consolidated Statements of Income. All designated cash flow hedges are recorded on the Consolidated Balance Sheets at fair value. The fair value of designated cash flow hedges is not significant for any period presented. The Company does not use derivative financial instruments for trading purposes.
Supplier Finance Program
In the fourth quarter of 2024, the Company implemented a supply chain finance (“SCF”) program agreement with a third-party financial institution, whereby the Company’s merchandise suppliers have the opportunity to settle outstanding payment obligations early, at a discount, facilitated by the financial institution. The Company’s obligations to its suppliers, including amounts due and scheduled payment terms, are not impacted by suppliers’ participation in the arrangement and the Company provides no guarantees to any third parties under the SCF program. Amounts due under the SCF program are included in Accounts Payable in the Consolidated Balance Sheets and within Operating Activities in the Consolidated Statements of Cash
Flows. Amounts due under the SCF program were $52 million and $7 million as of May 3, 2025 and February 1, 2025, respectively.
52000000
7000000
Concentration of Credit Risk
The Company maintains cash and cash equivalents and derivative contracts with various major financial institutions. The Company monitors the relative credit standing of financial institutions with whom it transacts and limits the amount of credit exposure with any one entity. The Company’s investment portfolio is primarily composed of U.S. government obligations, U.S. Treasury and AAA-rated money market funds, commercial paper and bank deposits.
The Company also periodically reviews the relative credit standing of franchise, license and wholesale partners and other entities to which it grants credit terms in the normal course of business. The Company determines the required allowance for expected credit losses using information such as customer credit history and financial condition. Amounts are recorded to the allowance when it is determined that expected credit losses may occur.
Easton Investments
The Company has land and other investments in Easton, a planned community in Columbus, Ohio, that integrates office, hotel, retail, residential and recreational space. As of May 3, 2025 and February 1, 2025, certain of these investments met all of the required criteria for held for sale presentation, which requires assets to be reported at the lower of their carrying value or fair value less costs to sell. These investments, consisting primarily of undeveloped land, are reported at their carrying value, which was $97 million and $96 million as of May 3, 2025 and February 1, 2025, respectively, within Current Assets on the Consolidated Balance Sheets. The Company also had other Easton investments not presented as held for sale, with a carrying value of $24 million and $26 million as of May 3, 2025 and February 1, 2025, respectively.
The Company’s Easton investments totaled $121 million as of May 4, 2024, and are reported in Other Assets on the May 4, 2024 Consolidated Balance Sheet as they did not meet all of the required criteria for held for sale presentation as of that date.
Previously included in the Company’s Easton investments were equity interests in Easton Town Center, LLC (“ETC”) and Easton Gateway, LLC (“EG”), entities that own and develop commercial entertainment and shopping centers. The Company’s investments in ETC and EG were accounted for using the equity method of accounting. In the second quarter of 2024, the Company sold its entire interest in the business associated with EG and its entire interest in ETC.
97000000
96000000
24000000
26000000
121000000
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period, as well as the related disclosure of contingent assets and liabilities at the date of the financial statements. Actual results may differ from those estimates, and the Company revises its estimates and assumptions as new information becomes available.
Recently Issued Accounting Pronouncements
In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures, that requires enhanced income tax disclosures, primarily related to standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. This standard is effective for fiscal years beginning after December 15, 2024, with early adoption permitted, and may be applied either prospectively or retrospectively. The Company is currently evaluating the impact of adopting this standard on its disclosures.
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses, that requires disclosures of disaggregated information about certain prescribed expense categories within relevant income statement expense captions. This standard is effective for annual reporting of fiscal years beginning after December 15, 2026, and for interim periods in the following year, with early adoption permitted. This standard should be applied prospectively, with retrospective application permitted. The Company is currently evaluating the impact of adopting this standard on its disclosures.
Revenue RecognitionAccounts receivable, net from revenue-generating activities were $67 million as of May 3, 2025, $81 million as of February 1, 2025 and $74 million as of May 4, 2024. These accounts receivable primarily relate to amounts due from the Company’s franchise, license and wholesale partners. Under these arrangements, payment terms are typically 45 to 75 days.
The Company records deferred revenue when cash payments are received in advance of transfer of control of goods or services. Deferred revenue primarily relates to gift cards, loyalty points and rewards, and direct channel shipments not received by the customer, which are all impacted by seasonal and holiday-related sales patterns. Deferred revenue, which is recorded within Accrued Expenses and Other on the Consolidated Balance Sheets, was $177 million as of May 3, 2025, $197 million as of
February 1, 2025 and $178 million as of May 4, 2024. The Company recognized $64 million as revenue during the first quarter of 2025 from amounts recorded as deferred revenue at the beginning of the Company’s fiscal year.
The following table provides a disaggregation of Net Sales for the first quarters of 2025 and 2024:
| | | | | | | | | | | | | | | |
| First Quarter | | |
| 2025 | | 2024 | | | | |
| (in millions) |
| Stores - U.S. and Canada (a) | $ | 1,110 | | | $ | 1,065 | | | | | |
| Direct - U.S. and Canada | 250 | | | 261 | | | | | |
| International (b) | 64 | | | 58 | | | | | |
| Total Net Sales | $ | 1,424 | | | $ | 1,384 | | | | | |
_______________(a)Results include fulfilled buy online pick up in store orders.
(b)Results include royalties associated with franchised stores and wholesale sales.
The Company’s Net Sales outside of the U.S. include sales from Company-operated stores and its e-commerce site in Canada, royalties associated with franchised stores and wholesale sales. Certain of these sales are subject to the impact of fluctuations in foreign currency. The Company’s Net Sales outside of the U.S. totaled $132 million and $126 million for the first quarters of 2025 and 2024, respectively
67000000
81000000
74000000
P45D
P75D
177000000
197000000
178000000
64000000
The following table provides a disaggregation of Net Sales for the first quarters of 2025 and 2024:
| | | | | | | | | | | | | | | |
| First Quarter | | |
| 2025 | | 2024 | | | | |
| (in millions) |
| Stores - U.S. and Canada (a) | $ | 1,110 | | | $ | 1,065 | | | | | |
| Direct - U.S. and Canada | 250 | | | 261 | | | | | |
| International (b) | 64 | | | 58 | | | | | |
| Total Net Sales | $ | 1,424 | | | $ | 1,384 | | | | | |
_______________(a)Results include fulfilled buy online pick up in store orders.
(b)Results include royalties associated with franchised stores and wholesale sales.
1110000000
1065000000
250000000
261000000
64000000
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1384000000
132000000
126000000
Net Income Per Share and Shareholders’ Equity (Deficit)Net Income Per Share
Net Income per Basic Share is computed based on the weighted-average number of common shares outstanding. Net Income per Diluted Share includes the weighted-average effect of dilutive restricted share units, performance share units and stock options (collectively, “Dilutive Awards”) on the weighted-average common shares outstanding.
The following table provides the weighted-average shares utilized for the calculation of Net Income per Basic and Diluted Share for the first quarters of 2025 and 2024:
| | | | | | | | | | | | | | | |
| | First Quarter | | |
| 2025 | | 2024 | | | | |
| (in millions) |
| | | | | | | |
| Common Shares | 229 | | | 240 | | | | | |
| Treasury Shares | (15) | | | (15) | | | | | |
| Basic Shares | 214 | | | 225 | | | | | |
| Effect of Dilutive Awards | 1 | | | 1 | | | | | |
| Diluted Shares | 215 | | | 226 | | | | | |
| Anti-dilutive Awards (a) | — | | | 1 | | | | | |
_______________(a)These awards were excluded from the calculation of Net Income per Diluted Share because their inclusion would have been anti-dilutive.
Common Stock Repurchases and Retirements
Under the authority of the Company’s Board of Directors, the Company repurchased shares of its common stock under the following repurchase programs during the first quarters of 2025 and 2024:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Repurchase Program | | Amount Authorized | | Shares Repurchased | | Amount Repurchased | | Average Stock Price |
| | 2025 | | 2024 | | 2025 | | 2024 | | 2025 | | 2024 |
| | (in millions) | | (in thousands) | | (in millions) | | | | |
| February 2022 | | $ | 1,500 | | | NA | | 842 | | | NA | | $ | 39 | | | NA | | $ | 46.08 | |
| January 2024 | | 500 | | | 460 | | | 1,329 | | | $ | 17 | | | 60 | | | $ | 37.67 | | | 45.32 | |
| January 2025 | | 500 | | | 3,866 | | | NA | | 118 | | | NA | | 30.47 | | | NA |
| Total | | | | 4,326 | | | 2,171 | | | $ | 135 | | | $ | 99 | | | | | |
Shares repurchased under these programs are retired and cancelled upon repurchase. As a result, the Company retired the 4.326 million and 2.171 million shares repurchased during the first quarters of 2025 and 2024, respectively.
The January 2024 Program had $139 million of remaining authority as of February 1, 2025. There were share repurchases of $1 million as of February 1, 2025 and $5 million as of May 4, 2024 reflected in Accounts Payable on the Consolidated Balance Sheets.
On February 27, 2025, the Company cancelled the remaining $121 million authorization available under the January 2024 Program and began repurchasing shares under the January 2025 Program. The January 2025 Program had $382 million of remaining authority as of May 3, 2025.
Dividends
The Company paid the following dividends during the first quarters of 2025 and 2024:
| | | | | | | | | | | |
| Ordinary Dividends | | Total Paid |
| (per share) | (in millions) |
| 2025 | | | |
| First Quarter | $ | 0.20 | | | $ | 43 | |
| | | |
| | | |
| | | |
| 2024 | | | |
| First Quarter | $ | 0.20 | | | $ | 45 | |
| | | |
| | | |
| | | |
In May 2025, the Company declared its second quarter 2025 ordinary dividend of $0.20 per share payable on June 20, 2025 to shareholders of record at the close of business on June 6, 2025.
The following table provides the weighted-average shares utilized for the calculation of Net Income per Basic and Diluted Share for the first quarters of 2025 and 2024:
| | | | | | | | | | | | | | | |
| | First Quarter | | |
| 2025 | | 2024 | | | | |
| (in millions) |
| | | | | | | |
| Common Shares | 229 | | | 240 | | | | | |
| Treasury Shares | (15) | | | (15) | | | | | |
| Basic Shares | 214 | | | 225 | | | | | |
| Effect of Dilutive Awards | 1 | | | 1 | | | | | |
| Diluted Shares | 215 | | | 226 | | | | | |
| Anti-dilutive Awards (a) | — | | | 1 | | | | | |
_______________(a)These awards were excluded from the calculation of Net Income per Diluted Share because their inclusion would have been anti-dilutive.
229000000
240000000
15000000
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214000000
225000000
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215000000
226000000
0
1000000
Under the authority of the Company’s Board of Directors, the Company repurchased shares of its common stock under the following repurchase programs during the first quarters of 2025 and 2024:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Repurchase Program | | Amount Authorized | | Shares Repurchased | | Amount Repurchased | | Average Stock Price |
| | 2025 | | 2024 | | 2025 | | 2024 | | 2025 | | 2024 |
| | (in millions) | | (in thousands) | | (in millions) | | | | |
| February 2022 | | $ | 1,500 | | | NA | | 842 | | | NA | | $ | 39 | | | NA | | $ | 46.08 | |
| January 2024 | | 500 | | | 460 | | | 1,329 | | | $ | 17 | | | 60 | | | $ | 37.67 | | | 45.32 | |
| January 2025 | | 500 | | | 3,866 | | | NA | | 118 | | | NA | | 30.47 | | | NA |
| Total | | | | 4,326 | | | 2,171 | | | $ | 135 | | | $ | 99 | | | | | |
1500000000
842000
39000000
46.08
500000000
460000
1329000
17000000
60000000
37.67
45.32
500000000
3866000
118000000
30.47
4326000
2171000
135000000
99000000
4326000
2171000
139000000
1000000
5000000
121000000
382000000
The Company paid the following dividends during the first quarters of 2025 and 2024:
| | | | | | | | | | | |
| Ordinary Dividends | | Total Paid |
| (per share) | (in millions) |
| 2025 | | | |
| First Quarter | $ | 0.20 | | | $ | 43 | |
| | | |
| | | |
| | | |
| 2024 | | | |
| First Quarter | $ | 0.20 | | | $ | 45 | |
| | | |
| | | |
| | | |
0.20
43000000
0.20
45000000
0.20
InventoriesThe following table provides details of Inventories as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Finished Goods Merchandise | $ | 696 | | | $ | 589 | | | $ | 673 | |
| Raw Materials and Merchandise Components | 173 | | | 145 | | | 141 | |
| Total Inventories | $ | 869 | | | $ | 734 | | | $ | 814 | |
Inventories are principally valued at the lower of cost or net realizable value, on an average cost basis.
The following table provides details of Inventories as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Finished Goods Merchandise | $ | 696 | | | $ | 589 | | | $ | 673 | |
| Raw Materials and Merchandise Components | 173 | | | 145 | | | 141 | |
| Total Inventories | $ | 869 | | | $ | 734 | | | $ | 814 | |
696000000
589000000
673000000
173000000
145000000
141000000
869000000
734000000
814000000
Inventories are principally valued at the lower of cost or net realizable value, on an average cost basis.
Long-lived AssetsThe following table provides details of Property and Equipment, Net as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Property and Equipment, at Cost | $ | 3,250 | | | $ | 3,217 | | | $ | 3,129 | |
| Accumulated Depreciation and Amortization | (2,139) | | | (2,090) | | | (1,946) | |
| Property and Equipment, Net | $ | 1,111 | | | $ | 1,127 | | | $ | 1,183 | |
Depreciation expense was $64 million and $71 million for the first quarters of 2025 and 2024, respectively.
The following table provides details of Property and Equipment, Net as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Property and Equipment, at Cost | $ | 3,250 | | | $ | 3,217 | | | $ | 3,129 | |
| Accumulated Depreciation and Amortization | (2,139) | | | (2,090) | | | (1,946) | |
| Property and Equipment, Net | $ | 1,111 | | | $ | 1,127 | | | $ | 1,183 | |
3250000000
3217000000
3129000000
2139000000
2090000000
1946000000
1111000000
1127000000
1183000000
64000000
71000000
Income TaxesThe provision for income taxes is based on the current estimate of the annual effective tax rate and is adjusted as necessary for quarterly events.
For the first quarter of 2025, the Company’s effective tax rate was 28.4% compared to 26.8% in the first quarter of 2024. The 2025 and 2024 first quarter rates were higher than the Company’s combined estimated federal and state statutory rates primarily due to accrued interest expense related to unrecognized tax benefits.
Income taxes paid were $7 million and $6 million for the first quarters of 2025 and 2024, respectively.
0.284
0.268
7000000
6000000
Long-term Debt and Borrowing FacilityThe following table provides the Company’s outstanding Long-term Debt balances, net of unamortized debt issuance costs and discounts, as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Senior Debt with Subsidiary Guarantee | | | | | |
$500 million, 9.375% Fixed Interest Rate Notes due July 2025 (“2025 Notes”) | $ | — | | | $ | — | | | $ | 313 | |
$284 million, 6.694% Fixed Interest Rate Notes due January 2027 (“2027 Notes”) | 277 | | | 277 | | | 287 | |
$444 million, 5.250% Fixed Interest Rate Notes due February 2028 (“2028 Notes”) | 443 | | | 443 | | | 450 | |
$482 million, 7.500% Fixed Interest Rate Notes due June 2029 (“2029 Notes”) | 476 | | | 476 | | | 485 | |
$844 million, 6.625% Fixed Interest Rate Notes due October 2030 (“2030 Notes”) | 839 | | | 838 | | | 893 | |
$802 million, 6.875% Fixed Interest Rate Notes due November 2035 (“2035 Notes”) | 797 | | | 796 | | | 800 | |
$575 million, 6.750% Fixed Interest Rate Notes due July 2036 (“2036 Notes”) | 571 | | | 571 | | | 571 | |
| Total Senior Debt with Subsidiary Guarantee | 3,403 | | | 3,401 | | | 3,799 | |
| Senior Debt | | | | | |
$284 million, 6.950% Fixed Interest Rate Debentures due March 2033 (“2033 Notes”) | 283 | | | 283 | | | 283 | |
$201 million, 7.600% Fixed Interest Rate Notes due July 2037 (“2037 Notes”) | 200 | | | 200 | | | 200 | |
| Total Senior Debt | 483 | | | 483 | | | 483 | |
| Total Long-term Debt | $ | 3,886 | | | $ | 3,884 | | | $ | 4,282 | |
Repurchases of Notes
The Company did not repurchase any outstanding senior notes during the first quarter of 2025.
During the first quarter of 2024, the Company repurchased in the open market and extinguished $109 million principal amount of its outstanding senior notes. The aggregate repurchase price for these notes was $110 million, resulting in a pre-tax loss of $1 million, including the write-off of unamortized issuance costs. This loss is included in Other Income, Net in the first quarter of 2024 Consolidated Statement of Income.
The following table provides details of the outstanding principal amounts of senior notes repurchased and extinguished during the first quarter of and the full year 2024:
| | | | | | | | | | | | | | | | | |
| | | First Quarter | | Full Year | | |
| | | | | | | | | |
| | | (in millions) |
| 2025 Notes | | | $ | — | | | $ | 314 | | | | | |
| 2027 Notes | | | — | | | 14 | | | | | |
| 2028 Notes | | | 10 | | | 17 | | | | | |
| 2029 Notes | | | 7 | | | 17 | | | | | |
| 2030 Notes | | | 38 | | | 94 | | | | | |
| 2033 Notes | | | 10 | | | 10 | | | | | |
| 2035 Notes | | | 6 | | | 10 | | | | | |
| 2036 Notes | | | 38 | | | 38 | | | | | |
| | | | | | | | | |
| Total | | | $ | 109 | | | $ | 514 | | | | | |
Asset-backed Revolving Credit Facility
The Company and certain of the Company’s 100% owned subsidiaries guarantee and pledge collateral to secure an asset-backed revolving credit facility (“ABL Facility”). The ABL Facility, which allows borrowings and letters of credit in U.S. dollars, has aggregate commitments of $750 million and, as of May 3, 2025, had an expiration date in August 2026.
Availability under the ABL Facility is the lesser of (i) the borrowing base, determined primarily based on the Company’s eligible U.S. and Canadian credit card receivables, accounts receivable, inventory and eligible real property, or (ii) the aggregate commitment. If at any time the outstanding amount under the ABL Facility exceeds the lesser of (i) the borrowing base and (ii) the aggregate commitment, the Company is required to repay the outstanding amounts under the ABL Facility to
the extent of such excess. As of May 3, 2025, the Company’s borrowing base was $639 million, and it had no borrowings outstanding under the ABL Facility.
The ABL Facility supports the Company’s letter of credit program. The Company had $11 million of outstanding letters of credit as of May 3, 2025 that reduced its availability under the ABL Facility. As of May 3, 2025, the Company’s availability under the ABL Facility was $628 million.
As of May 3, 2025, the ABL Facility fees related to committed and unutilized amounts were 0.30% per annum, and the fees related to outstanding letters of credit were 1.25% per annum. In addition, the interest rate on outstanding U.S. dollar borrowings was the Term Secured Overnight Financing Rate plus 1.25% and a credit spread adjustment of 0.10% per annum.
The ABL Facility requires the Company to maintain a fixed charge coverage ratio of not less than 1.00 to 1.00 during an event of default or any period commencing on any day when specified excess availability is less than the greater of (i) $70 million or (ii) 10% of the maximum borrowing amount. As of May 3, 2025, the Company was not required to maintain this ratio.
Subsequent to May 3, 2025, the Company entered into an amendment and restatement of the ABL Facility, which removed the interest rate credit spread adjustment of 0.10%, extended the expiration date from August 2026 to May 2030 and included other technical amendments.
The following table provides the Company’s outstanding Long-term Debt balances, net of unamortized debt issuance costs and discounts, as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Senior Debt with Subsidiary Guarantee | | | | | |
$500 million, 9.375% Fixed Interest Rate Notes due July 2025 (“2025 Notes”) | $ | — | | | $ | — | | | $ | 313 | |
$284 million, 6.694% Fixed Interest Rate Notes due January 2027 (“2027 Notes”) | 277 | | | 277 | | | 287 | |
$444 million, 5.250% Fixed Interest Rate Notes due February 2028 (“2028 Notes”) | 443 | | | 443 | | | 450 | |
$482 million, 7.500% Fixed Interest Rate Notes due June 2029 (“2029 Notes”) | 476 | | | 476 | | | 485 | |
$844 million, 6.625% Fixed Interest Rate Notes due October 2030 (“2030 Notes”) | 839 | | | 838 | | | 893 | |
$802 million, 6.875% Fixed Interest Rate Notes due November 2035 (“2035 Notes”) | 797 | | | 796 | | | 800 | |
$575 million, 6.750% Fixed Interest Rate Notes due July 2036 (“2036 Notes”) | 571 | | | 571 | | | 571 | |
| Total Senior Debt with Subsidiary Guarantee | 3,403 | | | 3,401 | | | 3,799 | |
| Senior Debt | | | | | |
$284 million, 6.950% Fixed Interest Rate Debentures due March 2033 (“2033 Notes”) | 283 | | | 283 | | | 283 | |
$201 million, 7.600% Fixed Interest Rate Notes due July 2037 (“2037 Notes”) | 200 | | | 200 | | | 200 | |
| Total Senior Debt | 483 | | | 483 | | | 483 | |
| Total Long-term Debt | $ | 3,886 | | | $ | 3,884 | | | $ | 4,282 | |
500000000
0.09375
0
0
313000000
284000000
0.06694
277000000
277000000
287000000
444000000
0.05250
443000000
443000000
450000000
482000000
0.07500
476000000
476000000
485000000
844000000
0.06625
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838000000
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0.06875
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800000000
575000000
0.06750
571000000
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3403000000
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283000000
283000000
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201000000
0.07600
200000000
200000000
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109000000
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1000000
The following table provides details of the outstanding principal amounts of senior notes repurchased and extinguished during the first quarter of and the full year 2024:
| | | | | | | | | | | | | | | | | |
| | | First Quarter | | Full Year | | |
| | | | | | | | | |
| | | (in millions) |
| 2025 Notes | | | $ | — | | | $ | 314 | | | | | |
| 2027 Notes | | | — | | | 14 | | | | | |
| 2028 Notes | | | 10 | | | 17 | | | | | |
| 2029 Notes | | | 7 | | | 17 | | | | | |
| 2030 Notes | | | 38 | | | 94 | | | | | |
| 2033 Notes | | | 10 | | | 10 | | | | | |
| 2035 Notes | | | 6 | | | 10 | | | | | |
| 2036 Notes | | | 38 | | | 38 | | | | | |
| | | | | | | | | |
| Total | | | $ | 109 | | | $ | 514 | | | | | |
0
314000000
0
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17000000
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1
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Fair Value MeasurementsCash and Cash Equivalents include cash on hand, deposits with financial institutions and highly liquid investments with original maturities of less than 90 days. The Company’s Cash and Cash Equivalents are considered Level 1 fair value measurements as they are valued using unadjusted quoted prices in active markets for identical assets.
The following table provides a summary of the principal value and estimated fair value of the Company’s outstanding Long-term debt as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Principal Value | $ | 3,916 | | | $ | 3,916 | | | $ | 4,321 | |
| Fair Value, Estimated (a) | 3,957 | | | 3,986 | | | 4,351 | |
_______________
(a)The estimated fair value of the Company’s Long-term debt is based on reported transaction prices, which are considered Level 2 inputs in accordance with Accounting Standards Codification 820, Fair Value Measurement. The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange.
Management believes that the carrying values of the Company’s Accounts Receivable, Accounts Payable and Accrued Expenses approximate their fair values because of their short maturities.
The following table provides a summary of the principal value and estimated fair value of the Company’s outstanding Long-term debt as of May 3, 2025, February 1, 2025 and May 4, 2024:
| | | | | | | | | | | | | | | | | |
| May 3, 2025 | | February 1, 2025 | | May 4, 2024 |
| (in millions) |
| Principal Value | $ | 3,916 | | | $ | 3,916 | | | $ | 4,321 | |
| Fair Value, Estimated (a) | 3,957 | | | 3,986 | | | 4,351 | |
_______________
(a)The estimated fair value of the Company’s Long-term debt is based on reported transaction prices, which are considered Level 2 inputs in accordance with Accounting Standards Codification 820, Fair Value Measurement. The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange.
3916000000
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Commitments and ContingenciesThe Company is subject to various claims and contingencies related to lawsuits, taxes, insurance, regulatory and other matters arising in the ordinary course of business. Actions filed against the Company from time to time may include commercial, tort, intellectual property, tax, customer, employment, wage and hour, data privacy, securities, anti-corruption and other claims, including purported class action lawsuits. Management believes that the ultimate liability arising from such claims and contingencies, if any, is not likely to have a material adverse effect on the Company’s results of operations, financial condition or cash flows.
Lease Guarantees
In connection with the spin-off of Victoria’s Secret & Co., the Company had remaining contingent obligations of $227 million as of May 3, 2025 related to lease payments under the current terms of noncancelable leases, primarily related to office space, expiring at various dates through 2037. These obligations include minimum rent and additional payments covering taxes, common area costs and certain other expenses and relate to leases that commenced prior to the spin-off. The Company’s reserves related to these obligations were not significant for any period presented.
227000000
Segment Reporting The Company is managed at the consolidated level and therefore operates and reports as a single segment. During the first quarter of 2025, the Company’s Chief Executive Officer was its Chief Operating Decision Maker (“CODM”), and the measure of profitability included in the financial information regularly provided to the CODM was total Company Operating Income. The Company’s CODM assesses Operating Income performance in comparison to forecasts and historical results to make decisions on the reinvestment of profits into the business and capital allocation strategies.
The following table illustrates significant segment expenses that were regularly provided to the CODM for the first quarters of 2025 and 2024:
| | | | | | | | | | | |
| First Quarter |
| 2025 | | 2024 |
| | (in millions) |
| Net Sales | $ | 1,424 | | | $ | 1,384 | |
| Cost of Goods Sold | (509) | | | (509) | |
| Buying and Occupancy | (269) | | | (269) | |
| Gross Profit | 646 | | | 606 | |
| Selling Expenses | (256) | | | (247) | |
| Marketing Expenses | (49) | | | (45) | |
| General and Administrative Expenses | (132) | | | (127) | |
| Operating Income | $ | 209 | | | $ | 187 | |
As a single reportable segment entity, the other disclosures required by ASC 280, Segment Reporting, can be found in the Company’s Consolidated Financial Statements and the Notes thereto, including the Company’s measure of segment assets, which was total consolidated assets.
The following table illustrates significant segment expenses that were regularly provided to the CODM for the first quarters of 2025 and 2024:
| | | | | | | | | | | |
| First Quarter |
| 2025 | | 2024 |
| | (in millions) |
| Net Sales | $ | 1,424 | | | $ | 1,384 | |
| Cost of Goods Sold | (509) | | | (509) | |
| Buying and Occupancy | (269) | | | (269) | |
| Gross Profit | 646 | | | 606 | |
| Selling Expenses | (256) | | | (247) | |
| Marketing Expenses | (49) | | | (45) | |
| General and Administrative Expenses | (132) | | | (127) | |
| Operating Income | $ | 209 | | | $ | 187 | |
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Subsequent EventsEffective May 16, 2025, Gina Boswell ceased serving as the Company’s Chief Executive Officer, and resigned as a member of its Board. Also on May 16, 2025, the Company’s Board appointed Daniel Heaf to serve as the Company’s new Chief Executive Officer. Mr. Heaf will be appointed as a member of the Board effective as of immediately following the conclusion of the Company’s 2025 Annual Meeting of Shareholders.
On May 22, 2025, the Company entered into an amendment and restatement of the ABL Facility, which removed the interest rate credit spread adjustment of 0.10%, extended the expiration date from August 2026 to May 2030 and included other technical amendments.
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Results include fulfilled buy online pick up in store orders.
Results include royalties associated with franchised stores and wholesale sales.
These awards were excluded from the calculation of Net Income per Diluted Share because their inclusion would have been anti-dilutive.
The estimated fair value of the Company’s Long-term debt is based on reported transaction prices, which are considered Level 2 inputs in accordance with Accounting Standards Codification 820, Fair Value Measurement . The estimates presented are not necessarily indicative of the amounts that the Company could realize in a current market exchange.