Quarterly report pursuant to Section 13 or 15(d)

Restructuring and Management Transition

v3.7.0.1
Restructuring and Management Transition
6 Months Ended
Jul. 29, 2017
Restructuring and Related Activities [Abstract]  
Restructuring and Management Transition
Restructuring and Management Transition

On March 17, 2017, the Company finalized its plans to close 138 stores to help align the Company's brick-and-mortar presence with its omnichannel network, thereby redirecting capital resources to invest in locations and initiatives that offer the greatest revenue potential. The expected store closures resulted in a $77 million asset impairment charge for store assets with limited future use and a $14 million severance charge for the expected displacement of store associates. Other store related closing costs such as certain lease obligations will be recorded as incurred when each respective store ceases operations.

The Company also initiated a Voluntary Early Retirement Program (VERP) for approximately 6,000 eligible associates. Eligibility for the VERP included home office, stores and supply chain personnel who met certain criteria related to age and years of service as of January 31, 2017. The consideration period for eligible associates to accept the VERP ended on March 31, 2017. Based on the approximately 2,800     associates who elected to accept the VERP, we incurred a total charge of $112 million for enhanced retirement benefits. The enhanced retirement benefits increased the projected benefit obligation (PBO) of the Primary Pension Plan and the Supplemental Pension Plans by $88 million and $24 million, respectively. In addition, we incurred curtailment charges of $6 million related to our Primary Pension Plan and $2 million related to Supplemental Pension Plans as a result of the reduction in the expected years of future service related to these plans. As a result of these curtailments, the assets and the liabilities for our Primary Pension Plan and the liabilities of certain Supplemental Pension Plans were remeasured as of March 31, 2017. The discount rate used for the March 31 remeasurements was 4.34% compared to the year-end 2016 discount rate of 4.40%. These events resulted in the PBO of our Primary Pension Plan decreasing by $3 million and the related assets increasing by $34 million and the PBO of our Supplemental Pension Plans increasing by $3 million. The funded status of the Primary Pension Plan was 98% as of the remeasurement date.
The components of restructuring and management transition include:
VERP — charges for enhanced retirement benefits, curtailment and other expenses related to the VERP;
Home office and stores — charges for actions to reduce our store and home office expenses including employee termination benefits, store lease termination and impairment charges;
Management transition — charges related to implementing changes within our management leadership team for both incoming and outgoing members of management; and
Other — charges related primarily to contract termination costs and other costs associated with our previous shops strategy and costs related to the closure of certain supply chain locations.

The composition of restructuring and management transition charges was as follows: 
 
Three Months Ended
 
Six Months Ended
 
Cumulative
Amount From Program Inception Through
July 29, 2017
($ in millions)
July 29,
2017
 
July 30,
2016
 
July 29,
2017
 
July 30,
2016
 
VERP
$

 
$

 
$
122

 
$

 
$
122

Home office and stores
23

 

 
121

 
4

 
418

Management transition

 
1

 

 
3

 
255

Other

 
8

 

 
8

 
178

Total
$
23

 
$
9

 
$
243

 
$
15

 
$
973



 Activity for the restructuring and management transition liability for the six months ended July 29, 2017 was as follows:
($ in millions)
Home Office
and Stores
 
Other
 
Total
January 28, 2017
$
4

 
$
27

 
$
31

Charges
48

 

 
48

Cash payments
(25
)
 
(21
)
 
(46
)
July 29, 2017
$
27

 
$
6

 
$
33