0001531152false00015311522024-03-072024-03-07
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________________
FORM 8-K
__________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 7, 2024
unitedstatesimage1.jpg
BJ’S WHOLESALE CLUB HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
__________________________________
Delaware001-3855945-2936287
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification No.)
350 Campus Drive
Marlborough, Massachusetts
01752
(Address of principal executive offices)(Zip Code)
(774) 512-7400
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered or to be registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01BJNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company      ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      ☐
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Item 2.02     Results of Operations and Financial Condition.

On March 7, 2024, BJ’s Wholesale Club Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter (fourteen weeks) and four quarters (fifty-three weeks) of fiscal year 2023 ended February 3, 2024. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filings.

Item 9.01    Financial Statements and Exhibits.
(d)     Exhibits
Exhibit No.Description
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: March 7, 2024
BJ’S WHOLESALE CLUB HOLDINGS, INC.
By:/s/ Laura Felice
Name:Laura Felice
Title:Executive Vice President and Chief Financial Officer
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Exhibit 99.1
BJ’s Wholesale Club Holdings, Inc. Announces Fourth Quarter and Full Fiscal 2023 Results
Strong fourth quarter caps year underpinned by membership, traffic and market share growth

Fourth Quarter of Fiscal 2023 and Recent Highlights
•Comparable club sales, excluding gasoline sales, increased by 0.5% year-over-year led by accelerating traffic
•Membership fee income increased by 6.5% year-over-year to $108.4 million
•The Company continued to achieve a 90% tenured member renewal rate during fiscal 2023
•Digitally-enabled comparable sales growth was 28.0% year-over-year
•Earnings per diluted share of $1.08 reflects a 13.7% year-over-year increase
•Adjusted EPS of $1.11 reflects a 11.0% year-over-year increase
•Income from continuing operations of $145.9 million and adjusted EBITDA of $290.7 million
•The Company opened 6 new clubs and 6 new gas stations since the third quarter
Marlborough, Mass. (March 7, 2024) – BJ’s Wholesale Club Holdings, Inc. (NYSE: BJ) (the "Company") today announced its financial results for the fourteen and fifty-three weeks ended February 3, 2024.

“We ended fiscal 2023 on a strong note,” said Bob Eddy, Chairman and Chief Executive Officer, BJ’s Wholesale Club. “Our membership grew in robust fashion and we continue to retain members at all-time high rates. We delivered impressive market share gains in our clubs and at our gas pumps, driven by acceleration in traffic and growth in units sold. We improved our merchandising and value proposition meaningfully during the year and increasingly delivered both with greater convenience through our digital offerings. We also continued to grow our chain with six new clubs since the third quarter. I’m proud of our team and our progress and look forward to more growth in the future.”

Key Measures for the Fourteen Weeks Ended February 3, 2024 (Fourth Quarter of Fiscal 2023) and for the Fifty-Three Weeks Ended February 3, 2024 (Fiscal 2023):
BJ'S WHOLESALE CLUB HOLDINGS, INC.
(Amounts in thousands, except per share amounts)
14 Weeks Ended
February 3, 2024
13 Weeks Ended
January 28, 2023
%
Growth (Decline)
53 Weeks Ended
February 3, 2024
52 Weeks Ended
January 28, 2023
%
Growth (Decline)
Net sales$5,248,879 $4,827,762 8.7 %$19,548,011 $18,918,435 3.3 %
Membership fee income108,405 101,833 6.5 %420,678 396,730 6.0 %
Total revenues5,357,284 4,929,595 8.7 %19,968,689 19,315,165 3.4 %
Operating income214,005 192,793 11.0 %800,419 737,986 8.5 %
Income from continuing operations145,872 129,400 12.7 %523,652 514,262 1.8 %
Adjusted EBITDA (a) (b)
290,743 267,040 8.9 %1,082,129 1,009,209 7.2 %
Net income145,872 129,781 12.4 %523,741 513,177 2.1 %
EPS (c)
1.08 0.95 13.7 %3.88 3.76 3.2 %
Adjusted net income (a)
149,843 136,692 9.6 %534,537 535,242 (0.1)%
Adjusted EPS (a)
1.11 1.00 11.0 %3.96 3.92 1.0 %
Basic weighted-average shares outstanding132,530 133,393 (0.6)%133,047 134,017 (0.7) %
Diluted weighted-average shares outstanding134,505 136,000 (1.1) %135,118 136,473 (1.0) %
(a)See “Note Regarding Non-GAAP Financial Information.”
(b)Adjusted EBITDA for the 13 weeks and 52 weeks ended January 28, 2023 has been recast to exclude adjustments for pre-opening expenses and non-cash rent expense to conform to the current period definition.
(c)EPS represents net income per diluted share. 
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Impact of 53-Week Fiscal Year:
•The fourth quarter and full year results for fiscal 2023 included one additional week (the “53rd week”) compared to the fourth quarter and full year results for fiscal 2022. Net sales and net income for the 53rd week were approximately $353.4 million and $13.4 million, respectively.

Additional Highlights:
•Total comparable club sales decreased by 0.4% in the fourth quarter of fiscal 2023 compared to the fourth quarter of fiscal 2022. Excluding the impact of gasoline sales, comparable club sales increased by 0.5% in the fourth quarter of fiscal 2023 compared to the fourth quarter of fiscal 2022. Comparable club sales decreased by 1.0% in fiscal 2023 compared to fiscal 2022. Excluding the impact of gasoline sales, comparable club sales increased by 1.7% in fiscal 2023 compared to fiscal 2022.
•Gross profit increased to $963.3 million in the fourth quarter of fiscal 2023 from $903.2 million in the fourth quarter of fiscal 2022. Merchandise gross margin rate, which excludes gasoline sales and membership fee income, decreased by 40 basis points over the fourth quarter of fiscal 2022 as the Company continues to invest in the business. The decrease was also driven by lower ancillary income. Gross profit increased to $3.64 billion in fiscal 2023 from $3.43 billion in fiscal 2022. Merchandise gross margin rate increased by approximately 50 basis points over fiscal 2022. Merchandise margins were positively impacted by moderated supply chain costs and improved inventory management.
•Selling, general and administrative expenses ("SG&A") increased to $741.1 million in the fourth quarter of fiscal 2023 compared to $707.0 million in the fourth quarter of fiscal 2022. SG&A increased to $2.82 billion in fiscal 2023 compared to $2.67 billion in fiscal 2022. The increase in both comparative periods was primarily driven by increased labor, occupancy, and depreciation expenses as a result of new club and gas station openings in addition to other investments to drive strategic priorities.
•Income from continuing operations before income taxes increased to $198.4 million, or 3.7% of total revenues, in the fourth quarter of fiscal 2023 compared to $176.5 million, or 3.6% of total revenues, in the fourth quarter of fiscal 2022. Income from continuing operations before income taxes increased to $735.9 million, or 3.7% of total revenues, in fiscal 2023 compared to $690.5 million, or 3.6% of total revenues, in fiscal 2022.
•Income tax expense increased to $52.6 million in the fourth quarter of fiscal 2023 compared to $47.1 million in the fourth quarter of fiscal 2022. Income tax expense increased to $212.2 million in fiscal 2023 compared to $176.3 million in fiscal 2022. The increases in the income tax expense for both comparative periods were driven by lower tax benefits from stock-based compensation. Income tax expense for fiscal 2023 also increased due to an immaterial adjustment to certain deferred tax assets related to prior periods.
•Net income increased to $145.9 million in the fourth quarter of fiscal 2023 compared to $129.8 million in the fourth quarter of fiscal 2022. Net income increased to $523.7 million in fiscal 2023 compared to $513.2 million in fiscal 2022.
•Adjusted EBITDA increased by 8.9% to $290.7 million in the fourth quarter of fiscal 2023 compared to $267.0 million in the fourth quarter of fiscal 2022. Adjusted EBITDA increased by 7.2% to $1.08 billion in fiscal 2023 compared to $1.01 billion in fiscal 2022. Fiscal year and fourth quarter 2022 adjusted EBITDA has been recast to exclude pre-opening expenses and non-cash rent expense to conform to the current period definition.
•Under its existing share repurchase program, the Company repurchased 797,056 shares of common stock, totaling $53.2 million, inclusive of associated costs, in the fourth quarter of fiscal 2023. In fiscal 2023, the Company repurchased 1,958,218 shares of common stock, totaling $130.2 million, inclusive of associated costs, under such program.


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Fiscal 2024 Ending February 1, 2025 Outlook
“As we look to fiscal 2024, we continue to navigate macro-driven uncertainty in the operating environment,” said Laura Felice, Executive Vice President, Chief Financial Officer, BJ’s Wholesale Club. “We remain confident that our structural operating advantages, continued focus on executing our strategic priorities, and commitment to delivering great value to our members will drive strong results for our business.”
The Company provided the following guidance for fiscal 2024:
•Comparable club sales, excluding the impact of gasoline sales, to increase 1% to 2% year-over-year
•Merchandise gross margins to improve approximately 20 basis points year-over-year
•Adjusted EPS to range from $3.75 to $4.00
•Capital expenditures of approximately $500 million

Conference Call Details
A conference call to discuss the Company’s fourth quarter and fiscal 2023 financial results is scheduled for today, March 7, 2024, at 8:30 A.M. Eastern Time. The live audio webcast of the call can be accessed under the “Events and Presentations” section of the Company’s investor relations website at https://investors.bjs.com and will remain available for one year. Participants may also dial (833) 470-1428 within the U.S. or +1 (929) 526-1599 outside the U.S. and reference conference ID 819227. 
About BJ’s Wholesale Club Holdings, Inc.
BJ’s Wholesale Club Holdings, Inc. (NYSE: BJ) is a leading operator of membership warehouse clubs focused on delivering significant value to its members and serving a shared purpose: “We take care of the families who depend on us.” The Company provides a wide assortment of fresh foods, produce, a full-service deli, fresh bakery, household essentials and gas. In addition, BJ’s offers the latest technology, home decor, apparel, seasonal items and more to deliver unbeatable value to smart-saving families. Headquartered in Marlborough, Massachusetts, the Company pioneered the warehouse club model in New England in 1984 and currently operates 244 clubs and 175 BJ's Gas® locations in 20 states. For more information, please visit us at www.bjs.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release that do not relate to matters of historical fact should be considered forward-looking statements, including, without limitation, statements regarding our strategic priorities; our anticipated fiscal 2024 outlook; and our future progress, as well as statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “should,” “anticipate” and similar statements of a future or forward-looking nature. These forward-looking statements are based on management’s current expectations. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to: uncertainties in the financial markets, including, without limitation, as a result of disruptions and instability in the banking and financial services industries or as a result of wars and global political conflicts, consumer and small business spending patterns and debt levels; our dependence on having a large and loyal membership; domestic and international economic conditions, including inflation and exchange rates; our ability to procure the merchandise we sell at the best possible prices; the effects of competition and regulation; our dependence on vendors to supply us with quality merchandise at the right time and at the right price; breaches of security or privacy of member or business information; conditions affecting the acquisition, development, ownership or use of real estate; our capital spending; actions of vendors; our ability to attract and retain a qualified management team and other team members; costs associated with employees (generally including health care costs), energy and certain commodities, geopolitical conditions (including tariffs); changes in our product mix or in our revenues from gasoline sales; our failure to successfully maintain a relevant omnichannel experience for our members; risks related to our growth strategy to open new clubs; risks related to our e-commerce business; our ability to grow our BJ’s One Mastercard® program; and other important factors discussed under the caption “Risk Factors” in our Form 10-K filed with the U.S. Securities and Exchange Commission (“SEC”) on March 16, 2023, and subsequent filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These and other important factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While we may elect to update such forward-looking statements at some point in the future, unless required by law, we disclaim any obligation to do so, even
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if subsequent events cause our views to change. Thus, one should not assume that our silence over time means that actual events are bearing out as expressed or implied in such forward-looking statements. These forward-looking statements should not be relied upon as representing our views as of any date subsequent to the date of this press release.
Non-GAAP Financial Measures
We refer to certain financial measures that are not recognized under United States generally accepted accounting principles (“GAAP”). Please see “Note Regarding Non-GAAP Financial Information" and “Reconciliation of GAAP to Non-GAAP Financial Information” below for additional information and a reconciliation of the Non-GAAP financial measures to the most comparable GAAP financial measures.
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BJ'S WHOLESALE CLUB HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Amounts in thousands, except per share amounts)
(Unaudited)
14 Weeks Ended
February 3, 2024		13 Weeks Ended
January 28, 2023		53 Weeks Ended
February 3, 2024		52 Weeks Ended
January 28, 2023
Net sales$5,248,879 $4,827,762 $19,548,011 $18,918,435 
Membership fee income108,405 101,833 420,678 396,730 
Total revenues5,357,284 4,929,595 19,968,689 19,315,165 
Cost of sales4,394,009 4,026,414 16,326,129 15,883,677 
Selling, general and administrative expenses741,121 706,963 2,822,513 2,668,569 
Pre-opening expenses8,149 3,425 19,628 24,933 
Operating income214,005 192,793 800,419 737,986 
Interest expense, net15,559 16,296 64,527 47,462 
Income from continuing operations before income taxes198,446 176,497 735,892 690,524 
Provision for income taxes52,574 47,097 212,240 176,262 
Income from continuing operations145,872 129,400 523,652 514,262 
Income (loss) from discontinued operations, net of income taxes— 381 89 (1,085)
Net income$145,872 $129,781 $523,741 $513,177 
Income per share attributable to common stockholders—basic:
Income from continuing operations$1.10 $0.97 $3.94 $3.84 
Income (loss) from discontinued operations— — — (0.01)
Net income$1.10 $0.97 $3.94 $3.83 
Income per share attributable to common stockholders—diluted:
Income from continuing operations$1.08 $0.95 $3.88 $3.77 
Income (loss) from discontinued operations— — — (0.01)
Net income$1.08 $0.95 $3.88 $3.76 
Weighted-average number of shares outstanding:
Basic132,530 133,393 133,047 134,017 
Diluted134,505 136,000 135,118 136,473 
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BJ'S WHOLESALE CLUB HOLDINGS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands, except per share amounts)
(Unaudited)
February 3, 2024January 28, 2023
ASSETS
Current assets:
Cash and cash equivalents$36,049 $33,915 
Accounts receivable, net234,769 239,746 
Merchandise inventories1,454,822 1,378,551 
Prepaid expense and other current assets68,366 51,033 
Total current assets1,794,006 1,703,245 
Operating lease right-of-use assets, net2,140,482 2,142,925 
Property and equipment, net1,578,792 1,337,029 
Goodwill1,008,816 1,008,816 
Intangibles, net107,632 115,505 
Deferred income taxes4,071 11,498 
Other assets43,823 30,938 
Total assets$6,677,622 $6,349,956 
LIABILITIES
Current liabilities:
Short-term debt$319,000 $405,000 
Current portion of operating lease liabilities153,631 177,233 
Accounts payable1,183,281 1,195,697 
Accrued expenses and other current liabilities812,136 767,411 
Total current liabilities2,468,048 2,545,341 
Long-term operating lease liabilities2,050,883 2,058,797 
Long-term debt398,432 447,880 
Deferred income taxes74,773 57,024 
Other non-current liabilities226,635 194,077 
STOCKHOLDERS' EQUITY1,458,851 1,046,837 
Total liabilities and stockholders' equity$6,677,622 $6,349,956 
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BJ'S WHOLESALE CLUB HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands, except per share amounts)
(Unaudited) 
53 Weeks Ended
February 3, 2024		52 Weeks Ended
January 28, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income$523,741 $513,177 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization227,696 200,934 
Amortization of debt issuance costs and accretion of original issue discount1,243 2,765 
Debt extinguishment and refinancing charges1,830 3,256 
Stock-based compensation expense39,021 42,617 
Deferred income tax benefit25,572 (1,938)
Changes in operating leases and other non-cash items(21,655)27,730 
Increase (decrease) in cash due to changes in:
Accounts receivable10,764 (60,967)
Merchandise inventories(76,271)(47,544)
Accounts payable(12,416)82,914 
Accrued expenses33,380 4,784 
Other operating assets and liabilities, net(34,022)20,437 
Net cash provided by operating activities718,883 788,165 
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to property and equipment, net of disposals and proceeds from sale-leaseback transactions(454,765)(370,537)
Acquisition— (376,521)
Net cash used in investing activities(454,765)(747,058)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from the issuance of long-term debt305,041 67,610 
Payments on long-term debt(355,041)(370,655)
Proceeds from revolving lines of credit742,000 1,402,000 
Payments on revolving lines of credit(828,000)(997,000)
Debt issuance costs paid(1,722)(4,783)
Dividends paid(25)(25)
Net cash received from stock option exercises2,603 8,438 
Net cash received from Employee Stock Purchase Program (ESPP)6,267 4,830 
Acquisition of treasury stock(155,180)(172,288)
Proceeds from financing obligations26,640 15,388 
Other financing activities(4,567)(6,143)
Net cash used in financing activities(261,984)(52,628)
Net increase (decrease) in cash and cash equivalents2,134 (11,521)
Cash and cash equivalents at beginning of period33,915 45,436 
Cash and cash equivalents at end of period$36,049 $33,915 
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Note Regarding Non-GAAP Financial Information
This press release includes financial measures that are not calculated in accordance with GAAP, including adjusted net income, adjusted net income per diluted share (“adjusted EPS”), adjusted EBITDA, adjusted free cash flow, net debt and net debt to last twelve months (“LTM”) adjusted EBITDA.
We define adjusted net income as net income attributable to common stockholders adjusted for: acquisition and integration costs; home office transition costs; impairment charges; charges related to debt payments; restructuring; other adjustments and the tax impact of the foregoing adjustments on net income.
We define adjusted EPS as adjusted net income divided by the weighted-average diluted shares outstanding.
We define adjusted EBITDA as income from continuing operations before interest expense, net, provision for income taxes and depreciation and amortization, adjusted for the impact of certain other items, including: stock-based compensation expense; acquisition and integration costs; home office transition costs; restructuring and other adjustments. Prior period adjusted EBITDA presentations have been or will be recast to exclude pre-opening expenses and non-cash rent expense.
We define adjusted free cash flow as net cash provided by operating activities less additions to property and equipment, net of disposals, plus proceeds from sale-leaseback transactions.
We define net debt as total debt outstanding less cash and cash equivalents.
We define net debt to LTM adjusted EBITDA as net debt at the balance sheet date divided by adjusted EBITDA for the trailing twelve-month period.
We present adjusted net income, adjusted EPS and adjusted EBITDA, which are not recognized financial measures under GAAP, because we believe such measures assist investors and analysts in comparing our operating performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance.
We believe that adjusted net income, adjusted EPS and adjusted EBITDA are helpful in highlighting trends in our core operating performance compared to other measures, which can differ significantly depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. We use adjusted net income, adjusted EPS and adjusted EBITDA to supplement GAAP measures of performance in the evaluation of the effectiveness of our business strategies; to make budgeting decisions; and to compare our performance against that of other peer companies using similar measures. We also use adjusted EBITDA in connection with establishing annual incentive compensation.
We present adjusted free cash flow, which is not a recognized financial measure under GAAP, because we use it to report to our Board of Directors and we believe it assists investors and analysts in evaluating our liquidity. Adjusted free cash flow should not be considered as an alternative to cash flows from operations as a liquidity measure. We present net debt and net debt to LTM adjusted EBITDA, which are not recognized as financial measures under GAAP, because we use them to report to our Board of Directors and we believe they assist investors and analysts in evaluating our borrowing capacity. Net debt to LTM adjusted EBITDA is a key financial measure that is used by management to assess the borrowing capacity of the Company.
You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating adjusted net income, adjusted EPS, adjusted EBITDA and net debt to LTM adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or like some of the adjustments in our presentation of these metrics. Our presentation of adjusted net income, adjusted EPS, adjusted EBITDA, adjusted free cash flow, net debt and net debt to LTM adjusted EBITDA should not be considered as alternatives to any other measure derived in accordance with GAAP and they should not be construed as an inference that the Company’s future results will be unaffected by unusual or non-recurring items. There can be no assurance that we will not modify the presentation of adjusted net income, adjusted EPS, adjusted EBITDA or net debt to LTM adjusted EBITDA in the future, and any such modification may be material. In addition, adjusted net income, adjusted EPS, adjusted EBITDA, adjusted free cash flow, net debt and net debt to LTM adjusted EBITDA may not be comparable to similarly titled measures used by other companies in our industry or across different industries. Additionally, adjusted net income, adjusted EPS, adjusted EBITDA, adjusted free cash flow, net debt and net debt to LTM adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP.
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In reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K, the Company does not provide a reconciliation for non-GAAP estimates on a forward-looking basis, including of its projected range for adjusted EPS for Fiscal 2024 to net income per diluted share, which is the most directly comparable GAAP measure, under "Fiscal 2024 Ending February 1, 2025" above, where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items or there are no meaningful adjustments to be presented in the reconciliation and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and/or amount of various items that would impact net income per diluted share, if any. This includes items that have not yet occurred, are out of the Company's control, cannot be reasonably predicted and/or for which there would not be any meaningful adjustment or difference. For the same reasons, the Company is unable to address the probable significance of the unavailable information. The information under "Fiscal 2024 Ending February 1, 2025" above, including expectations about adjusted EPS reflects management’s view of current and future market conditions. To the extent actual results differ from our current expectations, the Company’s results may differ materially from the expectations set forth above. Other factors, as referenced elsewhere in this press release, may also cause the Company’s results to differ materially from the expectations set forth above.

Reconciliation of GAAP to Non-GAAP Financial Information
BJ'S WHOLESALE CLUB HOLDINGS, INC.
Reconciliation of net income to adjusted net income and adjusted EPS
(Amounts in thousands, except per share amounts)
(Unaudited)
14 Weeks Ended
February 3, 2024		13 Weeks Ended
January 28, 2023		53 Weeks Ended
February 3, 2024		52 Weeks Ended
January 28, 2023
Net income as reported$145,872 $129,781 $523,741 $513,177 
Adjustments:
Acquisition and integration costs (a)
— — — 12,324 
Home office transition costs (b)
— 7,610 — 14,706 
(Gain) loss on termination and impairment of discontinued operations club lease— (537)— 662 
Charges related to debt (c)
— 2,569 1,830 3,256 
Restructuring (d)
5,512 — 13,940 — 
Other adjustments (e)
— — (786)(165)
Tax impact of adjustments to net income (f)
(1,541)(2,731)(4,188)(8,718)
Adjusted net income$149,843 $136,692 $534,537 $535,242 
Weighted-average diluted shares outstanding134,505 136,000 135,118 136,473 
Adjusted EPS (g)
$1.11 $1.00 $3.96 $3.92 

(a)Represents costs related to the acquisition and integration of assets of Burris Logistics, including due diligence, legal, and other consulting expenses.
(b)Represents incremental rent expense, termination fee, other non-recurring lease costs, and write-off of impaired assets as the Company transitioned home office locations in fiscal 2022.
(c)Represents the expensing of fees, deferred fees, and original issue discount associated with the extinguishment of the ABL Facility in fiscal 2022 and amendment of the senior secured first lien term loan in fiscal 2022 and 2023.
(d)Represents charges related to the restructuring of certain corporate functions including costs for severance, retention, outplacement, and consulting fees.
(e)Other non-cash items related to the reclassification into earnings of accumulated other comprehensive income/ loss associated with the de-designation of hedge accounting and other adjustments.
(f)Represents the tax effect of the above adjustments at a statutory tax rate of approximately 28%.
(g)Adjusted EPS is measured using weighted-average diluted shares outstanding. 

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BJ'S WHOLESALE CLUB HOLDINGS, INC.
Reconciliation to Adjusted EBITDA
(Amounts in thousands)
(Unaudited)
14 Weeks Ended
February 3, 2024		13 Weeks Ended
January 28, 2023		53 Weeks Ended
February 3, 2024		52 Weeks Ended
January 28, 2023
Income from continuing operations$145,872 $129,400 $523,652 $514,262 
Interest expense, net15,559 16,296 64,527 47,462 
Provision for income taxes52,574 47,097 212,240 176,262 
Depreciation and amortization61,275 51,675 227,696 200,934 
Stock-based compensation expense 10,010 14,652 39,021 42,617 
Acquisition and integration costs (a)
— — — 12,324 
Home office transition costs (b)
— 7,610 — 14,706 
Restructuring (c)
5,512 — 13,940 — 
Other adjustments (d)
(59)310 1,053 642 
Adjusted EBITDA (e)
$290,743 $267,040 $1,082,129 $1,009,209 

(a)Represents costs related to the acquisition and integration of assets from Burris Logistics, including due diligence, legal, and other consulting expenses.
(b)Represents incremental rent expense, termination fee, other non-recurring lease costs, and write-off of impaired assets as the Company transitioned home office locations in fiscal 2022.
(c)Represents charges related to the restructuring of certain corporate functions including costs for severance, retention, outplacement, and consulting fees.
(d)Other non-cash items, including non-cash accretion on asset retirement obligations and obligations associated with our post-retirement medical plan.
(e)Adjusted EBITDA for the 13-weeks and 52-weeks ended January 28, 2023 has been recast to exclude adjustments for pre-opening expenses and non-cash rent expense to conform to the current period definition.
.
.
BJ'S WHOLESALE CLUB HOLDINGS, INC.
Reconciliation to Adjusted Free Cash Flow
(Amounts in thousands)
(Unaudited)  
14 Weeks Ended
February 3, 2024		13 Weeks Ended
January 28, 2023		53 Weeks Ended
February 3, 2024		52 Weeks Ended
January 28, 2023
Net cash provided by operating activities$274,352 $175,308 $718,883 $788,165 
Less: Additions to property and equipment, net of disposals(119,124)(103,495)(467,075)(397,803)
Plus: Proceeds from sale-leaseback transactions— 16,174 12,310 27,266 
Adjusted free cash flow$155,228 $87,987 $264,118 $417,628 
BJ'S WHOLESALE CLUB HOLDINGS, INC.
Reconciliation of Net Debt and Net Debt to LTM adjusted EBITDA
(Amounts in thousands)
(Unaudited)
February 3, 2024
Total debt$717,432 
Less: Cash and cash equivalents36,049 
Net Debt$681,383 
Adjusted EBITDA(a)
$1,082,129 
Net debt to LTM adjusted EBITDA0.6x
(a)See “Reconciliation to Adjusted EBITDA (unaudited)” table above.



Investor Contact:
Catherine Park
Vice President, Investor Relations
cpark@bjs.com
774-512-6744
Media Contact:
Kirk Saville
Head of Corporate Communications
ksaville@bjs.com
774-512-5597
.
v3.24.0.1
Cover
Mar. 07, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Mar. 07, 2024
Entity Registrant Name BJ’S WHOLESALE CLUB HOLDINGS, INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-38559
Entity Tax Identification Number 45-2936287
Entity Address, Address Line One 350 Campus Drive
Entity Address, State or Province MA
Entity Address, City or Town Marlborough
Entity Address, Postal Zip Code 01752
City Area Code 774
Local Phone Number 512-7400
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01
Trading Symbol BJ
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001531152
Amendment Flag false
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