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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Advance Auto Parts | NYSE:AAP | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
2.15 | 2.87% | 77.07 | 77.39 | 75.71 | 75.85 | 163,158 | 15:41:15 |
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Delaware
(State or other jurisdiction of
incorporation or organization)
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54-2049910
(I.R.S. Employer
Identification No.)
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5008 Airport Road
Roanoke, VA
(Address of Principal Executive Offices)
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24012
(Zip Code)
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Title of each class
Common Stock
($0.0001 par value)
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Name of each exchange on which registered
New York
Stock Exchange
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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TABLE OF CONTENTS
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•
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a decrease in demand for our products;
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•
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competitive pricing and other competitive pressures;
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•
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our ability to implement our business strategy;
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•
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our ability to expand our business, including the location of available and suitable real estate for new store locations, the integration of any acquired businesses and the continued increase in supply chain capacity and efficiency;
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•
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our dependence on our suppliers to provide us with products that comply with safety and quality standards;
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•
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our ability to attract, develop and retain executives and other key employees, or Team Members;
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•
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the potential for fluctuations in the market price of our common stock and the resulting exposure to securities class action litigation;
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•
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the risk that our level of indebtedness may limit our operating flexibility or otherwise strain our liquidity and financial condition;
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•
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deterioration in general macro-economic conditions, including unemployment, inflation or deflation, consumer debt levels, high fuel and energy costs, higher tax rates or uncertain credit markets;
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•
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regulatory and legal risks, including being named as a defendant in administrative investigations or litigation, and the incurrence of legal fees and costs, the payment of fines or the payment of sums to settle litigation or administrative investigations or proceedings;
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•
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a security breach or other cyber security incident;
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•
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business interruptions due to the occurrence of natural disasters, extended periods of unfavorable weather, computer system malfunction, wars or acts of terrorism;
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•
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the impact of global climate change or legal and regulatory responses to such change; and
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•
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other statements that are not of historical fact made throughout this report, including the sections entitled “Business,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors.”
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Parts & Batteries
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Accessories & Chemicals
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Engine Maintenance
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Batteries and battery accessories
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AC chemicals and accessories
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Air filters
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Belts and hoses
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Air fresheners
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Fuel and oil additives
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Brakes and brake pads
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Antifreeze and washer fluid
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Fuel filters
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Chassis parts
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Electrical wire and fuses
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Grease and lubricants
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Climate control parts
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Electronics
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Motor Oil
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Clutches and drive shafts
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Floor mats, seat covers and interior accessories
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Oil filters
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Engines and engine parts
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Hand and specialty tools
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Part cleaners and treatments
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Exhaust systems and parts
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Lighting
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Transmission fluid
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Hub assemblies
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Performance parts
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Ignition components and wire
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Sealants, adhesives and compounds
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Radiators and cooling parts
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Tire repair accessories
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Starters and alternators
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Vent shades, mirrors and exterior accessories
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Steering and alignment parts
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Washes, waxes and cleaning supplies
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Wiper blades
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•
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Battery and wiper installation;
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•
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Battery charging;
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•
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Check engine light reading;
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•
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Electrical system testing, including batteries, starters, alternators and sensors;
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•
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“How-To” video clinics;
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•
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Oil and battery recycling; and
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•
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Loaner tool programs.
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Location
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Number of
Stores
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Location
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Number of
Stores
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Location
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Number of
Stores
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U.S. States:
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Alabama
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137
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Louisiana
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71
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Ohio
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263
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Alaska
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11
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Maine
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40
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Oklahoma
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29
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Arizona
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19
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Maryland
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135
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Oregon
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28
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Arkansas
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24
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Massachusetts
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127
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Pennsylvania
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266
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California
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93
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Michigan
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148
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Rhode Island
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22
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Colorado
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87
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Minnesota
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46
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South Carolina
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147
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Connecticut
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77
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Mississippi
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65
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South Dakota
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10
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District of Columbia
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1
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Missouri
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64
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Tennessee
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156
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Delaware
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17
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Montana
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26
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Texas
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265
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Florida
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534
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Nebraska
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31
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Utah
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22
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Georgia
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273
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Nevada
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15
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Vermont
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12
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Idaho
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9
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New Hampshire
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29
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Virginia
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246
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Illinois
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182
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New Jersey
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131
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Washington
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30
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Indiana
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120
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New Mexico
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15
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West Virginia
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81
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Iowa
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41
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New York
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263
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Wisconsin
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110
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Kansas
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40
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North Carolina
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312
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Wyoming
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13
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Kentucky
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112
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North Dakota
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6
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U.S. Territories:
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Puerto Rico
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27
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Virgin Islands
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1
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Canadian Provinces:
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Alberta
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3
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New Brunswick
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11
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Ontario
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63
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British Columbia
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4
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Newfoundland and Labrador
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3
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Prince Edward Island
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1
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Manitoba
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1
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Nova Scotia
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12
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Quebec
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62
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2016
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2015
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2014
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2013
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2012
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|||||
Beginning Stores
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5,293
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5,372
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4,049
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3,794
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3,662
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Stores Acquired
(1)
|
—
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—
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1,336
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124
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—
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New Stores
(2)
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78
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121
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151
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172
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137
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Stores Closed
(3)
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(182
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)
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(200
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)
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(164
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)
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(41
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)
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(5
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)
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Ending Stores
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5,189
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5,293
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5,372
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4,049
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3,794
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(1)
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Includes 1,336 stores and branches resulting from our acquisition of GPI on January 2, 2014 and 124 stores resulting from our acquisition of B.W.P. Distributors, Inc. ("BWP") on December 31, 2012. We consider stores acquired in smaller acquisitions new stores for purposes of the store rollforward as they are converted to our systems and processes upon acquisition and do not require significant integration activities.
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(2)
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Does not include stores that opened as relocations of previously existing stores within the same general market area or substantial renovations of stores.
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(3)
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The number of store closures in 2016, 2015, 2014 and 2013 includes planned consolidations of 159, 111, 145 and 20, respectively, Carquest, AI and BWP stores.
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•
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a decrease in the number of vehicles or in the number of annual miles driven
, because fewer vehicles means less maintenance and repairs, and lower vehicle mileage, which may be affected by gas prices and other factors, decreases the need for maintenance and repair (while higher miles driven increases the need);
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•
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the economy
, because during periods of declining economic conditions, consumers may defer vehicle maintenance or repair and discretionary spending; conversely, during periods of favorable economic conditions, more of our DIY customers may pay others to repair and maintain their cars or they may purchase new cars;
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•
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the weather,
because milder weather conditions may lower the failure rates of automobile parts while extended periods of rain and winter precipitation may cause our customers to defer elective maintenance and repair of their vehicles;
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•
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the average duration of manufacturer warranties and average age of vehicles being driven,
because newer cars typically require fewer repairs and will be repaired by the manufacturers' dealer network using dealer parts pursuant to warranties (which have gradually increased in duration and/or mileage expiration over the recent past), while vehicles that are seven years old and older are generally no longer covered under manufacturers' warranties and tend to need more maintenance and repair than newer vehicles;
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•
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technological advances and the increase in quality of vehicles manufactured
, because vehicles that need less frequent maintenance and have low part failure rates will require less frequent repairs using aftermarket parts; and
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•
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the refusal of vehicle manufacturers to make available diagnostic, repair and maintenance information
to
the automotive aftermarket industry that our Professional and DIY customers require to diagnose, repair and maintain their vehicles
, because this may force consumers to have a majority of diagnostic work, repairs and maintenance performed by the vehicle manufacturers’ dealer network.
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•
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Our ability to continue to identify suitable acquisition targets or to acquire additional companies at favorable prices or on other favorable terms;
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•
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The risk that management’s attention may be distracted;
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•
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Our ability to retain key personnel from acquired businesses;
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•
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Our ability to successfully integrate the operations and systems of the acquired companies and achieve the strategic, operational, financial or other anticipated benefits of the acquisition;
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•
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We may incur significant transaction and integration costs in connection with acquisitions that may not be offset by the benefits achieved from the acquisition in the near term, or at all;
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•
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We may assume or become subject to loss contingencies, known or unknown, of the acquired companies, which could related to past, present, or future facts, events circumstances or occurrences.
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•
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affect our liquidity by limiting our ability to obtain additional financing for working capital, limit our ability to obtain financing for capital expenditures and acquisitions or make any available financing more costly;
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•
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require us to dedicate all or a substantial portion of our cash flow to service our debt, which would reduce funds available for other business purposes, such as capital expenditures, dividends or acquisitions;
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•
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limit our flexibility in planning for or reacting to changes in the markets in which we compete;
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•
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place us at a competitive disadvantage relative to our competitors who may have less indebtedness;
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•
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render us more vulnerable to general adverse economic and industry conditions; and
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•
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make it more difficult for us to satisfy our financial obligations.
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Square Footage
(in thousands)
|
||||
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Location
|
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Leased
|
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Owned
|
||
Distribution Centers
|
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50 locations in 32 states and 4 Canadian provinces
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6,484
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4,273
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Store Support Centers:
|
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||
Roanoke, Virginia
|
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Roanoke, Virginia
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270
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|
—
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Raleigh, North Carolina
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Raleigh, North Carolina
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146
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—
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Item 5.
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Market for Registrant
’
s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
|
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High
|
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Low
|
||||
Fiscal Year Ended December 31, 2016
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||||
Fourth Quarter
|
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$
|
177.83
|
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$
|
134.08
|
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Third Quarter
|
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$
|
172.87
|
|
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$
|
145.15
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Second Quarter
|
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$
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166.32
|
|
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$
|
132.98
|
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First Quarter
|
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$
|
165.99
|
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$
|
131.59
|
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|
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|
||||
Fiscal Year Ended January 2, 2016
|
|
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||||
Fourth Quarter
|
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$
|
201.24
|
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$
|
144.73
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Third Quarter
|
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$
|
194.61
|
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$
|
151.30
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Second Quarter
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$
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169.90
|
|
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$
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142.63
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First Quarter
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$
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165.00
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$
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143.02
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Period
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Total Number
of Shares
Purchased
(1)
|
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Average
Price Paid
per Share
(1)
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Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
(2)
|
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Maximum Dollar
Value that May Yet
Be Purchased
Under the Plans or
Programs
(2)
(In thousands)
|
||||||
October 9, 2016 to November 5, 2016
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3
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$
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156.66
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—
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$
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415,092
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November 6, 2016 to December 3, 2016
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12,608
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170.75
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—
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415,092
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||
December 4, 2015 to December 31, 2016
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22,607
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174.26
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—
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415,092
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||
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||||||
Total
|
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35,218
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$
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173.00
|
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—
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$
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415,092
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(1)
|
We repurchased
35,218
shares of our common stock at an aggregate cost of
$6.1 million
, or an average purchase price of
$173.00
per share, in connection with the net settlement of shares issued as a result of the vesting of restricted stock units during the fourth quarter ended
December 31, 2016
. We did not repurchase any shares under our
$500.0 million
stock repurchase program during our fourth quarter ended
December 31, 2016
.
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(2)
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Our stock repurchase program authorizing the repurchase of up to
$500.0 million
in common stock was authorized by our Board of Directors and publicly announced on May 14, 2012.
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Company/Index
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December 31, 2011
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December 29, 2012
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December 28, 2013
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January 3, 2015
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January 2, 2016
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December 31, 2016
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||||||||||||
Advance Auto Parts
|
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$
|
100.00
|
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$
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102.87
|
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$
|
158.46
|
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$
|
228.88
|
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$
|
217.49
|
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$
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244.64
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S&P 500 Index
|
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100.00
|
|
|
114.07
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|
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152.98
|
|
|
174.56
|
|
|
177.01
|
|
|
198.18
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||||||
S&P Retail Index
|
|
100.00
|
|
|
122.23
|
|
|
178.55
|
|
|
196.06
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|
|
245.31
|
|
|
256.69
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Fiscal Year
(1)
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||||||||||||||||||
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2016
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2015
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2014
(2)
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2013
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2012
|
||||||||||
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(in thousands, except per share data, store data and ratios)
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||||||||||||||||||
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||||||||||
Statement of Operations Data:
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||||||||||
Net sales
|
|
$
|
9,567,679
|
|
|
$
|
9,737,018
|
|
|
$
|
9,843,861
|
|
|
$
|
6,493,814
|
|
|
$
|
6,205,003
|
|
Cost of sales
|
|
5,311,764
|
|
|
5,314,246
|
|
|
5,390,248
|
|
|
3,241,668
|
|
|
3,106,967
|
|
|||||
Gross profit
|
|
4,255,915
|
|
|
4,422,772
|
|
|
4,453,613
|
|
|
3,252,146
|
|
|
3,098,036
|
|
|||||
Selling, general and administrative expenses
(3)
|
|
3,468,317
|
|
|
3,596,992
|
|
|
3,601,903
|
|
|
2,591,828
|
|
|
2,440,721
|
|
|||||
Operating income
|
|
787,598
|
|
|
825,780
|
|
|
851,710
|
|
|
660,318
|
|
|
657,315
|
|
|||||
Interest expense
(4)
|
|
(59,910
|
)
|
|
(65,408
|
)
|
|
(73,408
|
)
|
|
(36,618
|
)
|
|
(33,841
|
)
|
|||||
Other income (expense), net
|
|
11,147
|
|
|
(7,484
|
)
|
|
3,092
|
|
|
2,698
|
|
|
600
|
|
|||||
Income before provision for income taxes
|
|
738,835
|
|
|
752,888
|
|
|
781,394
|
|
|
626,398
|
|
|
624,074
|
|
|||||
Income tax expense
|
|
279,213
|
|
|
279,490
|
|
|
287,569
|
|
|
234,640
|
|
|
236,404
|
|
|||||
Net income
|
|
$
|
459,622
|
|
|
$
|
473,398
|
|
|
$
|
493,825
|
|
|
$
|
391,758
|
|
|
$
|
387,670
|
|
|
|
|
|
|
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|
||||||||||
Per Share Data:
|
|
|
|
|
|
|
|
|
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|
||||||||||
Basic earnings per common share
|
|
$
|
6.22
|
|
|
$
|
6.45
|
|
|
$
|
6.75
|
|
|
$
|
5.36
|
|
|
$
|
5.29
|
|
Diluted earnings per common share
|
|
$
|
6.20
|
|
|
$
|
6.40
|
|
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$
|
6.71
|
|
|
$
|
5.32
|
|
|
$
|
5.22
|
|
Cash dividends declared per basic share
|
|
$
|
0.24
|
|
|
$
|
0.24
|
|
|
$
|
0.24
|
|
|
$
|
0.24
|
|
|
$
|
0.24
|
|
Weighted average basic shares outstanding
|
|
73,562
|
|
|
73,190
|
|
|
72,932
|
|
|
72,930
|
|
|
73,091
|
|
|||||
Weighted average diluted shares outstanding
|
|
73,856
|
|
|
73,733
|
|
|
73,414
|
|
|
73,414
|
|
|
74,062
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash flows provided by (used in):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating activities
|
|
$
|
500,874
|
|
|
$
|
689,642
|
|
|
$
|
708,991
|
|
|
$
|
545,250
|
|
|
$
|
685,281
|
|
Investing activities
|
|
$
|
(262,044
|
)
|
|
$
|
(253,366
|
)
|
|
$
|
(2,288,237
|
)
|
|
$
|
(362,107
|
)
|
|
$
|
(272,978
|
)
|
Financing activities
|
|
$
|
(194,691
|
)
|
|
$
|
(445,952
|
)
|
|
$
|
575,911
|
|
|
$
|
331,217
|
|
|
$
|
127,907
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet and Other Financial Data:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$
|
135,178
|
|
|
$
|
90,782
|
|
|
$
|
104,671
|
|
|
$
|
1,112,471
|
|
|
$
|
598,111
|
|
Inventory
|
|
$
|
4,325,868
|
|
|
$
|
4,174,768
|
|
|
$
|
3,936,955
|
|
|
$
|
2,556,557
|
|
|
$
|
2,308,609
|
|
Inventory turnover
(5)
|
|
1.25
|
|
|
1.31
|
|
|
1.47
|
|
|
1.33
|
|
|
1.43
|
|
|||||
Inventory per store
(6)
|
|
$
|
834
|
|
|
$
|
789
|
|
|
$
|
733
|
|
|
$
|
631
|
|
|
$
|
609
|
|
Accounts payable to Inventory ratio
(7)
|
|
71.3
|
%
|
|
76.7
|
%
|
|
78.6
|
%
|
|
85.3
|
%
|
|
87.9
|
%
|
|||||
Net working capital
(8)
|
|
$
|
1,496,718
|
|
|
$
|
1,143,269
|
|
|
$
|
1,086,624
|
|
|
$
|
1,359,317
|
|
|
$
|
758,410
|
|
Capital expenditures
|
|
$
|
259,559
|
|
|
$
|
234,747
|
|
|
$
|
228,446
|
|
|
$
|
195,757
|
|
|
$
|
271,182
|
|
Total assets
(9)
|
|
$
|
8,315,033
|
|
|
$
|
8,127,701
|
|
|
$
|
7,954,392
|
|
|
$
|
5,556,054
|
|
|
$
|
4,607,816
|
|
Total debt
(9)
|
|
$
|
1,043,255
|
|
|
$
|
1,206,895
|
|
|
$
|
1,628,927
|
|
|
$
|
1,044,864
|
|
|
$
|
599,090
|
|
Total stockholders' equity
|
|
$
|
2,916,192
|
|
|
$
|
2,460,648
|
|
|
$
|
2,002,912
|
|
|
$
|
1,516,205
|
|
|
$
|
1,210,694
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fiscal Year
(1)
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
2014
(2)
|
|
2013
|
|
2012
|
||||||||||
|
|
(in thousands, except per share data, store data and ratios)
|
||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Selected Store Data and Performance Measures:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comparable store sales growth
(10)
|
|
(1.4
|
%)
|
|
0.0
|
%
|
|
2.0
|
%
|
|
(1.5
|
%)
|
|
(0.8
|
%)
|
|||||
Number of stores, beginning of year
(11)
|
|
5,293
|
|
|
5,372
|
|
|
4,049
|
|
|
3,794
|
|
|
3,662
|
|
|||||
New stores
(11) (12)
|
|
78
|
|
|
121
|
|
|
1,487
|
|
|
296
|
|
|
137
|
|
|||||
Closed stores
(11) (13)
|
|
(182
|
)
|
|
(200
|
)
|
|
(164
|
)
|
|
(41
|
)
|
|
(5
|
)
|
|||||
Number of stores, end of year
(11)
|
|
5,189
|
|
|
5,293
|
|
|
5,372
|
|
|
4,049
|
|
|
3,794
|
|
|||||
Stores with Professional delivery program, end of period
|
|
4,501
|
|
|
4,745
|
|
|
4,981
|
|
|
3,702
|
|
|
3,484
|
|
|||||
Total Professional sales, as a percentage of total sales
|
|
57.5
|
%
|
|
57.2
|
%
|
|
57.0
|
%
|
|
40.4
|
%
|
|
38.1
|
%
|
|||||
Total store square footage, end of period
(in 000s)
|
|
41,737
|
|
|
42,185
|
|
|
43,338
|
|
|
29,701
|
|
|
27,806
|
|
(1)
|
Our fiscal year consists of 52 or 53 weeks ending on the Saturday nearest to December 31
st
. All fiscal years presented are 52 weeks, with the exception of 2014, which consisted of 53 weeks. The impact of week 53 included in sales, gross profit and selling, general and administrative expenses for 2014 was $150,386, $67,780 and $46,720, respectively.
|
(2)
|
We have included the financial results of GPI in our consolidated financial statements commencing with its acquisition on January 2, 2014.
|
(3)
|
Selling, general and administrative expenses include the impact of GPI integration, store closure and consolidation costs and support center restructuring costs of $72,828, $127,059 and $82,234 and amortization of GPI intangibles of $40,940, $42,281 and $42,696 for 2016, 2015 and 2014, respectively. It also includes acquisition costs associated with our acquisition of GPI on January 2, 2014 of $24,983 and integration costs associated with our integration of BWP of $8,004 for 2013.
|
(4)
|
Interest expense includes the impact of acquisition costs associated with our acquisition of GPI on January 2, 2014 of $1,987 for 2013.
|
(5)
|
Inventory turnover is calculated as cost of sales divided by the average of beginning and ending inventories. For 2014 the ratio was calculated using an average of ending inventories over the last five quarters to adjust for the impact of the acquisition of GPI and its inventories on January 2, 2014.
|
(6)
|
Inventory per store is calculated as ending inventory divided by ending store and branch count. Our branches have a larger footprint than our stores.
|
(7)
|
Accounts payable to inventory ratio is calculated as ending accounts payable divided by ending inventory.
|
(8)
|
Net working capital is calculated by subtracting current liabilities from current assets. We retrospectively adopted Financial Accounting Standards Board ("FASB") Accounting Standards Update ("ASU") 2015-17 during the fourth quarter of 2015, which requires the presentation of all deferred income taxes as long-term assets or liabilities. Accordingly, 2014, 2013 and 2012 have been adjusted by $88,650, $134,718 and $133,848, respectively.
|
(9)
|
We retrospectively adopted ASU 2015-3 and ASU 2015-15 at the beginning of fiscal 2016, which required a reclassification of debt issuance costs from Other Assets to Long-term Debt. Accordingly 2015, 2014, 2013 and 2012 have been adjusted by $6,864, $7,966, $8,720 and $5,998, respectively.
|
(10)
|
Comparable store sales include net sales from our stores, branches and e-commerce websites. Sales to independently-owned Carquest branded stores are excluded from our comparable store sales.The change in store sales is calculated based on the change in net sales starting once a store or branch has been open for 13 complete accounting periods (each period represents four weeks). Relocations are included in comparable store sales from the original date of opening. Acquired stores are included in our comparable store sales once the stores have completed 13 complete accounting periods following the acquisition date (approximately one year). Comparable store sales growth for 2014 and 2015 excludes sales from the 53
rd
week of 2014.
|
(11)
|
Store count activity includes Worldpac branches.
|
(12)
|
Includes 1,336 stores and branches resulting from our acquisition of GPI during 2014 and 124 stores resulting from our acquisition of BWP during 2013.
|
(13)
|
The number of store closures includes planned consolidations of 159, 111, 145 and 20 stores in 2016, 2015, 2014 and 2013, respectively.
|
(1)
|
|
|
|
2016
|
|
2015
|
||||
GPI integration, store closure and consolidation, and support center restructuring costs
|
|
$
|
0.61
|
|
|
$
|
1.07
|
|
Amortization related to the acquired intangible assets from GPI
|
|
$
|
0.34
|
|
|
$
|
0.35
|
|
•
|
Total sales during
2016
decreased
1.7%
to
$9,567.7 million
as compared to
2015
. This decrease was primarily driven by a decline in comparable store sales of
1.4%
, store closures and the effect of Carquest store consolidations, partially offset by new store openings.
|
•
|
Our operating income for
2016
was
$787.6 million
, a decrease of
$38.2 million
from
2015
. As a percentage of total sales, operating income was
8.2%
, a decrease of
25
basis points as compared to
2015
, due to a decrease in our gross profit rate, partially offset by a decrease in our SG&A rate.
|
•
|
Our inventory balance as of
December 31, 2016
increased
$151.1 million
, or
3.6%
, over the prior year driven mainly by the build-up of transitional inventory associated with our Carquest product and store integration that began to drop by the end of the year, and the opening of new locations, including a new Worldpac distribution center.
|
•
|
We generated operating cash flow of
$500.9
million during
2016
, a decrease of
27.4%
compared to
2015
, primarily due to a decrease in net income and accounts payable.
|
|
AAP
|
|
AI
|
|
CARQUEST
(1)
|
|
WORLDPAC
|
|
Total
|
|
|||||
January 2, 2016
|
4,102
|
|
|
184
|
|
|
885
|
|
|
122
|
|
|
5,293
|
|
|
New
|
64
|
|
|
—
|
|
|
9
|
|
|
5
|
|
|
78
|
|
|
Closed
|
(13
|
)
|
|
(3
|
)
|
|
(7
|
)
|
|
—
|
|
|
(23
|
)
|
|
Consolidated
(2)
|
(3
|
)
|
|
—
|
|
|
(156
|
)
|
|
—
|
|
|
(159
|
)
|
|
Converted
(3)
|
123
|
|
|
—
|
|
|
(123
|
)
|
|
—
|
|
|
—
|
|
|
December 31, 2016
|
4,273
|
|
|
181
|
|
|
608
|
|
|
127
|
|
|
5,189
|
|
|
Stores with professional delivery programs
|
3,585
|
|
|
181
|
|
|
608
|
|
|
127
|
|
|
4,501
|
|
|
|
|
Fiscal Year Ended
|
|||||||
|
|
December 31,
2016 |
|
January 2,
2016 |
|
January 3,
2015 |
|||
Net sales
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of sales, including purchasing and warehousing costs
|
|
55.5
|
|
|
54.6
|
|
|
54.8
|
|
Gross profit
|
|
44.5
|
|
|
45.4
|
|
|
45.2
|
|
Selling, general and administrative expenses
|
|
36.3
|
|
|
36.9
|
|
|
36.6
|
|
Operating income
|
|
8.2
|
|
|
8.5
|
|
|
8.7
|
|
Interest expense
|
|
(0.6
|
)
|
|
(0.7
|
)
|
|
(0.7
|
)
|
Other, net
|
|
0.1
|
|
|
(0.1
|
)
|
|
0.0
|
|
Provision for income taxes
|
|
2.9
|
|
|
2.9
|
|
|
2.9
|
|
Net income
|
|
4.8
|
%
|
|
4.9
|
%
|
|
5.0
|
%
|
|
|
Fiscal Year Ended
(in thousands, except per share data)
|
||||||
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
Net income (GAAP)
|
|
$
|
459,622
|
|
|
$
|
473,398
|
|
SG&A adjustments
(a)
|
|
113,768
|
|
|
169,340
|
|
||
Provision for income taxes on adjustments
(b)
|
|
(43,232
|
)
|
|
(64,349
|
)
|
||
Adjusted net income
|
|
$
|
530,158
|
|
|
$
|
578,389
|
|
|
|
|
|
|
||||
Diluted earnings per common share (GAAP)
|
|
$
|
6.20
|
|
|
$
|
6.40
|
|
SG&A adjustments, net of tax
|
|
0.95
|
|
|
1.42
|
|
||
Adjusted Cash EPS
|
|
$
|
7.15
|
|
|
$
|
7.82
|
|
(a)
|
The adjustments to SG&A expenses for 2016 include GPI integration, store consolidation costs and support center restructuring costs of
$72,828
and GPI amortization of acquired intangible assets of
$40,940
. The adjustments to SG&A expenses for 2015 include GPI integration, store closure and consolidation costs and support center restructuring costs of
$127,059
and GPI amortization of acquired intangible assets of
$42,281
.
|
(b)
|
The income tax impact of non-GAAP adjustments is calculated using the estimated tax rate in effect for the respective non-GAAP adjustments.
|
|
|
16-Weeks
Ended
4/25/2015
|
|
12-Weeks
Ended
7/18/2015
|
|
12-Weeks
Ended
10/10/2015
|
|
12-Weeks
Ended
1/2/2016
|
|
16-Weeks
Ended
4/23/2016
|
|
12-Weeks
Ended
7/16/2016
|
|
12-Weeks
Ended
10/8/2016
|
|
12-Weeks
Ended
12/31/2016
|
||||||||||||||||
Net Sales
|
|
$
|
3,038,233
|
|
|
$
|
2,370,037
|
|
|
$
|
2,295,203
|
|
|
$
|
2,033,545
|
|
|
$
|
2,979,778
|
|
|
$
|
2,256,155
|
|
|
$
|
2,248,855
|
|
|
$
|
2,082,891
|
|
Gross profit
|
|
1,393,924
|
|
|
1,087,289
|
|
|
1,032,387
|
|
|
909,172
|
|
|
1,349,889
|
|
|
1,010,257
|
|
|
988,205
|
|
|
907,564
|
|
||||||||
Net income
|
|
148,112
|
|
|
149,998
|
|
|
120,469
|
|
|
54,819
|
|
|
158,813
|
|
|
124,600
|
|
|
113,844
|
|
|
62,365
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Net income per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
|
$
|
2.02
|
|
|
$
|
2.04
|
|
|
$
|
1.64
|
|
|
$
|
0.75
|
|
|
$
|
2.16
|
|
|
$
|
1.69
|
|
|
$
|
1.54
|
|
|
$
|
0.84
|
|
Diluted
|
|
$
|
2.00
|
|
|
$
|
2.03
|
|
|
$
|
1.63
|
|
|
$
|
0.74
|
|
|
$
|
2.14
|
|
|
$
|
1.68
|
|
|
$
|
1.53
|
|
|
$
|
0.84
|
|
|
Fiscal Year
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(in millions)
|
||||||||||
Cash flows from operating activities
|
$
|
500.9
|
|
|
$
|
689.6
|
|
|
$
|
709.0
|
|
Cash flows from investing activities
|
(262.0
|
)
|
|
(253.4
|
)
|
|
(2,288.2
|
)
|
|||
Cash flows from financing activities
|
(194.7
|
)
|
|
(446.0
|
)
|
|
575.9
|
|
|||
Effect of exchange rate changes on cash
|
0.3
|
|
|
(4.2
|
)
|
|
(4.5
|
)
|
|||
Net (decrease) increase in cash and cash equivalents
|
$
|
44.4
|
|
|
$
|
(13.9
|
)
|
|
$
|
(1,007.8
|
)
|
|
|
|
|
Payments Due by Period
|
||||||||||||||||
Contractual Obligations
|
|
Total
|
|
Less than
1 Year
|
|
1 - 3 Years
|
|
3 - 5 Years
|
|
More Than
5 Years
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Long-term debt
(1)
|
|
$
|
1,050,306
|
|
|
$
|
306
|
|
|
$
|
—
|
|
|
$
|
300,000
|
|
|
$
|
750,000
|
|
Interest payments
|
|
278,775
|
|
|
51,006
|
|
|
102,000
|
|
|
78,779
|
|
|
46,990
|
|
|||||
Operating leases
(2)
|
|
3,161,077
|
|
|
472,723
|
|
|
851,446
|
|
|
655,148
|
|
|
1,181,760
|
|
|||||
Other long-term liabilities
(3)
|
|
679,846
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Purchase obligations
(4)
|
|
50,136
|
|
|
29,083
|
|
|
13,478
|
|
|
3,600
|
|
|
3,975
|
|
|||||
|
|
$
|
5,220,140
|
|
|
$
|
553,118
|
|
|
$
|
966,924
|
|
|
$
|
1,037,527
|
|
|
$
|
1,982,725
|
|
(1)
|
Long-term debt primarily represents the principal amount of our 2020 Notes, 2022 Notes and 2023 Notes, which become due in 2020, 2022 and 2023, respectively.
|
(2)
|
We lease certain store locations, distribution centers, office space, equipment and vehicles. Our property leases generally contain renewal and escalation clauses and other concessions. These provisions are considered in our calculation of our minimum lease payments which are recognized as expense on a straight-line basis over the
|
(3)
|
Includes the long-term portion of deferred income taxes and other liabilities, including self-insurance reserves for which no contractual payment schedule exists and we expect the payments to occur beyond 12 months from
December 31, 2016
. Accordingly, the related balances have not been reflected in the “Payments Due by Period” section of the table.
|
(4)
|
Purchase obligations include agreements to purchase goods or services that are enforceable, legally binding and specify all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Included in the table above is the lesser of the remaining obligation or the cancellation penalty under the agreement. Our open purchase orders related to merchandise inventory are based on current operational needs and are fulfilled by our vendors within a short period of time. We currently do not have minimum purchase commitments under our vendor supply agreements nor are our open purchase orders binding agreements. Accordingly, we have excluded open purchase orders from the above table.
|
/s/ Thomas R. Greco
|
|
/s/ Thomas B. Okray
|
|
Thomas R. Greco
|
|
Thomas B. Okray
|
|
President and Chief Executive Officer and Director
|
|
Executive Vice President and Chief Financial Officer
|
|
December 31,
2016 |
|
January 2,
2016 |
|
||||
Assets
|
|
|
||||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
$
|
135,178
|
|
|
$
|
90,782
|
|
|
Receivables, net
|
641,252
|
|
|
597,788
|
|
|
||
Inventories, net
|
4,325,868
|
|
|
4,174,768
|
|
|
||
Other current assets
|
70,466
|
|
|
77,408
|
|
|
||
Total current assets
|
5,172,764
|
|
|
4,940,746
|
|
|
||
Property and equipment, net of accumulated depreciation of $1,660,648 and $1,489,766
|
1,446,340
|
|
|
1,434,577
|
|
|
||
Goodwill
|
990,877
|
|
|
989,484
|
|
|
||
Intangible assets, net
|
640,903
|
|
|
687,125
|
|
|
||
Other assets, net
|
64,149
|
|
|
75,769
|
|
|
||
|
$
|
8,315,033
|
|
|
$
|
8,127,701
|
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
|
||
Current portion of long-term debt
|
$
|
306
|
|
|
$
|
598
|
|
|
Accounts payable
|
3,086,177
|
|
|
3,203,922
|
|
|
||
Accrued expenses
|
554,397
|
|
|
553,163
|
|
|
||
Other current liabilities
|
35,166
|
|
|
39,794
|
|
|
||
Total current liabilities
|
3,676,046
|
|
|
3,797,477
|
|
|
||
Long-term debt
|
1,042,949
|
|
|
1,206,297
|
|
|
||
Deferred income taxes
|
454,282
|
|
|
433,925
|
|
|
||
Other long-term liabilities
|
225,564
|
|
|
229,354
|
|
|
||
Commitments and contingencies
|
|
|
|
|
|
|
||
Stockholders' equity:
|
|
|
|
|
|
|
||
Preferred stock, nonvoting, $0.0001 par value,
|
|
|
|
|
||||
10,000 shares authorized; no shares issued or outstanding
|
—
|
|
|
—
|
|
|
||
Common stock, voting, $0.0001 par value, 200,000 shares authorized;
|
|
|
|
|
||||
75,326 shares issued and 73,749 outstanding at December 31, 2016
|
|
|
|
|
||||
and 74,775 shares issued and 73,314 outstanding at January 2, 2016
|
8
|
|
|
7
|
|
|
||
Additional paid-in capital
|
631,052
|
|
|
603,332
|
|
|
||
Treasury stock, at cost, 1,577 and 1,461 shares
|
(138,102
|
)
|
|
(119,709
|
)
|
|
||
Accumulated other comprehensive loss
|
(39,701
|
)
|
|
(44,059
|
)
|
|
||
Retained earnings
|
2,462,935
|
|
|
2,021,077
|
|
|
||
Total stockholders' equity
|
2,916,192
|
|
|
2,460,648
|
|
|
||
|
$
|
8,315,033
|
|
|
$
|
8,127,701
|
|
|
|
Fiscal Years
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(52 weeks)
|
|
(52 weeks)
|
|
(53 weeks)
|
||||||
|
|
|
|
|
|
||||||
Net sales
|
$
|
9,567,679
|
|
|
$
|
9,737,018
|
|
|
$
|
9,843,861
|
|
Cost of sales,
including purchasing and warehousing costs
|
5,311,764
|
|
|
5,314,246
|
|
|
5,390,248
|
|
|||
Gross profit
|
4,255,915
|
|
|
4,422,772
|
|
|
4,453,613
|
|
|||
Selling, general and administrative expenses
|
3,468,317
|
|
|
3,596,992
|
|
|
3,601,903
|
|
|||
Operating income
|
787,598
|
|
|
825,780
|
|
|
851,710
|
|
|||
Other, net:
|
|
|
|
|
|
|
|||||
Interest expense
|
(59,910
|
)
|
|
(65,408
|
)
|
|
(73,408
|
)
|
|||
Other income (expense), net
|
11,147
|
|
|
(7,484
|
)
|
|
3,092
|
|
|||
Total other, net
|
(48,763
|
)
|
|
(72,892
|
)
|
|
(70,316
|
)
|
|||
Income before provision for income taxes
|
738,835
|
|
|
752,888
|
|
|
781,394
|
|
|||
Provision for income taxes
|
279,213
|
|
|
279,490
|
|
|
287,569
|
|
|||
Net income
|
$
|
459,622
|
|
|
$
|
473,398
|
|
|
$
|
493,825
|
|
|
|
|
|
|
|
||||||
Basic earnings per common share
|
$
|
6.22
|
|
|
$
|
6.45
|
|
|
$
|
6.75
|
|
Diluted earnings per common share
|
$
|
6.20
|
|
|
$
|
6.40
|
|
|
$
|
6.71
|
|
Dividends declared per common share
|
$
|
0.24
|
|
|
$
|
0.24
|
|
|
$
|
0.24
|
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
73,562
|
|
|
73,190
|
|
|
72,932
|
|
|||
Weighted average common shares outstanding - assuming dilution
|
73,856
|
|
|
73,733
|
|
|
73,414
|
|
|
Fiscal Years
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(52 weeks)
|
|
(52 weeks)
|
|
(53 weeks)
|
||||||
|
|
|
|
|
|
||||||
Net income
|
$
|
459,622
|
|
|
$
|
473,398
|
|
|
$
|
493,825
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
||||||
Changes in net unrecognized other postretirement benefit costs, net of $346, $289 and $483 tax
|
(534
|
)
|
|
(445
|
)
|
|
(752
|
)
|
|||
Currency translation adjustments
|
4,892
|
|
|
(31,277
|
)
|
|
(15,268
|
)
|
|||
Total other comprehensive income (loss)
|
4,358
|
|
|
(31,722
|
)
|
|
(16,020
|
)
|
|||
Comprehensive income
|
$
|
463,980
|
|
|
$
|
441,676
|
|
|
$
|
477,805
|
|
ADVANCE AUTO PARTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
For the Years Ended December 31, 2016, January 2, 2016 and January 3, 2015
(in thousands)
|
||||||||||||||||||||||||||||||||||||
|
Preferred Stock
|
|
Common Stock
|
|
Additional
Paid-in
Capital
|
|
Treasury Stock, at cost
|
|
Accumulated Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings
|
|
Total
Stockholders'
Equity
|
|||||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
Shares
|
|
Amount
|
|
|
|
|||||||||||||||||||||
Balance, December 28, 2013
|
—
|
|
|
$
|
—
|
|
|
74,224
|
|
|
$
|
7
|
|
|
$
|
531,293
|
|
|
1,384
|
|
|
$
|
(107,890
|
)
|
|
$
|
3,683
|
|
|
$
|
1,089,112
|
|
|
$
|
1,516,205
|
|
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
493,825
|
|
|
493,825
|
|
|||||||
Total other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(16,020
|
)
|
|
|
|
(16,020
|
)
|
|||||||||||||||
Issuance of shares upon the exercise of stock options and stock appreciation rights
|
|
|
|
|
|
|
162
|
|
|
|
|
|
1,874
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,874
|
|
|||||||
Tax withholdings related to the exercise of stock appreciation rights
|
|
|
|
|
|
|
|
|
(7,102
|
)
|
|
|
|
|
|
|
|
|
|
(7,102
|
)
|
|||||||||||||||
Tax benefit from share-based compensation, net
|
|
|
|
|
|
|
|
|
|
|
|
|
10,471
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,471
|
|
|||||||
Restricted stock and restricted stock units vested
|
|
|
|
|
|
|
68
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||
Share-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
21,705
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,705
|
|
|||||||
Stock issued under employee stock purchase plan
|
|
|
|
|
|
|
39
|
|
|
|
|
|
4,660
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,660
|
|
|||||||
Repurchase of common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35
|
|
|
(5,154
|
)
|
|
|
|
|
|
|
|
(5,154
|
)
|
|||||||
Cash dividends declared ($0.24 per common share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17,596
|
)
|
|
(17,596
|
)
|
|||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
44
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
44
|
|
|||||||
Balance, January 3, 2015
|
—
|
|
|
—
|
|
|
74,493
|
|
|
7
|
|
|
562,945
|
|
|
1,419
|
|
|
(113,044
|
)
|
|
(12,337
|
)
|
|
1,565,341
|
|
|
2,002,912
|
|
|||||||
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
473,398
|
|
|
473,398
|
|
|||||||
Total other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(31,722
|
)
|
|
|
|
(31,722
|
)
|
|||||||||||||||
Issuance of shares upon the exercise of stock appreciation rights
|
|
|
|
|
|
|
138
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
||||||||
Tax withholdings related to the exercise of stock appreciation rights
|
|
|
|
|
|
|
|
|
(13,112
|
)
|
|
|
|
|
|
|
|
|
|
(13,112
|
)
|
|||||||||||||||
Tax benefit from share-based compensation, net
|
|
|
|
|
|
|
|
|
|
|
|
|
12,989
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,989
|
|
|||||||
Restricted stock and restricted stock units vested
|
|
|
|
|
109
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||||||||||
Share-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
35,336
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35,336
|
|
|||||||
Stock issued under employee stock purchase plan
|
|
|
|
|
|
|
35
|
|
|
|
|
|
5,139
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,139
|
|
|||||||
Repurchase of common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42
|
|
|
(6,665
|
)
|
|
|
|
|
|
|
|
(6,665
|
)
|
|||||||
Cash dividends declared ($0.24 per common share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17,662
|
)
|
|
(17,662
|
)
|
|||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
35
|
|
|||||||
Balance, January 2, 2016
|
—
|
|
|
—
|
|
|
74,775
|
|
|
7
|
|
|
603,332
|
|
|
1,461
|
|
|
(119,709
|
)
|
|
(44,059
|
)
|
|
2,021,077
|
|
|
2,460,648
|
|
|||||||
Net income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
459,622
|
|
|
459,622
|
|
|||||||
Total other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,358
|
|
|
|
|
4,358
|
|
|||||||||||||||
Issuance of shares upon the exercise of stock appreciation rights
|
|
|
|
|
|
|
149
|
|
|
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1
|
|
||||||||
Tax withholdings related to the exercise of stock appreciation rights
|
|
|
|
|
|
|
|
|
(19,558
|
)
|
|
|
|
|
|
|
|
|
|
(19,558
|
)
|
|||||||||||||||
Tax benefit from share-based compensation, net
|
|
|
|
|
|
|
|
|
|
|
|
|
22,325
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,325
|
|
|||||||
Restricted stock units vested
|
|
|
|
|
|
|
372
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|||||||
Share-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
20,422
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,422
|
|
|||||||
Stock issued under employee stock purchase plan
|
|
|
|
|
|
|
30
|
|
|
|
|
|
4,369
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,369
|
|
|||||||
Repurchase of common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
116
|
|
|
(18,393
|
)
|
|
|
|
|
|
|
|
(18,393
|
)
|
|||||||
Cash dividends declared ($0.24 per common share)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(17,764
|
)
|
|
(17,764
|
)
|
|||||||
Other
|
|
|
|
|
|
|
|
|
|
|
|
|
162
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
162
|
|
|||||||
Balance, December 31, 2016
|
—
|
|
|
$
|
—
|
|
|
75,326
|
|
|
$
|
8
|
|
|
$
|
631,052
|
|
|
1,577
|
|
|
$
|
(138,102
|
)
|
|
$
|
(39,701
|
)
|
|
$
|
2,462,935
|
|
|
$
|
2,916,192
|
|
ADVANCE AUTO PARTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS For the Years Ended December 31, 2016, January 2, 2016 and January 3, 2015
(in thousands)
|
|||||||||||
|
Fiscal Years
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(52 weeks)
|
|
(52 weeks)
|
|
(53 weeks)
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
459,622
|
|
|
$
|
473,398
|
|
|
$
|
493,825
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
258,387
|
|
|
269,476
|
|
|
284,693
|
|
|||
Share-based compensation
|
20,452
|
|
|
36,929
|
|
|
21,705
|
|
|||
Loss on property and equipment, net
|
5,999
|
|
|
12,882
|
|
|
13,281
|
|
|||
Other
|
(2,039
|
)
|
|
2,660
|
|
|
2,631
|
|
|||
Provision (benefit) for deferred income taxes
|
20,213
|
|
|
(9,219
|
)
|
|
48,468
|
|
|||
Excess tax benefit from share-based compensation
|
(22,429
|
)
|
|
(13,002
|
)
|
|
(10,487
|
)
|
|||
Net (increase) decrease in, net of effect from acquisition of businesses:
|
|
|
|
|
|
||||||
Receivables, net
|
(41,642
|
)
|
|
(21,476
|
)
|
|
(48,209
|
)
|
|||
Inventories, net
|
(144,603
|
)
|
|
(244,096
|
)
|
|
(227,657
|
)
|
|||
Other assets
|
14,421
|
|
|
7,423
|
|
|
(63,482
|
)
|
|||
Net (decrease) increase in, net of effect from acquisition of businesses:
|
|
|
|
|
|
||||||
Accounts payable
|
(119,325
|
)
|
|
119,164
|
|
|
216,412
|
|
|||
Accrued expenses
|
49,341
|
|
|
35,103
|
|
|
(28,862
|
)
|
|||
Other liabilities
|
2,477
|
|
|
20,400
|
|
|
6,673
|
|
|||
Net cash provided by operating activities
|
500,874
|
|
|
689,642
|
|
|
708,991
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
||||
Purchases of property and equipment
|
(259,559
|
)
|
|
(234,747
|
)
|
|
(228,446
|
)
|
|||
Business acquisitions, net of cash acquired
|
(4,697
|
)
|
|
(18,889
|
)
|
|
(2,060,783
|
)
|
|||
Proceeds from sales of property and equipment
|
2,212
|
|
|
270
|
|
|
992
|
|
|||
Net cash used in investing activities
|
(262,044
|
)
|
|
(253,366
|
)
|
|
(2,288,237
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||
(Decrease) increase in bank overdrafts
|
(5,573
|
)
|
|
(2,922
|
)
|
|
16,219
|
|
|||
Borrowings under credit facilities
|
799,600
|
|
|
618,300
|
|
|
2,238,200
|
|
|||
Payments on credit facilities
|
(959,600
|
)
|
|
(1,041,700
|
)
|
|
(1,654,800
|
)
|
|||
Dividends paid
|
(17,738
|
)
|
|
(17,649
|
)
|
|
(17,580
|
)
|
|||
Proceeds from the issuance of common stock, primarily for employee stock purchase plan
|
4,532
|
|
|
5,174
|
|
|
6,578
|
|
|||
Tax withholdings related to the exercise of stock appreciation rights
|
(19,558
|
)
|
|
(13,112
|
)
|
|
(7,102
|
)
|
|||
Excess tax benefit from share-based compensation
|
22,429
|
|
|
13,002
|
|
|
10,487
|
|
|||
Repurchase of common stock
|
(18,393
|
)
|
|
(6,665
|
)
|
|
(5,154
|
)
|
|||
Contingent consideration related to previous business acquisition
|
—
|
|
|
—
|
|
|
(10,047
|
)
|
|||
Other
|
(390
|
)
|
|
(380
|
)
|
|
(890
|
)
|
|||
Net cash (used in) provided by financing activities
|
(194,691
|
)
|
|
(445,952
|
)
|
|
575,911
|
|
|||
|
|
|
|
|
|
||||||
Effect of exchange rate changes on cash
|
257
|
|
|
(4,213
|
)
|
|
(4,465
|
)
|
|||
|
|
|
|
|
|
||||||
Net increase (decrease) in cash and cash equivalents
|
44,396
|
|
|
(13,889
|
)
|
|
(1,007,800
|
)
|
|||
Cash and cash equivalents
, beginning of period
|
90,782
|
|
|
104,671
|
|
|
1,112,471
|
|
|||
Cash and cash equivalents
, end of period
|
$
|
135,178
|
|
|
$
|
90,782
|
|
|
$
|
104,671
|
|
|
|
|
|
|
|
ADVANCE AUTO PARTS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS For the Years Ended December 31, 2016, January 2, 2016 and January 3, 2015
(in thousands)
|
|||||||||||
|
Fiscal Years
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
|
(52 weeks)
|
|
(52 weeks)
|
|
(53 weeks)
|
||||||
Supplemental cash flow information:
|
|
|
|
|
|
||||||
Interest paid
|
$
|
55,457
|
|
|
$
|
62,371
|
|
|
$
|
71,109
|
|
Income tax payments
|
225,327
|
|
|
254,408
|
|
|
268,624
|
|
|||
Non-cash transactions:
|
|
|
|
|
|
||||||
Accrued purchases of property and equipment
|
21,176
|
|
|
44,038
|
|
|
28,877
|
|
|||
Changes in other comprehensive income from post retirement benefits
|
(534
|
)
|
|
(445
|
)
|
|
(752
|
)
|
|||
Declared but unpaid cash dividends
|
4,424
|
|
|
4,398
|
|
|
4,384
|
|
1.
|
Summary of Significant Accounting Policies:
|
|
December 31, 2016
|
|
January 2, 2016
|
|
January 3, 2015
|
||||||
Self-insurance reserves, beginning of period
|
$
|
133,975
|
|
|
$
|
137,033
|
|
|
$
|
98,475
|
|
Additions to self-insurance reserves
|
163,693
|
|
|
160,232
|
|
|
159,752
|
|
|||
Acquired reserves
|
—
|
|
|
—
|
|
|
41,673
|
|
|||
Reserves utilized
|
(157,045
|
)
|
|
(163,290
|
)
|
|
(162,867
|
)
|
|||
Self-insurance reserves, end of period
|
$
|
140,623
|
|
|
$
|
133,975
|
|
|
$
|
137,033
|
|
Cost of Sales
|
|
SG&A
|
|||
•
|
Total cost of merchandise sold including:
|
|
•
|
Payroll and benefit costs for store and corporate
|
|
|
-
|
Freight expenses associated with moving
|
|
|
Team Members;
|
|
|
merchandise inventories from our vendors to
|
|
•
|
Occupancy costs of store and corporate facilities;
|
|
|
our distribution center,
|
|
•
|
Depreciation and amortization related to store and
|
|
-
|
Vendor incentives, and
|
|
|
corporate assets;
|
|
-
|
Cash discounts on payments to vendors;
|
|
•
|
Advertising;
|
•
|
Inventory shrinkage;
|
|
•
|
Costs associated with our Professional delivery
|
|
•
|
Defective merchandise and warranty costs;
|
|
|
program, including payroll and benefit costs,
|
|
•
|
Costs associated with operating our distribution
|
|
|
and transportation expenses associated with moving
|
|
|
network, including payroll and benefit costs,
|
|
|
merchandise inventories from our stores and branches to
|
|
|
occupancy costs and depreciation; and
|
|
|
our customer locations;
|
|
•
|
Freight and other handling costs associated with
|
|
•
|
Self-insurance costs;
|
|
|
moving merchandise inventories through our
|
|
•
|
Professional services;
|
|
|
supply chain
|
|
•
|
Other administrative costs, such as credit card
|
|
|
-
|
From our distribution centers to our store and
|
|
|
service fees, supplies, travel and lodging;
|
|
|
branch locations and customers, and
|
|
•
|
Closed facility expense;
|
|
-
|
From certain of our larger stores which stock a
|
|
•
|
Impairment charges; and
|
|
|
wider variety and greater supply of inventory (“HUB
|
|
•
|
GPI integration costs.
|
|
|
stores”) to our stores after the customer has
|
|
|
|
|
|
special-ordered the merchandise.
|
|
|
|
2.
|
Inventories, net:
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
Inventories at FIFO, net
|
$
|
4,120,030
|
|
|
$
|
4,009,641
|
|
Adjustments to state inventories at LIFO
|
205,838
|
|
|
165,127
|
|
||
Inventories at LIFO, net
|
$
|
4,325,868
|
|
|
$
|
4,174,768
|
|
|
December 31,
2016 |
|
January 2,
2016 |
|
January 3,
2015 |
||||||
Inventory reserves, beginning of period
|
$
|
70,383
|
|
|
$
|
49,439
|
|
|
$
|
37,523
|
|
Additions to inventory reserves
|
118,710
|
|
|
97,226
|
|
|
92,773
|
|
|||
Reserves utilized
|
(98,458
|
)
|
|
(76,282
|
)
|
|
(80,857
|
)
|
|||
Inventory reserves, end of period
|
$
|
90,635
|
|
|
$
|
70,383
|
|
|
$
|
49,439
|
|
3.
|
Acquisitions:
|
|
|
Closed Facility Lease Obligations
|
|
Severance
|
|
Relocation and Other Exit Costs
|
|
Total
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
||||||||
Balance, January 2, 2016
|
|
$
|
42,490
|
|
|
$
|
6,255
|
|
|
$
|
351
|
|
|
$
|
49,096
|
|
|
Reserves established
|
|
23,252
|
|
|
988
|
|
|
238
|
|
|
24,478
|
|
|
||||
Change in estimates
|
|
(3,073
|
)
|
|
(410
|
)
|
|
—
|
|
|
(3,483
|
)
|
|
||||
Cash payments
|
|
(18,404
|
)
|
|
(5,874
|
)
|
|
(589
|
)
|
|
(24,867
|
)
|
|
||||
Balance, December 31, 2016
|
|
$
|
44,265
|
|
|
$
|
959
|
|
|
$
|
—
|
|
|
$
|
45,224
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Balance, January 3, 2015
|
|
$
|
19,270
|
|
|
$
|
5,804
|
|
|
$
|
1,816
|
|
|
$
|
26,890
|
|
|
Reserves established
|
|
34,699
|
|
|
13,351
|
|
|
4,419
|
|
|
52,469
|
|
|
||||
Change in estimates
|
|
(205
|
)
|
|
(2,009
|
)
|
|
—
|
|
|
(2,214
|
)
|
|
||||
Cash payments
|
|
(11,274
|
)
|
|
(10,891
|
)
|
|
(5,884
|
)
|
|
(28,049
|
)
|
|
||||
Balance, January 2, 2016
|
|
$
|
42,490
|
|
|
$
|
6,255
|
|
|
$
|
351
|
|
|
$
|
49,096
|
|
|
5.
|
Goodwill and Intangible Assets:
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
|
(52 weeks ended)
|
|
(52 weeks ended)
|
||||
Goodwill, beginning of period
|
$
|
989,484
|
|
|
$
|
995,426
|
|
Acquisitions
|
—
|
|
|
1,995
|
|
||
Changes in foreign currency exchange rates
|
1,393
|
|
|
(7,937
|
)
|
||
|
|
|
|
||||
Goodwill, end of period
|
$
|
990,877
|
|
|
$
|
989,484
|
|
|
|
December 31, 2016
|
|
January 2, 2016
|
||||||||||||||||||||
|
|
Gross Carrying Amount
|
|
Accumulated
Amortization
|
|
Net
|
|
Gross Carrying Amount
|
|
Accumulated
Amortization
|
|
Net
|
||||||||||||
Amortized intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Customer relationships
|
|
$
|
349,615
|
|
|
$
|
(89,420
|
)
|
|
$
|
260,195
|
|
|
$
|
358,655
|
|
|
$
|
(70,367
|
)
|
|
$
|
288,288
|
|
Acquired technology
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,850
|
|
|
(8,850
|
)
|
|
—
|
|
||||||
Favorable leases
|
|
48,693
|
|
|
(24,864
|
)
|
|
23,829
|
|
|
56,040
|
|
|
(23,984
|
)
|
|
32,056
|
|
||||||
Non-compete and other
|
|
54,130
|
|
|
(32,708
|
)
|
|
21,422
|
|
|
57,430
|
|
|
(25,368
|
)
|
|
32,062
|
|
||||||
|
|
452,438
|
|
|
(146,992
|
)
|
|
305,446
|
|
|
480,975
|
|
|
(128,569
|
)
|
|
352,406
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Unamortized intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Brands, trademark and tradenames
|
|
335,457
|
|
|
—
|
|
|
335,457
|
|
|
334,719
|
|
|
—
|
|
|
334,719
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total intangible assets
|
|
$
|
787,895
|
|
|
$
|
(146,992
|
)
|
|
$
|
640,903
|
|
|
$
|
815,694
|
|
|
$
|
(128,569
|
)
|
|
$
|
687,125
|
|
Fiscal Year
|
|
Amount
|
||
2017
|
|
$
|
45,738
|
|
2018
|
|
42,795
|
|
|
2019
|
|
32,380
|
|
|
2020
|
|
31,728
|
|
|
2021
|
|
31,066
|
|
|
Thereafter
|
|
121,739
|
|
6.
|
Receivables, net:
|
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
Trade
|
|
$
|
407,301
|
|
|
$
|
379,832
|
|
Vendor
|
|
239,770
|
|
|
229,496
|
|
||
Other
|
|
23,345
|
|
|
14,218
|
|
||
Total receivables
|
|
670,416
|
|
|
623,546
|
|
||
Less: Allowance for doubtful accounts
|
|
(29,164
|
)
|
|
(25,758
|
)
|
||
Receivables, net
|
|
$
|
641,252
|
|
|
$
|
597,788
|
|
7.
|
Long-term Debt:
|
|
December 31, 2016
|
|
January 2, 2016
|
||||
Revolving facility at variable interest rates (2.05% at January 2, 2016) due December 5, 2018
|
$
|
—
|
|
|
$
|
80,000
|
|
Term loan at variable interest rates (1.69% at January 2, 2016)
|
—
|
|
|
80,000
|
|
||
5.75% Senior Unsecured Notes (net of unamortized discount and debt issuance costs of $1,994 and $2,577 at December 31, 2016 and January 2, 2016, respectively) due May 1, 2020
|
298,006
|
|
|
297,423
|
|
||
4.50% Senior Unsecured Notes (net of unamortized discount and debt issuance costs of $1,384 and $1,660 at December 31, 2016 and January 2, 2016, respectively) due January 15, 2022
|
298,616
|
|
|
298,340
|
|
||
4.50% Senior Unsecured Notes (net of unamortized discount and debt issuance costs of $3,673 and $4,179 at December 31, 2016 and January 2, 2016) due December 1, 2023
|
446,327
|
|
|
445,821
|
|
||
Other
|
306
|
|
|
5,311
|
|
||
|
1,043,255
|
|
|
1,206,895
|
|
||
Less: Current portion of long-term debt
|
(306
|
)
|
|
(598
|
)
|
||
Long-term debt, excluding current portion
|
$
|
1,042,949
|
|
|
$
|
1,206,297
|
|
Fiscal
Year
|
|
Amount
|
||
2017
|
|
$
|
306
|
|
2018
|
|
—
|
|
|
2019
|
|
—
|
|
|
2020
|
|
300,000
|
|
|
2021
|
|
—
|
|
|
Thereafter
|
|
750,000
|
|
|
|
|
$
|
1,050,306
|
|
8.
|
Fair Value Measurements:
|
•
|
Level 1 – Unadjusted quoted prices that are available in active markets for identical assets or liabilities at the measurement date.
|
•
|
Level 2 – Inputs other than quoted prices that are observable for assets and liabilities at the measurement date, either directly or indirectly. These inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are less active, and inputs other than quoted prices that are observable for the asset or liability or corroborated by other observable market data.
|
•
|
Level 3 – Unobservable inputs for assets or liabilities that are not able to be corroborated by observable market data and reflect the use of a reporting entity’s own assumptions. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions.
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
Carrying Value
|
$
|
1,042,949
|
|
|
$
|
1,206,297
|
|
Fair Value
|
$
|
1,118,000
|
|
|
$
|
1,262,000
|
|
|
|
Original
Useful Lives |
|
December 31,
2016 |
|
January 2,
2016 |
|
||||
Land and land improvements
|
|
0 - 10 years
|
|
$
|
444,262
|
|
|
$
|
441,048
|
|
|
Buildings
|
|
30 - 40 years
|
|
471,740
|
|
|
468,237
|
|
|
||
Building and leasehold improvements
|
|
3 - 30 years
|
|
451,979
|
|
|
418,352
|
|
|
||
Furniture, fixtures and equipment
|
|
3 - 20 years
|
|
1,583,096
|
|
|
1,464,791
|
|
|
||
Vehicles
|
|
2 - 13 years
|
|
35,133
|
|
|
25,060
|
|
|
||
Construction in progress
|
|
|
|
120,778
|
|
|
106,855
|
|
|
||
|
|
|
|
3,106,988
|
|
|
2,924,343
|
|
|
||
Less - Accumulated depreciation
|
|
|
|
(1,660,648
|
)
|
|
(1,489,766
|
)
|
|
||
Property and equipment, net
|
|
|
|
$
|
1,446,340
|
|
|
$
|
1,434,577
|
|
|
|
|
December 31,
2016 |
|
January 2,
2016 |
|
||||
Payroll and related benefits
|
|
$
|
97,496
|
|
|
$
|
99,072
|
|
|
Taxes payable
|
|
121,860
|
|
|
96,098
|
|
|
||
Self-insurance reserves
|
|
58,743
|
|
|
57,829
|
|
|
||
Warranty reserves
|
|
47,243
|
|
|
44,479
|
|
|
||
Capital expenditures
|
|
21,176
|
|
|
44,038
|
|
|
||
Other
|
|
207,879
|
|
|
211,647
|
|
|
||
Total accrued expenses
|
|
$
|
554,397
|
|
|
$
|
553,163
|
|
|
|
|
December 31,
2016 |
|
January 2,
2016 |
|
January 3,
2015 |
||||||
Warranty reserves, beginning of period
|
|
$
|
44,479
|
|
|
$
|
47,972
|
|
|
$
|
39,512
|
|
Reserves acquired with GPI
|
|
—
|
|
|
—
|
|
|
4,490
|
|
|||
Additions to warranty reserves
|
|
46,903
|
|
|
44,367
|
|
|
52,306
|
|
|||
Reserves utilized
|
|
(44,139
|
)
|
|
(47,860
|
)
|
|
(48,336
|
)
|
|||
Warranty reserves, end of period
|
|
$
|
47,243
|
|
|
$
|
44,479
|
|
|
$
|
47,972
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Numerator
|
|
|
|
|
|
|
||||||
Net income applicable to common shares
|
|
$
|
459,622
|
|
|
$
|
473,398
|
|
|
$
|
493,825
|
|
Participating securities’ share in earnings
|
|
(1,945
|
)
|
|
(1,653
|
)
|
|
(1,555
|
)
|
|||
Net income applicable to common shares
|
|
$
|
457,677
|
|
|
$
|
471,745
|
|
|
$
|
492,270
|
|
Denominator
|
|
|
|
|
|
|
||||||
Basic weighted average common shares
|
|
73,562
|
|
|
73,190
|
|
|
72,932
|
|
|||
Dilutive impact of share-based awards
|
|
294
|
|
|
543
|
|
|
482
|
|
|||
Diluted weighted average common shares
|
|
73,856
|
|
|
73,733
|
|
|
73,414
|
|
|||
|
|
|
|
|
|
|
||||||
Basic earnings per common share
|
|
|
|
|
|
|
||||||
Net income applicable to common stockholders
|
|
$
|
6.22
|
|
|
$
|
6.45
|
|
|
$
|
6.75
|
|
Diluted earnings per common share
|
|
|
|
|
|
|
||||||
Net income applicable to common stockholders
|
|
$
|
6.20
|
|
|
$
|
6.40
|
|
|
$
|
6.71
|
|
|
|
Current
|
|
Deferred
|
|
Total
|
||||||
2016
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
209,499
|
|
|
$
|
17,989
|
|
|
$
|
227,488
|
|
State
|
|
29,345
|
|
|
1,366
|
|
|
30,711
|
|
|||
Foreign
|
|
20,156
|
|
|
858
|
|
|
21,014
|
|
|||
|
|
$
|
259,000
|
|
|
$
|
20,213
|
|
|
$
|
279,213
|
|
2015
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
242,801
|
|
|
$
|
(6,564
|
)
|
|
$
|
236,237
|
|
State
|
|
33,023
|
|
|
(1,797
|
)
|
|
31,226
|
|
|||
Foreign
|
|
12,885
|
|
|
(858
|
)
|
|
12,027
|
|
|||
|
|
$
|
288,709
|
|
|
$
|
(9,219
|
)
|
|
$
|
279,490
|
|
2014
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
204,743
|
|
|
$
|
45,389
|
|
|
$
|
250,132
|
|
State
|
|
19,359
|
|
|
4,830
|
|
|
24,189
|
|
|||
Foreign
|
|
14,999
|
|
|
(1,751
|
)
|
|
13,248
|
|
|||
|
|
$
|
239,101
|
|
|
$
|
48,468
|
|
|
$
|
287,569
|
|
|
|
December 31, 2016
|
|
January 2, 2016
|
|
January 3, 2015
|
||||||
Income before provision for income taxes at statutory U.S. federal income tax rate (35%)
|
|
$
|
258,592
|
|
|
$
|
263,511
|
|
|
$
|
273,488
|
|
State income taxes, net of federal income tax benefit
|
|
19,962
|
|
|
20,297
|
|
|
15,723
|
|
|||
Other, net
|
|
659
|
|
|
(4,318
|
)
|
|
(1,642
|
)
|
|||
|
|
$
|
279,213
|
|
|
$
|
279,490
|
|
|
$
|
287,569
|
|
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
Deferred income tax assets
|
|
$
|
164,858
|
|
|
$
|
171,571
|
|
Valuation allowance
|
|
(2,437
|
)
|
|
(2,861
|
)
|
||
Deferred income tax liabilities
|
|
(616,703
|
)
|
|
(602,635
|
)
|
||
Net deferred income tax liabilities
|
|
$
|
(454,282
|
)
|
|
$
|
(433,925
|
)
|
|
|
December 31,
2016 |
|
January 2,
2016 |
||||
Deferred income tax assets (liabilities):
|
|
|
|
|
||||
Property and equipment
|
|
$
|
(168,906
|
)
|
|
$
|
(171,378
|
)
|
Inventory valuation differences
|
|
(222,301
|
)
|
|
(190,756
|
)
|
||
Accrued expenses not currently deductible for tax
|
|
63,992
|
|
|
67,725
|
|
||
Share-based compensation
|
|
11,752
|
|
|
20,902
|
|
||
Accrued medical and workers compensation
|
|
46,116
|
|
|
44,152
|
|
||
Net operating loss carryforwards
|
|
5,093
|
|
|
5,907
|
|
||
Straight-line rent
|
|
31,631
|
|
|
26,626
|
|
||
Intangible assets
|
|
(225,496
|
)
|
|
(240,501
|
)
|
||
Other, net
|
|
3,837
|
|
|
3,398
|
|
||
Total deferred income tax assets (liabilities)
|
|
$
|
(454,282
|
)
|
|
$
|
(433,925
|
)
|
|
|
December 31,
2016 |
|
January 2,
2016 |
|
January 3,
2015 |
||||||
Unrecognized tax benefits, beginning of period
|
|
$
|
13,841
|
|
|
$
|
14,033
|
|
|
$
|
18,458
|
|
Increases related to prior period tax positions
|
|
8,274
|
|
|
412
|
|
|
—
|
|
|||
Decreases related to prior period tax positions
|
|
(1,600
|
)
|
|
(2,120
|
)
|
|
(4,841
|
)
|
|||
Increases related to current period tax positions
|
|
2,105
|
|
|
3,137
|
|
|
4,329
|
|
|||
Settlements
|
|
(6,894
|
)
|
|
(582
|
)
|
|
(2,345
|
)
|
|||
Expiration of statute of limitations
|
|
(1,780
|
)
|
|
(1,039
|
)
|
|
(1,568
|
)
|
|||
Unrecognized tax benefits, end of period
|
|
$
|
13,946
|
|
|
$
|
13,841
|
|
|
$
|
14,033
|
|
Fiscal Year
|
|
Amount
|
||
2017
|
|
$
|
472,723
|
|
2018
|
|
444,775
|
|
|
2019
|
|
406,671
|
|
|
2020
|
|
358,497
|
|
|
2021
|
|
296,651
|
|
|
Thereafter
|
|
1,181,760
|
|
|
|
|
$
|
3,161,077
|
|
|
|
December 31, 2016
|
|
January 2, 2016
|
|
January 3, 2015
|
||||||
Minimum facility rentals
|
|
$
|
473,156
|
|
|
$
|
471,061
|
|
|
$
|
463,345
|
|
Contingency facility rentals
|
|
440
|
|
|
303
|
|
|
488
|
|
|||
Equipment rentals
|
|
13,165
|
|
|
11,632
|
|
|
8,230
|
|
|||
Vehicle rentals
|
|
60,983
|
|
|
61,147
|
|
|
53,300
|
|
|||
|
|
547,744
|
|
|
544,143
|
|
|
525,363
|
|
|||
Less: Sub-lease income
|
|
(7,379
|
)
|
|
(7,569
|
)
|
|
(9,966
|
)
|
|||
|
|
$
|
540,365
|
|
|
$
|
536,574
|
|
|
$
|
515,397
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Share-based compensation expense
|
|
$
|
20,452
|
|
|
$
|
36,929
|
|
|
$
|
21,705
|
|
Deferred income tax benefit
|
|
7,530
|
|
|
13,596
|
|
|
8,013
|
|
|||
Proceeds from the issuance of common stock, primarily for employee stock purchase plan
|
|
4,532
|
|
|
5,174
|
|
|
6,578
|
|
|||
Tax withholdings related to the exercise of stock appreciation rights
|
|
(19,558
|
)
|
|
(13,112
|
)
|
|
(7,102
|
)
|
|||
Excess tax benefit from share-based compensation
|
|
22,429
|
|
|
13,002
|
|
|
10,487
|
|
Black-Scholes Option Valuation Assumptions
|
|
2016
|
|
2015
|
|
2014
|
|||
|
|
|
|
|
|
|
|||
Risk-free interest rate
(1)
|
|
1.2
|
%
|
|
1.3
|
%
|
|
1.2
|
%
|
Expected dividend yield
|
|
0.2
|
%
|
|
0.1
|
%
|
|
0.2
|
%
|
Expected stock price volatility
(2)
|
|
27.7
|
%
|
|
27.3
|
%
|
|
27
|
%
|
Expected life of awards (in months)
(3)
|
|
55
|
|
|
44
|
|
|
49
|
|
(1)
|
The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate having term consistent with the expected life of the award.
|
(2)
|
Expected volatility is determined using a blend of historical and implied volatility.
|
(3)
|
The expected life of the Company's awards represents the estimated period of time until exercise and is based on historical experience of previously granted awards.
|
|
|
Number of Awards
|
|
Weighted-Average Exercise Price
|
|
Weighted-Average Remaining Contractual Term (in years)
|
|
Aggregate Intrinsic Value
|
|||||
|
|
|
|
|
|
|
|
|
|||||
Outstanding at January 2, 2016
|
|
561
|
|
|
$
|
67.51
|
|
|
|
|
|
||
Granted
|
|
69
|
|
|
160.94
|
|
|
|
|
|
|||
Exercised
|
|
(353
|
)
|
|
65.17
|
|
|
|
|
|
|||
Forfeited
|
|
(2
|
)
|
|
56.93
|
|
|
|
|
|
|||
Outstanding at December 31, 2016
|
|
275
|
|
|
$
|
93.89
|
|
|
3.15
|
|
$
|
20,713
|
|
|
|
|
|
|
|
|
|
|
|||||
Vested and expected to vest
|
|
253
|
|
|
$
|
87.84
|
|
|
2.87
|
|
$
|
20,526
|
|
|
|
|
|
|
|
|
|
|
|||||
Outstanding and exercisable
|
|
207
|
|
|
$
|
71.57
|
|
|
2.11
|
|
$
|
20,150
|
|
|
|
Number of Awards
|
|
Weighted-Average Grant Date Fair Value
|
|||
|
|
|
|
|
|||
Nonvested at January 2, 2016
|
|
270
|
|
|
$
|
142.65
|
|
Granted
|
|
88
|
|
|
155.51
|
|
|
Vested
|
|
(119
|
)
|
|
135.87
|
|
|
Forfeited
|
|
(28
|
)
|
|
144.27
|
|
|
Nonvested at December 31, 2016
|
|
211
|
|
|
$
|
151.70
|
|
|
Number of Awards
|
|
Weighted-Average Exercise Price
|
|
Weighted-Average Remaining Contractual Term (in years)
|
|
Aggregate Intrinsic Value
|
|||||
|
|
|
|
|
|
|
|
|||||
Outstanding at January 2, 2016
|
753
|
|
|
$
|
118.89
|
|
|
|
|
|
||
Granted
|
88
|
|
|
157.15
|
|
|
|
|
|
|||
Change in units based on performance
|
(588
|
)
|
|
142.01
|
|
|
|
|
|
|||
Exercised
|
(123
|
)
|
|
68.07
|
|
|
|
|
|
|||
Forfeited
|
(16
|
)
|
|
112.96
|
|
|
|
|
|
|||
Outstanding at December 31, 2016
|
114
|
|
|
$
|
86.95
|
|
|
2.89
|
|
$
|
9,355
|
|
|
|
|
|
|
|
|
|
|||||
Vested and expected to vest
|
113
|
|
|
$
|
86.82
|
|
|
2.89
|
|
$
|
9,323
|
|
|
|
|
|
|
|
|
|
|||||
Outstanding and exercisable
|
77
|
|
|
$
|
75.28
|
|
|
2.76
|
|
$
|
7,266
|
|
|
|
Number of Awards
|
|
Weighted-Average Grant Date Fair Value
|
|||
|
|
|
|
|
|||
Nonvested at January 2, 2016
|
|
183
|
|
|
$
|
81.81
|
|
Granted
|
|
427
|
|
|
163.76
|
|
|
Change in units based on performance
|
|
(288
|
)
|
|
166.23
|
|
|
Vested
|
|
(171
|
)
|
|
78.93
|
|
|
Forfeited
|
|
(13
|
)
|
|
81.81
|
|
|
Nonvested at December 31, 2016
|
|
138
|
|
|
$
|
162.71
|
|
|
|
Unrealized Gain (Loss)
on Postretirement Plan |
|
Currency
Translation
|
|
Accumulated
Other Comprehensive Income (Loss) |
||||||
Balance, December 28, 2013
|
|
$
|
3,683
|
|
|
$
|
—
|
|
|
$
|
3,683
|
|
Fiscal 2014 activity
|
|
(752
|
)
|
|
(15,268
|
)
|
|
(16,020
|
)
|
|||
Balance, January 3, 2015
|
|
$
|
2,931
|
|
|
$
|
(15,268
|
)
|
|
$
|
(12,337
|
)
|
Fiscal 2015 activity
|
|
(445
|
)
|
|
(31,277
|
)
|
|
(31,722
|
)
|
|||
Balance, January 2, 2016
|
|
$
|
2,486
|
|
|
$
|
(46,545
|
)
|
|
$
|
(44,059
|
)
|
Fiscal 2016 activity
|
|
(534
|
)
|
|
4,892
|
|
|
4,358
|
|
|||
Balance, December 31, 2016
|
|
$
|
1,952
|
|
|
$
|
(41,653
|
)
|
|
$
|
(39,701
|
)
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
22
|
|
|
$
|
78,543
|
|
|
$
|
56,635
|
|
|
$
|
(22
|
)
|
|
$
|
135,178
|
|
Receivables, net
|
—
|
|
|
619,229
|
|
|
22,023
|
|
|
—
|
|
|
641,252
|
|
|||||
Inventories, net
|
—
|
|
|
4,126,465
|
|
|
199,403
|
|
|
—
|
|
|
4,325,868
|
|
|||||
Other current assets
|
—
|
|
|
69,385
|
|
|
1,153
|
|
|
(72
|
)
|
|
70,466
|
|
|||||
Total current assets
|
22
|
|
|
4,893,622
|
|
|
279,214
|
|
|
(94
|
)
|
|
5,172,764
|
|
|||||
Property and equipment, net of accumulated depreciation
|
128
|
|
|
1,436,459
|
|
|
9,753
|
|
|
—
|
|
|
1,446,340
|
|
|||||
Goodwill
|
—
|
|
|
943,359
|
|
|
47,518
|
|
|
—
|
|
|
990,877
|
|
|||||
Intangible assets, net
|
—
|
|
|
595,596
|
|
|
45,307
|
|
|
—
|
|
|
640,903
|
|
|||||
Other assets, net
|
4,634
|
|
|
63,376
|
|
|
773
|
|
|
(4,634
|
)
|
|
64,149
|
|
|||||
Investment in subsidiaries
|
3,008,856
|
|
|
375,420
|
|
|
—
|
|
|
(3,384,276
|
)
|
|
—
|
|
|||||
Intercompany note receivable
|
1,048,424
|
|
|
—
|
|
|
—
|
|
|
(1,048,424
|
)
|
|
—
|
|
|||||
Due from intercompany, net
|
—
|
|
|
—
|
|
|
316,109
|
|
|
(316,109
|
)
|
|
—
|
|
|||||
|
$
|
4,062,064
|
|
|
$
|
8,307,832
|
|
|
$
|
698,674
|
|
|
$
|
(4,753,537
|
)
|
|
$
|
8,315,033
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Current portion of long-term debt
|
$
|
—
|
|
|
$
|
306
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
306
|
|
Accounts payable
|
—
|
|
|
2,813,937
|
|
|
272,240
|
|
|
—
|
|
|
3,086,177
|
|
|||||
Accrued expenses
|
1,505
|
|
|
526,652
|
|
|
26,312
|
|
|
(72
|
)
|
|
554,397
|
|
|||||
Other current liabilities
|
—
|
|
|
32,202
|
|
|
2,986
|
|
|
(22
|
)
|
|
35,166
|
|
|||||
Total current liabilities
|
1,505
|
|
|
3,373,097
|
|
|
301,538
|
|
|
(94
|
)
|
|
3,676,046
|
|
|||||
Long-term debt
|
1,042,949
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,042,949
|
|
|||||
Deferred income taxes
|
—
|
|
|
439,283
|
|
|
19,633
|
|
|
(4,634
|
)
|
|
454,282
|
|
|||||
Other long-term liabilities
|
—
|
|
|
223,481
|
|
|
2,083
|
|
|
—
|
|
|
225,564
|
|
|||||
Intercompany note payable
|
—
|
|
|
1,048,424
|
|
|
—
|
|
|
(1,048,424
|
)
|
|
—
|
|
|||||
Due to intercompany, net
|
101,418
|
|
|
214,691
|
|
|
—
|
|
|
(316,109
|
)
|
|
—
|
|
|||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Stockholders' equity
|
2,916,192
|
|
|
3,008,856
|
|
|
375,420
|
|
|
(3,384,276
|
)
|
|
2,916,192
|
|
|||||
|
$
|
4,062,064
|
|
|
$
|
8,307,832
|
|
|
$
|
698,674
|
|
|
$
|
(4,753,537
|
)
|
|
$
|
8,315,033
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
8
|
|
|
$
|
63,458
|
|
|
$
|
27,324
|
|
|
$
|
(8
|
)
|
|
$
|
90,782
|
|
Receivables, net
|
—
|
|
|
568,106
|
|
|
29,682
|
|
|
—
|
|
|
597,788
|
|
|||||
Inventories, net
|
—
|
|
|
4,009,335
|
|
|
165,433
|
|
|
—
|
|
|
4,174,768
|
|
|||||
Other current assets
|
178
|
|
|
78,904
|
|
|
1,376
|
|
|
(3,050
|
)
|
|
77,408
|
|
|||||
Total current assets
|
186
|
|
|
4,719,803
|
|
|
223,815
|
|
|
(3,058
|
)
|
|
4,940,746
|
|
|||||
Property and equipment, net of accumulated depreciation
|
154
|
|
|
1,425,319
|
|
|
9,104
|
|
|
—
|
|
|
1,434,577
|
|
|||||
Goodwill
|
—
|
|
|
943,319
|
|
|
46,165
|
|
|
—
|
|
|
989,484
|
|
|||||
Intangible assets, net
|
—
|
|
|
640,583
|
|
|
46,542
|
|
|
—
|
|
|
687,125
|
|
|||||
Other assets, net
|
9,500
|
|
|
75,025
|
|
|
745
|
|
|
(9,501
|
)
|
|
75,769
|
|
|||||
Investment in subsidiaries
|
2,523,076
|
|
|
302,495
|
|
|
—
|
|
|
(2,825,571
|
)
|
|
—
|
|
|||||
Intercompany note receivable
|
1,048,161
|
|
|
—
|
|
|
—
|
|
|
(1,048,161
|
)
|
|
—
|
|
|||||
Due from intercompany, net
|
—
|
|
|
—
|
|
|
325,077
|
|
|
(325,077
|
)
|
|
—
|
|
|||||
|
$
|
3,581,077
|
|
|
$
|
8,106,544
|
|
|
$
|
651,448
|
|
|
$
|
(4,211,368
|
)
|
|
$
|
8,127,701
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Current portion of long-term debt
|
$
|
—
|
|
|
$
|
598
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
598
|
|
Accounts payable
|
103
|
|
|
2,903,287
|
|
|
300,532
|
|
|
—
|
|
|
3,203,922
|
|
|||||
Accrued expenses
|
2,378
|
|
|
529,076
|
|
|
24,759
|
|
|
(3,050
|
)
|
|
553,163
|
|
|||||
Other current liabilities
|
—
|
|
|
36,270
|
|
|
3,532
|
|
|
(8
|
)
|
|
39,794
|
|
|||||
Total current liabilities
|
2,481
|
|
|
3,469,231
|
|
|
328,823
|
|
|
(3,058
|
)
|
|
3,797,477
|
|
|||||
Long-term debt
|
1,041,584
|
|
|
164,713
|
|
|
—
|
|
|
—
|
|
|
1,206,297
|
|
|||||
Deferred income taxes
|
—
|
|
|
425,094
|
|
|
18,332
|
|
|
(9,501
|
)
|
|
433,925
|
|
|||||
Other long-term liabilities
|
—
|
|
|
227,556
|
|
|
1,798
|
|
|
—
|
|
|
229,354
|
|
|||||
Intercompany note payable
|
—
|
|
|
1,048,161
|
|
|
—
|
|
|
(1,048,161
|
)
|
|
—
|
|
|||||
Due to intercompany, net
|
76,364
|
|
|
248,713
|
|
|
—
|
|
|
(325,077
|
)
|
|
—
|
|
|||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Stockholders' equity
|
2,460,648
|
|
|
2,523,076
|
|
|
302,495
|
|
|
(2,825,571
|
)
|
|
2,460,648
|
|
|||||
|
$
|
3,581,077
|
|
|
$
|
8,106,544
|
|
|
$
|
651,448
|
|
|
$
|
(4,211,368
|
)
|
|
$
|
8,127,701
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net sales
|
$
|
—
|
|
|
$
|
9,254,477
|
|
|
$
|
556,747
|
|
|
$
|
(243,545
|
)
|
|
$
|
9,567,679
|
|
Cost of sales, including purchasing and warehousing costs
|
—
|
|
|
5,171,953
|
|
|
383,356
|
|
|
(243,545
|
)
|
|
5,311,764
|
|
|||||
Gross profit
|
—
|
|
|
4,082,524
|
|
|
173,391
|
|
|
—
|
|
|
4,255,915
|
|
|||||
Selling, general and administrative expenses
|
28,695
|
|
|
3,402,323
|
|
|
92,287
|
|
|
(54,988
|
)
|
|
3,468,317
|
|
|||||
Operating (loss) income
|
(28,695
|
)
|
|
680,201
|
|
|
81,104
|
|
|
54,988
|
|
|
787,598
|
|
|||||
Other, net:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest (expense) income
|
(52,081
|
)
|
|
(7,897
|
)
|
|
68
|
|
|
—
|
|
|
(59,910
|
)
|
|||||
Other income (expense), net
|
81,683
|
|
|
(19,558
|
)
|
|
4,010
|
|
|
(54,988
|
)
|
|
11,147
|
|
|||||
Total other, net
|
29,602
|
|
|
(27,455
|
)
|
|
4,078
|
|
|
(54,988
|
)
|
|
(48,763
|
)
|
|||||
Income before provision for income taxes
|
907
|
|
|
652,746
|
|
|
85,182
|
|
|
—
|
|
|
738,835
|
|
|||||
Provision for income taxes
|
1,588
|
|
|
260,155
|
|
|
17,470
|
|
|
—
|
|
|
279,213
|
|
|||||
(Loss) income before equity in earnings of subsidiaries
|
(681
|
)
|
|
392,591
|
|
|
67,712
|
|
|
—
|
|
|
459,622
|
|
|||||
Equity in earnings of subsidiaries
|
460,303
|
|
|
67,712
|
|
|
—
|
|
|
(528,015
|
)
|
|
—
|
|
|||||
Net income
|
$
|
459,622
|
|
|
$
|
460,303
|
|
|
$
|
67,712
|
|
|
$
|
(528,015
|
)
|
|
$
|
459,622
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net sales
|
$
|
—
|
|
|
$
|
9,432,116
|
|
|
$
|
593,606
|
|
|
$
|
(288,704
|
)
|
|
$
|
9,737,018
|
|
Cost of sales, including purchasing and warehousing costs
|
—
|
|
|
5,172,938
|
|
|
430,012
|
|
|
(288,704
|
)
|
|
5,314,246
|
|
|||||
Gross profit
|
—
|
|
|
4,259,178
|
|
|
163,594
|
|
|
—
|
|
|
4,422,772
|
|
|||||
Selling, general and administrative expenses
|
24,186
|
|
|
3,536,697
|
|
|
93,852
|
|
|
(57,743
|
)
|
|
3,596,992
|
|
|||||
Operating (loss) income
|
(24,186
|
)
|
|
722,481
|
|
|
69,742
|
|
|
57,743
|
|
|
825,780
|
|
|||||
Other, net:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest (expense) income
|
(52,210
|
)
|
|
(13,378
|
)
|
|
180
|
|
|
—
|
|
|
(65,408
|
)
|
|||||
Other income (expense), net
|
76,987
|
|
|
(19,699
|
)
|
|
(7,029
|
)
|
|
(57,743
|
)
|
|
(7,484
|
)
|
|||||
Total other, net
|
24,777
|
|
|
(33,077
|
)
|
|
(6,849
|
)
|
|
(57,743
|
)
|
|
(72,892
|
)
|
|||||
Income before provision for income taxes
|
591
|
|
|
689,404
|
|
|
62,893
|
|
|
—
|
|
|
752,888
|
|
|||||
Provision for income taxes
|
1,220
|
|
|
268,571
|
|
|
9,699
|
|
|
—
|
|
|
279,490
|
|
|||||
(Loss) income before equity in earnings of subsidiaries
|
(629
|
)
|
|
420,833
|
|
|
53,194
|
|
|
—
|
|
|
473,398
|
|
|||||
Equity in earnings of subsidiaries
|
474,027
|
|
|
53,194
|
|
|
—
|
|
|
(527,221
|
)
|
|
—
|
|
|||||
Net income
|
$
|
473,398
|
|
|
$
|
474,027
|
|
|
$
|
53,194
|
|
|
$
|
(527,221
|
)
|
|
$
|
473,398
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net sales
|
$
|
—
|
|
|
$
|
9,530,953
|
|
|
$
|
527,595
|
|
|
$
|
(214,687
|
)
|
|
$
|
9,843,861
|
|
Cost of sales, including purchasing and warehousing costs
|
—
|
|
|
5,231,421
|
|
|
373,514
|
|
|
(214,687
|
)
|
|
5,390,248
|
|
|||||
Gross profit
|
—
|
|
|
4,299,532
|
|
|
154,081
|
|
|
—
|
|
|
4,453,613
|
|
|||||
Selling, general and administrative expenses
|
14,504
|
|
|
3,541,370
|
|
|
102,370
|
|
|
(56,341
|
)
|
|
3,601,903
|
|
|||||
Operating (loss) income
|
(14,504
|
)
|
|
758,162
|
|
|
51,711
|
|
|
56,341
|
|
|
851,710
|
|
|||||
Other, net:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense
|
(52,946
|
)
|
|
(20,334
|
)
|
|
(128
|
)
|
|
—
|
|
|
(73,408
|
)
|
|||||
Other income (expense), net
|
67,470
|
|
|
(9,140
|
)
|
|
1,103
|
|
|
(56,341
|
)
|
|
3,092
|
|
|||||
Total other, net
|
14,524
|
|
|
(29,474
|
)
|
|
975
|
|
|
(56,341
|
)
|
|
(70,316
|
)
|
|||||
Income before provision for income taxes
|
20
|
|
|
728,688
|
|
|
52,686
|
|
|
—
|
|
|
781,394
|
|
|||||
Provision for income taxes
|
296
|
|
|
277,769
|
|
|
9,504
|
|
|
—
|
|
|
287,569
|
|
|||||
(Loss) income before equity in earnings of subsidiaries
|
(276
|
)
|
|
450,919
|
|
|
43,182
|
|
|
—
|
|
|
493,825
|
|
|||||
Equity in earnings of subsidiaries
|
494,101
|
|
|
43,182
|
|
|
—
|
|
|
(537,283
|
)
|
|
—
|
|
|||||
Net income
|
$
|
493,825
|
|
|
$
|
494,101
|
|
|
$
|
43,182
|
|
|
$
|
(537,283
|
)
|
|
$
|
493,825
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net income
|
$
|
459,622
|
|
|
$
|
460,303
|
|
|
$
|
67,712
|
|
|
$
|
(528,015
|
)
|
|
$
|
459,622
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Changes in net unrecognized other postretirement benefit costs
|
—
|
|
|
(534
|
)
|
|
—
|
|
|
—
|
|
|
(534
|
)
|
|||||
Currency translation
|
—
|
|
|
—
|
|
|
4,892
|
|
|
—
|
|
|
4,892
|
|
|||||
Equity in other comprehensive income of subsidiaries
|
4,358
|
|
|
4,892
|
|
|
—
|
|
|
(9,250
|
)
|
|
—
|
|
|||||
Other comprehensive income
|
4,358
|
|
|
4,358
|
|
|
4,892
|
|
|
(9,250
|
)
|
|
4,358
|
|
|||||
Comprehensive income
|
$
|
463,980
|
|
|
$
|
464,661
|
|
|
$
|
72,604
|
|
|
$
|
(537,265
|
)
|
|
$
|
463,980
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net income
|
$
|
473,398
|
|
|
$
|
474,027
|
|
|
$
|
53,194
|
|
|
$
|
(527,221
|
)
|
|
$
|
473,398
|
|
Other comprehensive loss:
|
|
|
|
|
|
|
|
|
|
||||||||||
Changes in net unrecognized other postretirement benefit costs
|
—
|
|
|
(445
|
)
|
|
—
|
|
|
—
|
|
|
(445
|
)
|
|||||
Currency translation adjustments
|
—
|
|
|
—
|
|
|
(31,277
|
)
|
|
—
|
|
|
(31,277
|
)
|
|||||
Equity in other comprehensive loss of subsidiaries
|
(31,722
|
)
|
|
(31,277
|
)
|
|
—
|
|
|
62,999
|
|
|
—
|
|
|||||
Other comprehensive loss
|
(31,722
|
)
|
|
(31,722
|
)
|
|
(31,277
|
)
|
|
62,999
|
|
|
(31,722
|
)
|
|||||
Comprehensive income
|
$
|
441,676
|
|
|
$
|
442,305
|
|
|
$
|
21,917
|
|
|
$
|
(464,222
|
)
|
|
$
|
441,676
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net income
|
$
|
493,825
|
|
|
$
|
494,101
|
|
|
$
|
43,182
|
|
|
$
|
(537,283
|
)
|
|
$
|
493,825
|
|
Other comprehensive loss:
|
|
|
|
|
|
|
|
|
|
||||||||||
Changes in net unrecognized other postretirement benefit costs
|
—
|
|
|
(752
|
)
|
|
—
|
|
|
—
|
|
|
(752
|
)
|
|||||
Currency translation adjustments
|
—
|
|
|
—
|
|
|
(15,268
|
)
|
|
—
|
|
|
(15,268
|
)
|
|||||
Equity in other comprehensive loss of subsidiaries
|
(16,020
|
)
|
|
(15,268
|
)
|
|
—
|
|
|
31,288
|
|
|
—
|
|
|||||
Other comprehensive loss
|
(16,020
|
)
|
|
(16,020
|
)
|
|
(15,268
|
)
|
|
31,288
|
|
|
(16,020
|
)
|
|||||
Comprehensive income
|
$
|
477,805
|
|
|
$
|
478,081
|
|
|
$
|
27,914
|
|
|
$
|
(505,995
|
)
|
|
$
|
477,805
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net cash provided by operating activities
|
$
|
14
|
|
|
$
|
468,751
|
|
|
$
|
32,109
|
|
|
$
|
—
|
|
|
$
|
500,874
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchases of property and equipment
|
—
|
|
|
(257,159
|
)
|
|
(2,400
|
)
|
|
—
|
|
|
(259,559
|
)
|
|||||
Business acquisitions, net of cash acquired
|
—
|
|
|
(4,697
|
)
|
|
—
|
|
|
—
|
|
|
(4,697
|
)
|
|||||
Proceeds from sales of property and equipment
|
—
|
|
|
2,210
|
|
|
2
|
|
|
—
|
|
|
2,212
|
|
|||||
Net cash used in investing activities
|
—
|
|
|
(259,646
|
)
|
|
(2,398
|
)
|
|
—
|
|
|
(262,044
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Increase in bank overdrafts
|
—
|
|
|
(4,902
|
)
|
|
(657
|
)
|
|
(14
|
)
|
|
(5,573
|
)
|
|||||
Borrowings under credit facilities
|
—
|
|
|
799,600
|
|
|
—
|
|
|
—
|
|
|
799,600
|
|
|||||
Payments on credit facilities
|
—
|
|
|
(959,600
|
)
|
|
—
|
|
|
—
|
|
|
(959,600
|
)
|
|||||
Dividends paid
|
—
|
|
|
(17,738
|
)
|
|
—
|
|
|
—
|
|
|
(17,738
|
)
|
|||||
Proceeds from the issuance of common stock, primarily exercise of stock options
|
—
|
|
|
4,532
|
|
|
—
|
|
|
—
|
|
|
4,532
|
|
|||||
Tax withholdings related to the exercise of stock appreciation rights
|
—
|
|
|
(19,558
|
)
|
|
—
|
|
|
—
|
|
|
(19,558
|
)
|
|||||
Excess tax benefit from share-based compensation
|
—
|
|
|
22,429
|
|
|
—
|
|
|
—
|
|
|
22,429
|
|
|||||
Repurchase of common stock
|
—
|
|
|
(18,393
|
)
|
|
—
|
|
|
—
|
|
|
(18,393
|
)
|
|||||
Other
|
—
|
|
|
(390
|
)
|
|
—
|
|
|
—
|
|
|
(390
|
)
|
|||||
Net cash used in financing activities
|
—
|
|
|
(194,020
|
)
|
|
(657
|
)
|
|
(14
|
)
|
|
(194,691
|
)
|
|||||
Effect of exchange rate changes on cash
|
—
|
|
|
—
|
|
|
257
|
|
|
—
|
|
|
257
|
|
|||||
Net increase in cash and cash equivalents
|
14
|
|
|
15,085
|
|
|
29,311
|
|
|
(14
|
)
|
|
44,396
|
|
|||||
Cash and cash equivalents
, beginning of period
|
8
|
|
|
63,458
|
|
|
27,324
|
|
|
(8
|
)
|
|
90,782
|
|
|||||
Cash and cash equivalents
, end of period
|
$
|
22
|
|
|
$
|
78,543
|
|
|
$
|
56,635
|
|
|
$
|
(22
|
)
|
|
$
|
135,178
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net cash (used in) provided by operating activities
|
$
|
(1
|
)
|
|
$
|
696,580
|
|
|
$
|
(6,937
|
)
|
|
$
|
—
|
|
|
$
|
689,642
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchases of property and equipment
|
—
|
|
|
(232,591
|
)
|
|
(2,156
|
)
|
|
—
|
|
|
(234,747
|
)
|
|||||
Business acquisitions, net of cash acquired
|
—
|
|
|
(18,583
|
)
|
|
(306
|
)
|
|
—
|
|
|
(18,889
|
)
|
|||||
Proceeds from sales of property and equipment
|
—
|
|
|
266
|
|
|
4
|
|
|
—
|
|
|
270
|
|
|||||
Net cash used in investing activities
|
—
|
|
|
(250,908
|
)
|
|
(2,458
|
)
|
|
—
|
|
|
(253,366
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Increase in bank overdrafts
|
—
|
|
|
(4,529
|
)
|
|
1,606
|
|
|
1
|
|
|
(2,922
|
)
|
|||||
Borrowings under credit facilities
|
—
|
|
|
618,300
|
|
|
—
|
|
|
—
|
|
|
618,300
|
|
|||||
Payments on credit facilities
|
—
|
|
|
(1,041,700
|
)
|
|
—
|
|
|
—
|
|
|
(1,041,700
|
)
|
|||||
Dividends paid
|
—
|
|
|
(17,649
|
)
|
|
—
|
|
|
—
|
|
|
(17,649
|
)
|
|||||
Proceeds from the issuance of common stock, primarily for employee stock purchase plan
|
—
|
|
|
5,174
|
|
|
—
|
|
|
—
|
|
|
5,174
|
|
|||||
Tax withholdings related to the exercise of stock appreciation rights
|
—
|
|
|
(13,112
|
)
|
|
—
|
|
|
—
|
|
|
(13,112
|
)
|
|||||
Excess tax benefit from share-based compensation
|
—
|
|
|
13,002
|
|
|
—
|
|
|
—
|
|
|
13,002
|
|
|||||
Repurchase of common stock
|
—
|
|
|
(6,665
|
)
|
|
—
|
|
|
—
|
|
|
(6,665
|
)
|
|||||
Other
|
—
|
|
|
(380
|
)
|
|
—
|
|
|
—
|
|
|
(380
|
)
|
|||||
Net cash (used in) provided by financing activities
|
—
|
|
|
(447,559
|
)
|
|
1,606
|
|
|
1
|
|
|
(445,952
|
)
|
|||||
Effect of exchange rate changes on cash
|
—
|
|
|
—
|
|
|
(4,213
|
)
|
|
—
|
|
|
(4,213
|
)
|
|||||
Net decrease in cash and cash equivalents
|
(1
|
)
|
|
(1,887
|
)
|
|
(12,002
|
)
|
|
1
|
|
|
(13,889
|
)
|
|||||
Cash and cash equivalents
, beginning of period
|
9
|
|
|
65,345
|
|
|
39,326
|
|
|
(9
|
)
|
|
104,671
|
|
|||||
Cash and cash equivalents
, end of period
|
$
|
8
|
|
|
$
|
63,458
|
|
|
$
|
27,324
|
|
|
$
|
(8
|
)
|
|
$
|
90,782
|
|
|
Advance Auto Parts, Inc.
|
|
Guarantor Subsidiaries
|
|
Non-Guarantor Subsidiaries
|
|
Eliminations
|
|
Consolidated
|
||||||||||
Net cash provided by operating activities
|
$
|
—
|
|
|
$
|
666,566
|
|
|
$
|
42,425
|
|
|
$
|
—
|
|
|
$
|
708,991
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Purchases of property and equipment
|
—
|
|
|
(224,894
|
)
|
|
(3,552
|
)
|
|
—
|
|
|
(228,446
|
)
|
|||||
Business acquisitions, net of cash acquired
|
—
|
|
|
(2,059,987
|
)
|
|
(796
|
)
|
|
—
|
|
|
(2,060,783
|
)
|
|||||
Proceeds from sales of property and equipment
|
—
|
|
|
974
|
|
|
18
|
|
|
—
|
|
|
992
|
|
|||||
Net cash used in investing activities
|
—
|
|
|
(2,283,907
|
)
|
|
(4,330
|
)
|
|
—
|
|
|
(2,288,237
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Increase in bank overdrafts
|
—
|
|
|
16,228
|
|
|
—
|
|
|
(9
|
)
|
|
16,219
|
|
|||||
Borrowings under credit facilities
|
—
|
|
|
2,238,200
|
|
|
—
|
|
|
—
|
|
|
2,238,200
|
|
|||||
Payments on credit facilities
|
—
|
|
|
(1,654,800
|
)
|
|
—
|
|
|
—
|
|
|
(1,654,800
|
)
|
|||||
Dividends paid
|
—
|
|
|
(17,580
|
)
|
|
—
|
|
|
—
|
|
|
(17,580
|
)
|
|||||
Proceeds from the issuance of common stock, primarily for employee stock purchase plan
|
—
|
|
|
6,578
|
|
|
—
|
|
|
—
|
|
|
6,578
|
|
|||||
Tax withholdings related to the exercise of stock appreciation rights
|
—
|
|
|
(7,102
|
)
|
|
—
|
|
|
—
|
|
|
(7,102
|
)
|
|||||
Excess tax benefit from share-based compensation
|
—
|
|
|
10,487
|
|
|
—
|
|
|
—
|
|
|
10,487
|
|
|||||
Repurchase of common stock
|
—
|
|
|
(5,154
|
)
|
|
—
|
|
|
—
|
|
|
(5,154
|
)
|
|||||
Contingent consideration related to previous business acquisition
|
—
|
|
|
(10,047
|
)
|
|
—
|
|
|
—
|
|
|
(10,047
|
)
|
|||||
Other
|
—
|
|
|
(890
|
)
|
|
—
|
|
|
—
|
|
|
(890
|
)
|
|||||
Net cash provided by financing activities
|
—
|
|
|
575,920
|
|
|
—
|
|
|
(9
|
)
|
|
575,911
|
|
|||||
Effect of exchange rate changes on cash
|
—
|
|
|
—
|
|
|
(4,465
|
)
|
|
—
|
|
|
(4,465
|
)
|
|||||
Net (decrease) increase in cash and cash equivalents
|
—
|
|
|
(1,041,421
|
)
|
|
33,630
|
|
|
(9
|
)
|
|
(1,007,800
|
)
|
|||||
Cash and cash equivalents
, beginning of period
|
9
|
|
|
1,106,766
|
|
|
5,696
|
|
|
—
|
|
|
1,112,471
|
|
|||||
Cash and cash equivalents
, end of period
|
$
|
9
|
|
|
$
|
65,345
|
|
|
$
|
39,326
|
|
|
$
|
(9
|
)
|
|
$
|
104,671
|
|
2016
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
|
|
(16 weeks)
|
|
(12 weeks)
|
|
(12 weeks)
|
|
(12 weeks)
|
||||||||
Net sales
|
|
$
|
2,979,778
|
|
|
$
|
2,256,155
|
|
|
$
|
2,248,855
|
|
|
$
|
2,082,891
|
|
Gross profit
|
|
1,349,889
|
|
|
1,010,257
|
|
|
988,205
|
|
|
907,564
|
|
||||
Net income
|
|
158,813
|
|
|
124,600
|
|
|
113,844
|
|
|
62,365
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Basic earnings per common share
|
|
2.16
|
|
|
1.69
|
|
|
1.54
|
|
|
0.84
|
|
||||
Diluted earnings per common share
|
|
2.14
|
|
|
1.68
|
|
|
1.53
|
|
|
0.84
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
2015
|
|
First
|
|
Second
|
|
Third
|
|
Fourth
|
||||||||
|
|
(16 weeks)
|
|
(12 weeks)
|
|
(12 weeks)
|
|
(12 weeks)
|
||||||||
Net sales
|
|
$
|
3,038,233
|
|
|
$
|
2,370,037
|
|
|
$
|
2,295,203
|
|
|
$
|
2,033,545
|
|
Gross profit
|
|
1,393,924
|
|
|
1,087,289
|
|
|
1,032,387
|
|
|
909,172
|
|
||||
Net income
|
|
148,112
|
|
|
149,998
|
|
|
120,469
|
|
|
54,819
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Basic earnings per common share
|
|
2.02
|
|
|
2.04
|
|
|
1.64
|
|
|
0.75
|
|
||||
Diluted earnings per common share
|
|
2.00
|
|
|
2.03
|
|
|
1.63
|
|
|
0.74
|
|
Allowance for doubtful accounts receivable:
|
|
Balance at
Beginning
of Period
|
|
Charges to
Expenses
|
|
Deductions
|
|
Balance at
End of
Period
|
||||||||
January 3, 2015
|
|
$
|
13,295
|
|
|
$
|
17,182
|
|
|
$
|
(14,325
|
)
|
(1)
|
$
|
16,152
|
|
January 2, 2016
|
|
16,152
|
|
|
22,067
|
|
|
(12,461
|
)
|
(1)
|
25,758
|
|
||||
December 31, 2016
|
|
25,758
|
|
|
24,597
|
|
|
(21,191
|
)
|
(1)
|
29,164
|
|
(1)
|
Accounts written off during the period. These amounts did not impact the Company’s statement of operations for any year presented.
|
|
|
ADVANCE AUTO PARTS, INC.
|
||
Dated:
|
February 28, 2017
|
|
By:
|
/s/ Thomas B. Okray
|
|
|
|
|
Thomas B. Okray
|
|
|
|
|
Executive Vice President and Chief Financial Officer
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ Thomas R. Greco
|
|
President and Chief Executive Officer and Director
|
|
February 28, 2017
|
Thomas R. Greco
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
/s/ Thomas B. Okray
|
|
Executive Vice President and Chief Financial
|
|
February 28, 2017
|
Thomas B. Okray
|
|
Officer (Principal Financial and Accounting Officer)
|
|
|
|
|
|
|
|
/s/ Jeffrey C. Smith
|
|
Chairman and Director
|
|
February 28, 2017
|
Jeffrey C. Smith
|
|
|
|
|
|
|
|
|
|
/s/ John F. Bergstrom
|
|
Director
|
|
February 28, 2017
|
John F. Bergstrom
|
|
|
|
|
|
|
|
|
|
/s/ John C. Brouillard
|
|
Director
|
|
February 28, 2017
|
John C. Brouillard
|
|
|
|
|
|
|
|
|
|
/s/ Brad W. Buss
|
|
Director
|
|
February 28, 2017
|
Brad W. Buss
|
|
|
|
|
|
|
|
|
|
/s/ Fiona P. Dias
|
|
Director
|
|
February 28, 2017
|
Fiona P. Dias
|
|
|
|
|
|
|
|
|
|
/s/ John F. Ferraro
|
|
Director
|
|
February 28, 2017
|
John F. Ferraro
|
|
|
|
|
|
|
|
|
|
/s/ Adriana Karaboutis
|
|
Director
|
|
February 28, 2017
|
Adriana Karaboutis
|
|
|
|
|
|
|
|
|
|
/s/ Eugene I. Lee, Jr.
|
|
Director
|
|
February 28, 2017
|
Eugene I. Lee, Jr.
|
|
|
|
|
|
|
|
|
|
/s/ William S. Oglesby
|
|
Director
|
|
February 28, 2017
|
William S. Oglesby
|
|
|
|
|
|
|
|
|
|
/s/ Reuben E. Slone
|
|
Director
|
|
February 28, 2017
|
Reuben E. Slone
|
|
|
|
|
|
|
Incorporated by Reference
|
Filed
|
|||
Exhibit No.
|
Exhibit Description
|
Form
|
Exhibit
|
|
Filing Date
|
Herewith
|
2.1
|
Agreement and Plan of Merger by and among Advance Auto Parts, Inc., Generator Purchase, Inc., General Parts International, Inc. and
Shareholder Representative Services LLC (as the Shareholder Representative), Dated as of October 15, 2013
|
10-K
|
2.1
|
|
2/25/2014
|
|
3.1
|
Restated Certificate of Incorporation of Advance Auto Parts, Inc. (“Advance Auto”) (as amended effective as of June 6, 2016).
|
10-Q
|
3.1
|
|
8/25/2016
|
|
3.2
|
Amended and Restated Bylaws of Advance Auto., effective June 6, 2016.
|
10-Q
|
3.2
|
|
8/25/2016
|
|
4.1
|
Indenture, dated as of April 29, 2010, among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
4.1
|
|
4/29/2010
|
|
4.2
|
First Supplemental Indenture, dated as of April 29, 2010, among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
4.2
|
|
4/29/2010
|
|
4.3
|
Second Supplemental Indenture dated as of May 27, 2011 to the Indenture dated as of April 29, 2010 among Advance Auto Parts, Inc. as Issuer, each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
10.45
|
|
6/3/2011
|
|
4.4
|
Third Supplemental Indenture dated as of January 17, 2012 among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
4.4
|
|
1/17/2012
|
|
4.5
|
Fourth Supplemental Indenture, dated as of December 21, 2012 among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
4.5
|
|
12/21/2012
|
|
4.6
|
Fifth Supplemental Indenture, dated as of April 19, 2013 among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
4.6
|
|
4/19/2013
|
|
4.7
|
Sixth Supplemental Indenture, dated as of December 3, 2013, among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
8-K
|
4.7
|
|
12/9/2013
|
|
4.8
|
Form of 5.750% Note due 2020.
|
8-K
|
4.3
|
|
4/29/2010
|
|
4.9
|
Form of 4.500% Note due 2022.
|
8-K
|
4.5
|
|
1/17/2012
|
|
4.10
|
Form of 4.500% Note due 2023
|
8-K
|
4.8
|
|
12/9/2013
|
|
4.11
|
Seventh Supplemental Indenture, dated as of February 28, 2014, among Advance Auto Parts, Inc., each of the Subsidiary Guarantors from time to time party thereto and Wells Fargo Bank, National Association, as Trustee.
|
10-Q
|
4.11
|
|
5/28/2014
|
|
10.1
|
Form of Indemnification Agreement between Advance Auto Parts and each of its Directors.
|
8-K
|
10.19
|
|
5/20/2004
|
|
10.2
|
Advance Auto Parts, Inc. 2004 Long-Term Incentive Plan (amended as of April 17, 2008).
|
10-Q
|
10.19
|
|
5/29/2008
|
|
10.3
|
Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (as amended January 1, 2008), including First Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (as amended and restated effective as of January 1, 2009) and Second Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (as amended and restated effective as of January 1, 2010).
|
10-K
|
10.17
|
|
3/1/2011
|
|
|
|
Incorporated by Reference
|
Filed
|
|||
Exhibit No.
|
Exhibit Description
|
Form
|
Exhibit
|
|
Filing Date
|
Herewith
|
10.4
|
Amended and Restated Advance Auto Parts, Inc. Employee Stock Purchase Plan.
|
DEF 14A
|
Appendix C
|
|
4/16/2012
|
|
10.5
|
Advance Auto Parts, Inc. Deferred Compensation Plan (as amended January 1, 2008), including First Amendment to the Advance Auto Parts, Inc. Deferred Compensation Plan (as amended and restated effective as of January 1, 2009) and Second Amendment to the Advance Auto Parts, Inc. Deferred Compensation Plan (as amended and restated effective as of January 1, 2010).
|
10-K
|
10.19
|
|
3/1/2011
|
|
10.6
|
Advance Auto Parts, Inc. Executive Incentive Plan.
|
DEF 14A
|
Appendix B
|
|
4/11/2007
|
|
10.7
|
Employment Agreement effective June 4, 2008 between Advance Auto Parts, Inc. and Michael A. Norona.
|
8-K
|
10.33
|
|
6/4/2008
|
|
10.8
|
Attachment C to Employment Agreement effective June 4, 2008 between Advance Auto Parts, Inc. and Michael A. Norona.
|
8-K
|
10.35
|
|
6/4/2008
|
|
10.9
|
Form of Advance Auto Parts, Inc. Stock Appreciation Rights Award Agreement dated November 17, 2008.
|
8-K
|
10.38
|
|
11/21/2008
|
|
10.10
|
Form of Advance Auto Parts, Inc. Restricted Stock Award Agreement dated November 17, 2008.
|
8-K
|
10.39
|
|
11/21/2008
|
|
10.11
|
First Amendment to Employment Agreement effective January 1, 2010 between Advance Auto Parts, Inc. and Michael A. Norona.
|
10-Q
|
10.44
|
|
6/2/2010
|
|
10.12
|
Form of Advance Auto Parts, Inc. SAR Award Agreement under 2004 Long-Term Incentive Plan.
|
10-K
|
10.33
|
|
2/28/2012
|
|
10.13
|
Form of Advance Auto Parts, Inc. Restricted Stock Award Agreement under 2004 Long-Term Incentive Plan.
|
10-K
|
10.34
|
|
2/28/2012
|
|
10.14
|
Second Amendment to Employment Agreement effective December 31, 2012 between Advance Auto Parts, Inc. and Michael A. Norona.
|
10-Q
|
10.37
|
|
11/13/2012
|
|
10.15
|
Supplement No. 1 to Guarantee Agreement.
|
8-K
|
10.1
|
|
12/21/2012
|
|
10.16
|
Third Amendment to the Advance Auto Parts, Inc. Deferred Compensation Plan (Effective as of January 1, 2013).
|
10-K
|
10.33
|
|
2/25/2013
|
|
10.17
|
Third Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (Effective as of January 1, 2013).
|
10-K
|
10.34
|
|
2/25/2013
|
|
10.18
|
Form of Advance Auto Parts, Inc. SARs Award Agreement and Restricted Stock Unit Award Agreement under 2004 Long-Term Incentive Plan.
|
10-K
|
10.36
|
|
2/25/2013
|
|
10.19
|
Form of Advance Auto, Inc. Restricted Stock Unit Agreement dated March 1, 2013.
|
8-K
|
10.38
|
|
3/7/2013
|
|
10.20
|
Form of Employment Agreement effective April 21, 2013 between Advance Auto Parts, Inc. and George E. Sherman and Charles E. Tyson.
|
8-K
|
10.39
|
|
4/30/2013
|
|
10.21
|
Third Amendment to Employment Agreement between Advance Auto Parts, Inc. and Michael A. Norona, effective June 4, 2013.
|
8-K
|
10.40
|
|
6/6/2013
|
|
10.22
|
Credit Agreement, dated as of December 5, 2013, among Advance Auto Parts, Inc. Advance Stores Company, Incorporated, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.
|
8-K
|
10.1
|
|
12/9/2013
|
|
10.23
|
Guarantee Agreement, dated as of December 5, 2013, among Advance Auto Parts, Inc. Advance Stores Company, Incorporated, the other lenders from time to time party lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent for the lenders.
|
8-K
|
10.2
|
|
12/9/2013
|
|
10.24
|
Supplement No. 1 to Guarantee Agreement.
|
10-K
|
10.45
|
|
2/25/2014
|
|
10.25
|
First Amendment to the Advance Auto Parts, Inc. Employee Stock Purchase Plan (As amended and Restated Effective as of May 15, 2012)
|
10-K
|
10.46
|
|
2/25/2014
|
|
|
|
Incorporated by Reference
|
Filed
|
|||
Exhibit No.
|
Exhibit Description
|
Form
|
Exhibit
|
|
Filing Date
|
Herewith
|
10.26
|
Form of Advance Auto Parts, Inc. SARs Award Agreement and Restricted Stock Unit Award Agreement.
|
10-K
|
10.48
|
|
2/25/2014
|
|
10.27
|
Restricted Stock Unit Agreement between Advance Auto Parts, Inc. and O. Temple Sloan III dated February 10, 2014.
|
10-K
|
10.50
|
|
2/25/2014
|
|
10.28
|
First Amendment to Employment Agreement between Advance Auto Parts, Inc. and George E. Sherman and Charles E. Tyson.
|
10-Q
|
10.51
|
|
11/12/2014
|
|
10.29
|
Fourth Amendment to Employment Agreement between Advance Auto Parts, Inc. and Michael A. Norona.
|
10-Q
|
10.52
|
|
11/12/2014
|
|
10.30
|
Second Amendment to the Advance Auto Parts, Inc. Employee Stock Purchase Plan (As amended and Restated Effective as of May 15, 2012)
|
10-K
|
10.50
|
|
3/3/2015
|
|
10.31
|
Fourth Amendment to the Advance Auto Parts, Inc. Deferred Compensation Plan (As Amended and Restated Effective as of January 1, 2008).
|
10-K
|
10.51
|
|
3/3/2015
|
|
10.32
|
Fourth Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (As Amended and Restated Effective as of January 1, 2008).
|
10-K
|
10.52
|
|
3/3/2015
|
|
10.33
|
Fifth Amendment to the Advance Auto Parts, Inc. Deferred Compensation Plan (As Amended and Restated Effective as of January 1, 2008).
|
10-K
|
10.53
|
|
3/3/2015
|
|
10.34
|
Fifth Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (As Amended and Restated Effective as of January 1, 2008).
|
10-K
|
10.54
|
|
3/3/2015
|
|
10.35
|
Agreement, dated as of November 11, 2015, by and among Advance Auto Parts, Inc. and Starboard.
|
8-K
|
10.1
|
|
11/13/2015
|
|
10.36
|
Letter Agreement between Advance Auto Parts, Inc. and John C. Brouillard dated November 11, 2015.
|
10-K
|
10.53
|
|
3/1/2016
|
|
10.37
|
Second Amendment to Employment Agreement between Advance Auto Parts, Inc. and George E. Sherman dated November 11, 2015.
|
10-K
|
10.56
|
|
3/1/2016
|
|
10.38
|
Restricted Stock Unit Award Agreement between Advance Auto Parts, Inc. and John C. Brouillard dated December 1, 2015.
|
10-K
|
10.58
|
|
3/1/2016
|
|
10.39
|
Mutual Separation and Release Agreement between Advance Auto Parts, Inc. and Jimmie L. Wade dated January 21, 2016.
|
10-K
|
10.59
|
|
3/1/2016
|
|
10.40
|
Employment Agreement effective March 28, 2016 between Advance Auto Parts, Inc. and Thomas Greco.
|
10-Q
|
10.1
|
|
5/31/2016
|
|
10.41
|
First Amendment to Employment Agreement effective April 2, 2016 between Advance Auto Parts, Inc. and Thomas R. Greco.
|
10-Q
|
10.2
|
|
5/31/2016
|
|
10.42
|
2016 Restricted Stock Unit Award Agreement (Sign-On Award - Performance-Based) between Advance Auto Parts, Inc. and Thomas Greco dated April 14, 2016.
|
10-Q
|
10.3
|
|
5/31/2016
|
|
10.43
|
2016 Restricted Stock Unit Award Agreement (Sign-on Award - Time-Based) between Advance Auto Parts, Inc. and Thomas Greco dated April 14, 2016.
|
10-Q
|
10.4
|
|
5/31/2016
|
|
10.44
|
2016 time-Based SARs Award Agreement (Stock Settled - Inducement Award) between Advance Auto Parts, Inc. and Thomas Greco dated April 14, 2016.
|
10-Q
|
10.5
|
|
5/31/2016
|
|
10.45
|
Form of Performance-Based SARs Award Agreement between Advance Auto Parts, Inc. and Thomas Greco.
|
10-Q
|
10.6
|
|
5/31/2016
|
|
10.46
|
Form of Restricted Stock Unit Award Agreement between Advance Auto Parts, Inc. and Thomas Greco.
|
10-Q
|
10.7
|
|
5/31/2016
|
|
10.47
|
Employment Agreement effective October 3, 2016 between Advance Auto Parts, Inc. and Thomas B. Okray.
|
10-Q
|
10.1
|
|
11/15/2016
|
|
10.48
|
Credit Agreement, dated as January 31, 2017, among Advance Auto Parts, Inc., Advance Stores Company, Incorporated, the lenders party thereto, and Bank of America, N.A., as Administrative Agent.
|
8-K
|
10.1
|
|
2/6/2017
|
|
|
|
Incorporated by Reference
|
Filed
|
|||
Exhibit No.
|
Exhibit Description
|
Form
|
Exhibit
|
|
Filing Date
|
Herewith
|
10.49
|
Guarantee Agreement, dated as of January 31, 2017, among Advance Auto Parts, Inc., Advance Stores Company, Incorporated, the other guarantors from time to time party thereto and Bank of America, N.A., as administrative agent for the lenders.
|
8-K
|
10.2
|
|
2/6/2017
|
|
10.50
|
Employment Agreement effective August 21, 2016 between Advance Auto Parts, Inc. and Robert B. Cushing.
|
|
|
|
X
|
|
10.51
|
Form of Senior Vice President Loyalty Agreement between Natalie Schechtman and Advance Auto Parts, Inc.
|
|
|
|
X
|
|
10.52
|
2016 Restricted Stock Unit Award Agreement (Time-Based) between Advance Auto Parts, Inc. and Thomas B. Okray dated November 21, 2016.
|
|
|
|
X
|
|
10.53
|
2016 Restricted Stock Unit Award Agreement (Performance-Based) between Advance Auto Parts, Inc. and Robert B. Cushing dated September 7, 2016.
|
|
|
|
X
|
|
10.54
|
Sixth Amendment to the Advance Auto Parts, Inc. Deferred Compensation Plan (As Amended and Restated Effective as of January 1, 2008).
|
|
|
|
X
|
|
10.55
|
Sixth Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (As Amended and Restated Effective as of January 1, 2008).
|
|
|
|
X
|
|
10.56
|
Seventh Amendment to the Advance Auto Parts, Inc. Deferred Stock Unit Plan for Non-Employee Directors and Selected Executives (As Amended and Restated Effective as of January 1, 2008).
|
|
|
|
X
|
|
10.57
|
Form of 2015 Advance Auto Parts, Inc. Restricted Stock Unit Award Agreement.
|
|
|
|
X
|
|
10.58
|
Form of 2015 Advance Auto Parts, Inc. SARs Award Agreement.
|
|
|
|
X
|
|
12.1
|
Statement Regarding Computation of Ratio of Earnings to Fixed Charges.
|
|
|
|
X
|
|
21.1
|
Subsidiaries of Advance Auto.
|
|
|
|
X
|
|
23.1
|
Consent of Deloitte & Touche LLP.
|
|
|
|
X
|
|
31.1
|
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
X
|
31.2
|
Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
X
|
32.1
|
Certifications of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
|
X
|
101.INS
|
XBRL Instance Document
|
|
|
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
|
|
|
101.LAB
|
XBRL Taxonomy Extension Labels Linkbase Document
|
|
|
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
1 Year Advance Auto Parts Chart |
1 Month Advance Auto Parts Chart |
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