What changed in this filing

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Item 1. Financial Statements

2024-08-29 compared with 2024-05-30 · 63 added, 38 removed, 295 unchanged (26% of the section changed)

38 unchanged sentences

For the 13 weeks ended

For the 26 weeks ended

Cost of goods sold

12 unchanged sentences

For the 13 weeks ended

For the 26 weeks ended

Unrealized net gain (loss) on hedged transactions and currency translation, net of related income tax expense (benefit) of $ 0 , ($ 26 ), $ 0 , and $ 61 , respectively

6 unchanged sentences

Income (Loss)

Balances, February 2, 2024

Balances, May 3, 2024

Dividends paid, $ 0.59 per common share

2 unchanged sentences

Other equity and related transactions

Balances, August 2, 2024

Balances, May 5, 2023

Dividends paid, $ 0.59 per common share

Unrealized net gain (loss) on hedged transactions and currency translation

Share-based compensation expense

Other equity and related transactions

Balances, August 4, 2023

Balances, February 2, 2024

3 unchanged sentences

Other equity and related transactions

Balances, May 5, 2023

Balances, August 2, 2024

Balances, February 3, 2023

Dividends paid, $ 1.18 per common share

Unrealized net gain (loss) on hedged transactions and currency translation

Share-based compensation expense

Other equity and related transactions

Balances, August 4, 2023

See notes to condensed consolidated financial statements.

20 unchanged sentences

Cash flows from financing activities:

Issuance of long-term obligations

Repayments of long-term obligations

Net increase (decrease) in commercial paper outstanding

( 1,205,400 )

Borrowings under revolving credit facilities

Repayments of borrowings under revolving credit facilities

Costs associated with issuance of debt

Payments of cash dividends

20 unchanged sentences

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the Company’s customary accounting practices.

In management’s opinion, all adjustments (which are of a normal recurring nature) necessary for a fair presentation of the consolidated financial position as of May 3, 2024, and results of operations for the 13-week accounting periods ended May 3, 2024 and May 5, 2023, have been made.

In management’s opinion, all adjustments (which are of a normal recurring nature) necessary for a fair presentation of the consolidated financial position as of August 2, 2024, and results of operations for the 13-week and 26-week accounting periods ended August 2, 2024 and August 4, 2023, have been made.

The preparation of financial statements and related disclosures in conformity with U.S.

6 unchanged sentences

The interim LIFO calculations are subject to adjustment in the final year-end LIFO inventory valuation.

The Company recorded a LIFO provision of $ 10.3 million and $ 28.1 million in the respective 13-week periods ended May 3, 2024 and May 5, 2023.

The Company recorded a LIFO provision of $ 10.5 million and $ 20.2 million in the respective 13-week periods, and $ 20.8 million and $ 48.4 million in the respective 26-week periods, ended August 2, 2024 and August 4, 2023.

In addition, ongoing estimates of inventory shrinkage and initial markups and markdowns are included in the interim cost of goods sold calculation.

We utilize supply chain finance programs whereby qualifying suppliers may elect at their sole discretion to sell our payment obligations to designated third party financial institutions.

As of May 3, 2024 and February 2, 2024, the amount of obligations outstanding that the Company has confirmed with the financial institutions under the supply chain finance program were $ 246.6 million and $ 306.8 million, respectively.

As of August 2, 2024 and February 2, 2024, the amount of obligations outstanding that the Company has confirmed with the financial institutions under the supply chain finance program were $ 293.5 million and $ 306.8 million, respectively.

In December 2023, the Financial Accounting Standards Board (“FASB”) issued an update to the required disclosures for income taxes.

12 unchanged sentences

Earnings per share is computed as follows (in thousands, except per share data):

13 Weeks Ended May 3, 2024

13 Weeks Ended May 5, 2023

13 Weeks Ended August 2, 2024

13 Weeks Ended August 4, 2023

Basic earnings per share

1 unchanged sentence

Diluted earnings per share

26 Weeks Ended August 2, 2024

26 Weeks Ended August 4, 2023

Basic earnings per share

Effect of dilutive share-based awards

Diluted earnings per share

Basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period.

Diluted earnings per share is determined based on the dilutive effect of share-based awards using the treasury stock method.

Share-based awards that were outstanding at the end of the respective periods but were not included in the computation of diluted earnings per share because the effect of exercising such awards would be antidilutive, were approximately 0.1 million in each of the respective 13-week periods ended May 3, 2024 and May 5, 2023.

Under the accounting standards for income taxes, the asset and liability method is used for computing the future income tax consequences of events that have been recognized in the Company’s consolidated financial statements or income tax returns.

6 unchanged sentences

Generally, with few exceptions, the Company’s 2020 and later tax years remain open for examination by the various state taxing authorities.

As of May 3, 2024, the total reserves for uncertain tax benefits, interest expense related to income taxes and potential income tax penalties were $ 11.7 million, $ 1.4 million and $ 0.8 million, respectively, for a total of $ 13.9 million.

As of August 2, 2024, the total reserves for uncertain tax benefits, interest expense related to income taxes and potential income tax penalties were $ 11.2 million, $ 1.6 million and $ 0.8 million, respectively, for a total of $ 13.6 million.

The uncertain tax liability is reflected in noncurrent other liabilities in the condensed consolidated balance sheet.

The Company’s reserve for uncertain tax positions is expected to be reduced by $ 2.7 million in the coming twelve months as a result of expiring statutes of limitations or settlements.

As of May 3, 2024, approximately $ 11.7 million of the reserve for uncertain tax positions would impact the Company’s effective income tax rate if the Company were to recognize the tax benefit for these positions.

The effective income tax rate for the 13-week period ended May 3, 2024 was 23.3 % compared to a rate of 21.8 % for the 13-week period ended May 5, 2023.

The effective income tax rate was higher for the 13-week period in 2024 than the comparable 13-week period in 2023 primarily due to the effect of certain rate-impacting items on lower earnings before taxes and expense attributable to stock-based compensation.

The Company’s reserve for uncertain tax positions is expected to be reduced by $ 2.1 million in the coming twelve months resulting from expiring statutes of limitations or settlements.

As of August 2, 2024, approximately $ 11.2 million of the reserve for uncertain tax positions would impact the Company’s effective income tax rate if the Company were to recognize the tax benefit for these positions.

The effective income tax rate for the 13-week and 26-week periods ended August 2, 2024 was 22.3 % and 22.8 % respectively, compared to a rate of 22.9 % and 22.3 % for the 13-week and 26-week periods ended August 4, 2023.

The effective income tax rate was lower for the 13-week period in 2024 than the comparable 13-week period in 2023 primarily due to the effect of certain rate-impacting items, such as federal tax credits, on lower earnings before taxes.

The effective income tax rate was higher for the 26-week period in 2024 than the comparable 26-week period in 2023 primarily due to an increase in the state effective tax rate and expense from stock-based compensation offset by the effect of certain rate-impacting items, such as federal tax credits, on lower earnings before taxes in the 26-week period in 2024.

The Organization of Economic Cooperation and Development has proposed a global minimum tax of 15% on a country-by-country basis (“Pillar Two”).

2 unchanged sentences

If enacted, the Company does not believe it will have a material impact on tax expense.

As of May 3, 2024, the Company’s primary leasing activities were real estate leases for most of its retail store locations and certain of its distribution facilities.

As of August 2, 2024, the Company’s primary leasing activities were real estate leases for most of its retail store locations and certain of its distribution facilities.

Substantially all of the Company’s leases are classified as operating leases, and the associated assets and liabilities are presented as separate captions in the condensed consolidated balance sheets.

Finance lease assets are included in net property and equipment, and finance lease liabilities are included in long-term obligations, in the condensed consolidated balance sheets.

At May 3, 2024, the weighted-average remaining lease term for the Company’s operating leases was 9.5 years, and the weighted average discount rate for such leases was 4.3 %.

At August 2, 2024, the weighted-average remaining lease term for the Company’s operating leases was 9.4 years, and the weighted average discount rate for such leases was 4.3 %.

Operating lease costs are reflected as selling, general and administrative costs in the condensed consolidated statements of income.

For the 13-week periods ended May 3, 2024 and May 5, 2023, such costs were $ 459.8 million and $ 424.6 million, respectively.

Cash paid for amounts included in the measurement of operating lease liabilities of $ 466.7 million and $ 426.3 million, respectively, were reflected in cash flows from operating activities in the condensed consolidated statements of cash flows for the 13-week periods ended May 3, 2024 and May 5, 2023.

For the 26-week periods ended August 2, 2024 and August 4, 2023, such costs were $ 929.2 million and $ 855.3 million, respectively.

Cash paid for amounts included in the measurement of operating lease liabilities of $ 938.9 million and $ 861.5 million, respectively, were reflected in cash flows from operating activities in the condensed consolidated statements of cash flows for the 26-week periods ended August 2, 2024 and August 4, 2023.

Current and long-term obligations

19 unchanged sentences

Revolving Facility

At May 3, 2024, the existing senior unsecured revolving credit facility (the “Revolving Facility”) had a commitment of $ 2.0 billion that provides for the issuance of letters of credit up to $ 100.0 million and is scheduled to mature on December 2, 2026.

At August 2, 2024, the existing senior unsecured revolving credit facility (the “Revolving Facility”) had a commitment of $ 2.0 billion that provides for the issuance of letters of credit up to $ 100.0 million and is scheduled to mature on December 2, 2026.

Borrowings under the Revolving Facility bear interest at a rate equal to an applicable interest rate margin plus, at the Company’s option, either (a) Adjusted Term SOFR (which is Term SOFR (as published by CME Group Benchmark Administration Limited) plus a credit spread adjustment of 0.10 %) or (b) a base rate (which is usually equal to the prime rate).

The applicable interest rate margin for borrowings as of May 3, 2024 was 1.015 % for Adjusted Term SOFR borrowings and 0.015 % for base-rate borrowings.

The applicable interest rate margin for borrowings as of August 2, 2024 was 1.015 % for Adjusted Term SOFR borrowings and 0.015 % for base-rate borrowings.

The Company is also required to pay a facility fee, payable on any used and unused commitment amounts of the Revolving Facility, and customary fees on letters of credit issued under the Revolving Facility.

As of May 3, 2024, the facility fee rate was 0.11 %.

As of August 2, 2024, the facility fee rate was 0.11 %.

The applicable interest rate margins for borrowings, the facility fees and the letter of credit fees under the Revolving Facility are subject to adjustment from time to time based on the Company’s long-term senior unsecured debt ratings.

6 unchanged sentences

On February 13, 2024, the Company amended the credit agreement governing the Revolving Facility to increase the maximum leverage ratio for the four quarters of fiscal 2024.

As of May 3, 2024, the Company was in compliance with all covenants pertaining to the Revolving Facility.

As of August 2, 2024, the Company was in compliance with all covenants pertaining to the Revolving Facility.

The credit agreement governing the Revolving Facility also contains customary events of default.

As of May 3, 2024, the Company had no outstanding borrowings, no outstanding letters of credit, and approximately $ 2.0 billion of borrowing availability under the Revolving Facility that, due to the Company’s intention to maintain borrowing availability related to the commercial paper program described below, could contribute incremental liquidity of $ 1.8 billion .

In addition, as of May 3, 2024, the Company had outstanding letters of credit of $ 46.6 million which were issued pursuant to separate agreements.

As of August 2, 2024, the Company had no outstanding borrowings, no outstanding letters of credit, and approximately $ 2.0 billion of borrowing availability under the Revolving Facility that, due to the Company’s intention to maintain borrowing availability related to the commercial paper program described below, could contribute incremental liquidity of $ 1.8 billion .

In addition, as of August 2, 2024, the Company had outstanding letters of credit of $ 52.6 million which were issued pursuant to separate agreements.

364-Day Revolving Facility

1 unchanged sentence

Commercial Paper

As of May 3, 2024, the Company had a commercial paper program under which the Company may issue unsecured commercial paper notes (the “CP Notes”) from time to time in an aggregate amount not to exceed $ 2.0 billion outstanding at any time.

As of August 2, 2024, the Company had a commercial paper program under which the Company may issue unsecured commercial paper notes (the “CP Notes”) from time to time in an aggregate amount not to exceed $ 2.0 billion outstanding at any time.

The CP Notes may have maturities of up to 364 days from the date of issue and rank equal in right of payment with all of the Company’s other unsecured and unsubordinated indebtedness.

The Company intends to maintain available commitments under the Revolving Facility in an amount at least equal to the amount of CP Notes outstanding at any time.

As of May 3, 2024, the Company’s condensed consolidated balance sheet reflected no outstanding unsecured CP Notes.

CP Notes totaling $ 195.0 million and $ 197.7 million at May 3, 2024 and February 2, 2024, respectively, were held by a wholly-owned subsidiary of the Company and are therefore not reflected in the condensed consolidated balance sheets.

As of August 2, 2024, the Company’s condensed consolidated balance sheet reflected no outstanding unsecured CP Notes.

CP Notes totaling $ 195.0 million and $ 197.7 million at August 2, 2024 and February 2, 2024, respectively, were held by a wholly-owned subsidiary of the Company and are therefore not reflected in the condensed consolidated balance sheets.

On June 7, 2023, the Company issued $ 500.0 million aggregate principal amount of 5.20 % senior notes due 2028 (the “July 2028 Senior Notes”), net of discount of $ 0.1 million, and $ 1.0 billion aggregate principal amount of 5.45 % senior notes due 2033 (the “2033 Senior Notes”), net of discount of $ 1.6 million.

6 unchanged sentences

As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy).

The Company does not have any fair value measurements categorized within Level 3 as of May 3, 2024.

The following table presents the Company’s liabilities required to be measured at fair value as of May 3, 2024, aggregated by the level in the fair value hierarchy within which those measurements are classified.

The Company does not have any fair value measurements categorized within Level 3 as of August 2, 2024.

The following table presents the Company’s liabilities required to be measured at fair value as of August 2, 2024, aggregated by the level in the fair value hierarchy within which those measurements are classified.

Quoted Prices

18 unchanged sentences

The Edmonds matter was voluntarily dismissed on January 19, 2024.

On April 4, 2024, the court appointed lead plaintiff and lead counsel in the Shareholder Securities Litigation .

On or before June 17, 2024, lead plaintiff must file a consolidated amended complaint.

On April 4, 2024, the court appointed lead plaintiffs and lead counsel in the Shareholder Securities Litigation .

On June 17, 2024, lead plaintiffs filed a consolidated amended complaint, adding a claim that lead plaintiffs and certain members of the putative class purchased shares of the Company’s common stock contemporaneously with common stock sales by certain individual defendants.

Defendants’ deadline to respond to the consolidated amended complaint is September 16, 2024.

At this time, it is not possible to estimate the value of the claims asserted in the Shareholder Securities Litigation or the potential range of loss in this matter, and no assurances can be given that the Company will be successful in its defense on the merits or otherwise.

12 unchanged sentences

The Dunn and Caliguiri complaints additionally allege that certain of the Company’s officers and directors violated their fiduciary duties by recklessly or negligently disregarding workplace safety practices, and that Mr.

Garratt and Ms.

Fili-Krushel violated their fiduciary duties by misusing material, non-public information.

Vasos, John Garratt and Patricia Fili-Krushel violated their fiduciary duties by misusing material, non-public information.

The plaintiffs in the Federal Court Shareholder Derivative Litigation seek both non-monetary and monetary relief for the benefit of the Company.

11 unchanged sentences

and (iii) that Mr.

Bryant, and Ms.

Garratt, Warren Bryant, and Ms.

Fili-Krushel violated their fiduciary duties by misusing material, non-public information.

6 unchanged sentences

The Company manages its business on the basis of one reportable operating segment.

As of May 3, 2024, the Company’s retail store operations were primarily located within the United States, with three retail stores in Mexico.

As of August 2, 2024, the Company’s retail store operations were primarily located within the United States, with three retail stores in Mexico.

Certain product sourcing and other operations are located outside the United States, which collectively are not material with regard to assets, results of operations or otherwise to the consolidated financial statements.

1 unchanged sentence

13 Weeks Ended

26 Weeks Ended

(in thousands)

7 unchanged sentences

Repurchases under the program may be funded from available cash or borrowings, including under the Revolving Facility and issuance of CP Notes discussed in further detail in Note 5, or otherwise.

Pursuant to its common stock repurchase program, during the 13-week periods ended May 3, 2024 and May 5, 2023, respectively, the Company repurchased no shares of its common stock in the open market.

The Company paid a cash dividend of $ 0.59 per share during the first quarter of 2024.

In May 2024, the Board declared a quarterly cash dividend of $ 0.59 per share, which is payable on or before July 23, 2024, to shareholders of record on July 9, 2024.

Pursuant to its common stock repurchase program, during the 26-week periods ended August 2, 2024 and August 4, 2023, respectively, the Company repurchased no shares of its common stock in the open market.

The Company paid a cash dividend of $ 0.59 per share for each of the first two quarters of 2024.

In August 2024, the Board declared a quarterly cash dividend of $ 0.59 per share, which is payable on or before October 22, 2024, to shareholders of record on October 8, 2024.

The amount and declaration of future cash dividends is subject to the sole discretion of the Board and will depend upon, among other things, the Company’s results of operations, cash requirements, financial condition, contractual restrictions, excess debt capacity, and other factors that the Board may deem relevant in its sole discretion.

2 unchanged sentences

Results of Review of Interim Financial Statements

We have reviewed the accompanying condensed consolidated balance sheet of Dollar General Corporation and subsidiaries (the Company) as of May 3, 2024, the related condensed consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for the thirteen -week periods ended May 3, 2024 and May 5, 2023, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”).

We have reviewed the accompanying condensed consolidated balance sheet of Dollar General Corporation and subsidiaries (the Company) as of August 2, 2024, the related condensed consolidated statements of income, comprehensive income, shareholders’ equity for the thirteen and twenty-six week periods ended August 2, 2024 and August 4, 2023, and cash flows for the twenty-six week periods ended August 2, 2024 and August 4, 2023, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”).

Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S.

13 unchanged sentences

Nashville, Tennessee

August 29, 2024

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements