CORE & MAIN, INC., 10-K filed on 3/25/2025
Annual Report
v3.25.1
Cover - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Mar. 21, 2025
Jul. 28, 2024
Entity Information [Line Items]      
Document Type 10-K    
Document Annual Report true    
Document Period End Date Feb. 02, 2025    
Current Fiscal Year End Date --02-02    
Document Transition Report false    
Entity File Number 001-40650    
Entity Registrant Name Core & Main, Inc.    
Entity Incorporation, State or Country Code DE    
Entity Tax Identification Number 86-3149194    
Entity Address, Address Line One 1830 Craig Park Court    
Entity Address, City or Town St. Louis    
Entity Address, State or Province MO    
Entity Address, Postal Zip Code 63146    
City Area Code 314    
Local Phone Number 432-4700    
Title of 12(b) Security Class A common stock, par value $0.01 per share    
Trading Symbol CNM    
Security Exchange Name NYSE    
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Interactive Data Current Yes    
Entity Filer Category Large Accelerated Filer    
Entity Small Business false    
Entity Emerging Growth Company false    
ICFR Auditor Attestation Flag true    
Document Financial Statement Error Correction false    
Entity Shell Company false    
Entity Public Float     $ 10,312
Documents Incorporated by Reference
Portions of the definitive Proxy Statement for the registrant’s 2025 Annual Meeting of Stockholders have been incorporated by reference into Part III of this Annual Report on Form 10-K.
   
Entity Central Index Key 0001856525    
Document Fiscal Year Focus 2023    
Document Fiscal Period Focus FY    
Amendment Flag false    
Class A common stock      
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   190,058,509  
Class B common stock      
Entity Information [Line Items]      
Entity Common Stock, Shares Outstanding   7,828,361  
v3.25.1
Audit Information
12 Months Ended
Feb. 02, 2025
Audit Information [Abstract]  
Auditor Name PricewaterhouseCoopers LLP
Auditor Location St. Louis, Missouri
Auditor Firm ID 238
v3.25.1
Consolidated Balance Sheets - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Current assets:    
Cash and cash equivalents $ 8 $ 1
Receivables, net of allowance for credit losses of $18 and $12 1,066 973
Inventories 908 766
Prepaid expenses and other current assets 43 33
Total current assets 2,025 1,773
Property, plant and equipment, net 168 151
Operating lease right-of-use assets 244 192
Intangible assets, net 935 784
Goodwill 1,898 1,561
Deferred income taxes 558 542
Other assets 42 66
Total assets 5,870 5,069
Current liabilities:    
Current maturities of long-term debt 24 15
Accounts payable 562 504
Accrued compensation and benefits 123 106
Current operating lease liabilities 67 55
Other current liabilities 90 94
Total current liabilities 866 774
Long-term debt 2,237 1,863
Non-current operating lease liabilities 178 138
Deferred income taxes 87 48
Tax receivable agreement liabilities 706 706
Other liabilities 22 16
Total liabilities 4,096 3,545
Commitments and contingencies
Additional paid-in capital 1,220 1,214
Retained earnings 449 189
Accumulated other comprehensive income 27 46
Total stockholders’ equity attributable to Core & Main, Inc. 1,698 1,451
Non-controlling interests 76 73
Total stockholders’ equity 1,774 1,524
Total liabilities and stockholders’ equity 5,870 5,069
Class A common stock    
Current liabilities:    
Common stock 2 2
Class B common stock    
Current liabilities:    
Common stock $ 0 $ 0
v3.25.1
Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Statement of Financial Position [Abstract]    
Allowance for credit losses $ 18 $ 12
Class A common stock    
Common stock    
Common stock, par value (in dollars per share) $ 0.01  
Common stock, authorized (in shares) 1,000,000,000  
Common stock, issued (in shares) 189,815,899 191,663,608
Common stock, outstanding (in shares) 189,815,899 191,663,608
Class B common stock    
Common stock    
Common stock, par value (in dollars per share) $ 0.01  
Common stock, authorized (in shares) 500,000,000  
Common stock, issued (in shares) 7,936,061 9,630,186
Common stock, outstanding (in shares) 7,936,061 9,630,186
v3.25.1
Consolidated Statements of Operations - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Income Statement [Abstract]      
Net sales $ 7,441 $ 6,702 $ 6,651
Cost of sales 5,461 4,884 4,856
Gross profit 1,980 1,818 1,795
Operating expenses:      
Selling, general and administrative 1,078 931 880
Depreciation and amortization 183 147 140
Total operating expenses 1,261 1,078 1,020
Operating income 719 740 775
Interest expense 142 81 66
Income before provision for income taxes 577 659 709
Provision for income taxes 143 128 128
Net income 434 531 581
Less: net income attributable to non-controlling interests 23 160 215
Net income attributable to Core & Main, Inc. $ 411 $ 371 $ 366
Earnings per share:      
Basic (in dollars per share) $ 2.14 $ 2.15  
Diluted (in dollars per share) $ 2.13 $ 2.15  
Basic (shares) 191,617,275 172,839,836  
Diluted (shares) 201,442,750 227,818,077  
v3.25.1
Consolidated Statements of Comprehensive Income - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Statement of Comprehensive Income [Abstract]      
Net income $ 434 $ 531 $ 581
Net interest rate swap gain (loss), net of tax (20) (22) 44
Total comprehensive income 414 509 625
Less: comprehensive income attributable to non-controlling interests 22 156 232
Total comprehensive income attributable to Core & Main, Inc. $ 392 $ 353 $ 393
v3.25.1
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Statement of Comprehensive Income [Abstract]      
Net interest rate swap gain (loss), tax (expense) benefit $ (6) $ (1) $ 9
v3.25.1
Consolidated Statements of Changes in Stockholders' Equity/Partners' Capital - USD ($)
Total
Class A common stock
Common Stock
Class A common stock
Common Stock
Class B common stock
Additional Paid In Capital
Accumulated Other Comprehensive Income (Loss)
Retained Earnings
Non-Controlling Interests
Beginning balance (in shares) at Jan. 30, 2022     167,522,403 78,398,141        
Beginning balance at Jan. 30, 2022 $ 1,831,000,000   $ 2,000,000 $ 1,000,000 $ 1,214,000,000 $ 16,000,000 $ 92,000,000 $ 506,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 581,000,000           366,000,000 215,000,000
Equity-based compensation 11,000,000       8,000,000     3,000,000
Net interest rate swap gain (loss), net of tax 44,000,000         27,000,000   17,000,000
Distributions to non-controlling interest holders (54,000,000)       (6,000,000)     (48,000,000)
Exchange of Partnership Interests and Class B Shares for Class A Shares (in shares)     5,132,134 (5,133,763)        
Exchange of Partnership Interests and Class B Shares for Class A Shares 0       40,000,000 2,000,000   (42,000,000)
Establishment/adjustment of deferred tax asset associated with Core & Main investment in Core & Main Holdings, LP 30,000,000       30,000,000      
Establishment of Tax Receivable Agreement Liabilities (34,000,000)       (34,000,000)      
Activity under equity-based compensation plans, net of tax withholdings (in shares)     110,644          
Activity under equity-based compensation plans, net of tax withholdings 1,000,000       1,000,000      
Forfeiture of Class A Shares and Partnership Interests (in shares)     (20) (34,703)        
Forfeiture of Class A Shares and Partnership Interests 0              
Non-controlling interests adjustment for purchase of Partnership Interests and vesting of Core & Main Holdings, LP Partnership Interests held by non-controlling interests 0       (12,000,000)     12,000,000
Ending balance (in shares) at Jan. 29, 2023     172,765,161 73,229,675        
Ending balance at Jan. 29, 2023 2,410,000,000   $ 2,000,000 $ 1,000,000 1,241,000,000 45,000,000 458,000,000 663,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 531,000,000           371,000,000 160,000,000
Equity-based compensation 10,000,000       8,000,000     2,000,000
Net interest rate swap gain (loss), net of tax (22,000,000)         (18,000,000)   (4,000,000)
Distributions to non-controlling interest holders (42,000,000)       (5,000,000)     (37,000,000)
Exchange of Partnership Interests and Class B Shares for Class A Shares (in shares)     46,683,021 (46,731,040)        
Exchange of Partnership Interests and Class B Shares for Class A Shares 0     $ (1,000,000) 313,000,000 19,000,000   (331,000,000)
Establishment/adjustment of deferred tax asset associated with Core & Main investment in Core & Main Holdings, LP 515,000,000       515,000,000      
Establishment of Tax Receivable Agreement Liabilities (537,000,000)       (537,000,000)      
Activity under equity-based compensation plans, net of tax withholdings (in shares)     346,977          
Activity under equity-based compensation plans, net of tax withholdings 3,000,000       3,000,000      
Repurchase and Retirement of equity interests (in shares)     (28,131,551) (16,868,449)        
Repurchase and Retirement of equity interests (1,344,000,000)       (324,000,000)   (640,000,000) (380,000,000)
Ending balance (in shares) at Jan. 28, 2024     191,663,608 9,630,186        
Ending balance at Jan. 28, 2024 1,524,000,000   $ 2,000,000 $ 0 1,214,000,000 46,000,000 189,000,000 73,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Net income 434,000,000           411,000,000 23,000,000
Equity-based compensation 14,000,000       14,000,000      
Net interest rate swap gain (loss), net of tax (20,000,000)         (19,000,000)   (1,000,000)
Distributions to non-controlling interest holders (8,000,000)       (3,000,000)     (5,000,000)
Exchange of Partnership Interests and Class B Shares for Class A Shares (in shares)     1,684,022 (1,694,125)        
Exchange of Partnership Interests and Class B Shares for Class A Shares 0       9,000,000     (9,000,000)
Establishment/adjustment of deferred tax asset associated with Core & Main investment in Core & Main Holdings, LP 23,000,000       23,000,000      
Establishment of Tax Receivable Agreement Liabilities (19,000,000)       (19,000,000)      
Activity under equity-based compensation plans, net of tax withholdings (in shares)     443,089          
Activity under equity-based compensation plans, net of tax withholdings 2,000,000       2,000,000      
Repurchase and Retirement of equity interests (in shares)   (3,974,820) (3,974,820)          
Repurchase and Retirement of equity interests (176,000,000)       (20,000,000)   (151,000,000) (5,000,000)
Ending balance (in shares) at Feb. 02, 2025     189,815,899 7,936,061        
Ending balance at Feb. 02, 2025 $ 1,774,000,000   $ 2,000,000 $ 0 $ 1,220,000,000 $ 27,000,000 $ 449,000,000 $ 76,000,000
v3.25.1
Consolidated Statements of Cash Flows - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Cash Flows From Operating Activities:      
Net income $ 434 $ 531 $ 581
Adjustments to reconcile net cash from operating activities:      
Depreciation and amortization 194 154 148
Equity-based compensation expense 14 10 11
Loss on debt modification and extinguishment 13 2 (7)
Other 8 5 7
Changes in assets and liabilities:      
(Increase) decrease in receivables (2) 21 (51)
(Increase) decrease in inventories (36) 328 (149)
(Increase) decrease in other assets (13) 2 (4)
Increase (decrease) in accounts payable 14 11 (140)
Increase (decrease) in accrued liabilities (5) 5 5
Net cash provided by operating activities 621 1,069 401
Cash Flows From Investing Activities:      
Capital expenditures (35) (39) (25)
Acquisitions of businesses, net of cash acquired (741) (231) (128)
Other (12) 0 1
Net cash used in investing activities (788) (270) (152)
Cash Flows From Financing Activities:      
Repurchase and retirement of equity interests (176) (1,344) 0
Distributions to non-controlling interest holders (11) (41) (57)
Payments pursuant to Tax Receivable Agreements (11) (5) 0
Borrowings on asset-based revolving credit facility 774 665 244
Repayments on asset-based revolving credit facility (1,110) (235) (244)
Issuance of long-term debt 950 0 0
Repayments of long-term debt (223) (15) (15)
Debt issuance costs (15) 0 (2)
Other (4) 0 1
Net cash provided by (used in) financing activities 174 (975) (73)
Increase (decrease) in cash and cash equivalents 7 (176) 176
Cash and cash equivalents at the beginning of the period 1 177 1
Cash and cash equivalents at the end of the period 8 1 177
Cash paid for interest (excluding effects of interest rate swap) 197 105 74
Cash paid for income taxes $ 143 $ 116 $ 147
v3.25.1
Basis of Presentation & Description of Business
12 Months Ended
Feb. 02, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation & Description of Business BASIS OF PRESENTATION & DESCRIPTION OF BUSINESS
Organization
Core & Main, Inc. (“Core & Main” and collectively with its subsidiaries, the “Company”) is a leading specialty distributor dedicated to advancing reliable infrastructure with local service, nationwide. With a focus on water, wastewater, storm drainage and fire protection products, and related services, the Company provides solutions to municipalities, private water companies and professional contractors across municipal, non-residential and residential end markets, nationwide. The Company’s specialty products and services are used in the maintenance, repair, replacement, and construction of water and fire protection infrastructure. The Company reaches customers through a nationwide network of over 370 branches across 49 United States (“U.S.”) states. The Company’s products include pipes, valves, fittings, storm drainage products, fire protection products, meter products and other products. The Company has complemented its core products through additional offerings, including smart meter systems, fusible high-density polyethylene (“fusible HDPE”) piping solutions, specifically engineered treatment plant products and geosynthetics and erosion control products. The Company’s services and capabilities allow for integration with customers and form part of their sourcing and procurement function. Substantially all of the Company’s long-lived assets are located within the U.S.
Core & Main is a holding company that indirectly owns Core & Main LP through its ownership interest in Core & Main Holdings, LP (“Holdings”). Core & Main’s primary material assets are its direct and indirect ownership interest in Holdings and deferred tax assets associated with such ownership.
Secondary Offerings and Repurchase Transactions
On June 12, 2024, the Company’s board of directors authorized a share repurchase program (the “Repurchase Program”), pursuant to which the Company may purchase up to $500 million of the Company’s Class A common stock. Shares repurchased under the Repurchase Program are retired immediately and are accounted for as a decrease to stockholders’ equity. During the fiscal year ended February 2, 2025 (“fiscal 2024”), the Company repurchased 3,974,820 shares of Class A common stock for a total of $176 million through open market transactions.
During the fiscal year ended January 28, 2024 (“fiscal 2023”) and the fiscal year ended January 29, 2023 (“fiscal 2022”), secondary public offerings of Class A common stock were completed by certain selling stockholders (the “Selling Stockholders”) affiliated with Clayton, Dubilier & Rice, LLC (“CD&R”). As part of the secondary public offerings, the Selling Stockholders sold to the public (i) existing shares of our Class A common stock and (ii) shares of Class A common stock received in exchange for an equal number of limited partner interests of Holdings (“Partnership Interests”), together with the retirement of a corresponding number of shares of our Class B common stock. Below is a summary of the secondary public offerings completed during fiscal 2023 and fiscal 2022 (collectively the “Secondary Offerings”).
Secondary Offering Date
Existing Shares of Class A Common Stock Sold to the Public
Partnership Interests Exchanged for Class A Common Stock Prior to Sale to the Public
Total Shares of Class A Common Stock Sold
Price Per Share
Fiscal 2023 Secondary Offerings
January 25, 2024
12,366,6837,415,40419,782,087$40.985
January 10, 2024(1)
12,084,9027,465,09819,550,000$38.120
December 11, 2023(1)
10,783,7606,466,24017,250,000$35.540
November 9, 2023(1)
13,659,4318,190,56921,850,000$30.440
September 19, 202311,252,6206,747,38018,000,000$29.015
June 12, 20238,752,0385,247,96214,000,000$28.215
April 14, 20233,125,7281,874,2725,000,000$22.151
Fiscal 2022 Secondary Offering
September 19, 20226,876,6014,123,39911,000,000$23.750
(1)Includes shares of Class A common stock purchased by the underwriter, pursuant to the exercise in full of the option granted in connection with the secondary public offering.
The Company did not receive any of the proceeds from the Secondary Offerings. The Company paid the costs associated with the sale of shares by the Selling Stockholders in the Secondary Offerings, other than underwriting discounts and commissions.
Concurrently with the completion of the Secondary Offerings completed in fiscal 2023, (i) the Company repurchased from the Selling Stockholders shares of our Class A common stock, and Holdings redeemed from the Company a corresponding number of Partnership Interests, and (ii) Holdings redeemed Partnership Interests from one of the Selling Stockholders, with the Company repurchasing a corresponding number of shares of our Class B common stock from such Selling Stockholder for no additional consideration. Below is a summary of the repurchase transactions completed during fiscal 2023 (the “Repurchase Transactions”).
Repurchase Transaction Date
Shares of Class A Common Stock Repurchased
Partnership Interests Redeemed
Total Repurchase Amount
Price Per Share/Partnership Interest
Total Consideration Paid (in millions)
January 25, 2024
3,125,7281,874,2725,000,000$40.985$205
January 10, 2024
3,125,7281,874,2725,000,000$38.120$191
December 11, 20233,125,7281,874,2725,000,000$35.540$178
November 9, 20233,125,7281,874,2725,000,000$30.440$152
September 19, 20233,125,7281,874,2725,000,000$29.015$145
June 12, 20233,125,7281,874,2725,000,000$28.215$141
April 14, 20239,377,1835,622,81715,000,000$22.151$332
Following the completion of the Secondary Offerings and the Repurchase Transactions during fiscal 2023, investors affiliated with CD&R no longer own shares of Core & Main.
Basis of Presentation
The accompanying consolidated financial statements present the results of operations, financial position and cash flows of Core & Main and its subsidiaries, which includes the consolidated financial statements of Holdings and its consolidated subsidiary, Core & Main LP, as the legal entity that conducts the operations of the Company. Certain reclassification have been made to previously reported financial information to conform to the Company’s current period presentation. All intercompany balances and transactions have been eliminated in consolidation. The Partnership Interests not held by Core & Main are reflected as non-controlling interests in the consolidated financial statements.
Segments
The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM manages the business as a single operating and reportable segment. The Company operates over 370 branch locations across the U.S. The nature of the products and services, suppliers, customers and distribution methods are similar across branches. The consolidated performance of the Company is utilized to determine incentive compensation for executive officers, annual merit decisions, management of national supplier relationships, allocation of resources and in evaluating acquisitions and the Company’s capital structure. Performance is most notably measured by the CODM based on net sales and net income at the consolidated level, as reported in the consolidated statement of operations. Significant expenses within net income include cost of sales and selling, general and administrative expense, which are each separately presented in the consolidated statement of operations. Other segment items within net income include depreciation and amortization expense, interest expense and income tax expense.
Fiscal Year
The Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to January 31st. Quarters within the fiscal year include 13-week periods, unless a fiscal year includes a 53rd week, in which case the fourth quarter of the fiscal year will be a 14-week period. Fiscal 2024 included 53 weeks and fiscal 2023 and fiscal 2022 included 52 weeks. The next fiscal year ending February 1, 2026 (“fiscal 2025”) will include 52 weeks.
v3.25.1
Summary of Significant Accounting Policies
12 Months Ended
Feb. 02, 2025
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Estimates
Management has made a number of estimates and assumptions relating to the reporting of certain assets and liabilities, the disclosure of contingent assets and liabilities, and reported amounts of revenues and expenses in preparing the elements of these financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”). Actual results could differ from these estimates.
Cash and Cash Equivalents
The Company classified all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. The Company maintains cash deposits according to a banking policy that requires diversification across a variety of highly-rated financial institutions. However, this could result in concentration of cash and cash equivalents across these financial institutions in excess of Federal Deposit Insurance Corporation-insured limits.
Allowance for Credit Losses
Accounts receivable are evaluated for collectability based on numerous factors, including past transaction history with customers, their credit-worthiness, and an assessment of lien and bond rights. An allowance for credit losses is estimated as a percentage of aged receivables. This estimate is periodically adjusted when management becomes aware of a specific customer’s inability to meet its financial obligations (e.g., a bankruptcy filing) or as a result of changes in historical collection patterns.
Inventories
Inventories consist primarily of finished goods and are carried at the lower of cost or net realizable value. The cost of substantially all inventories is determined by the weighted average cost method. The carrying value of inventory includes the capitalization of inbound freight costs and is net of supplier rebates and purchase discounts for products not yet sold. The inventory reserve is based on an analysis of historical physical inventory results, a review of excess and obsolete inventories based on inventory aging and anticipated future demand.
Consideration Received from Suppliers
The Company enters into agreements with many of its suppliers providing for inventory purchase rebates (“supplier rebates”) upon achievement of specified volume purchasing levels and purchase discounts. The Company accrues the receipt of supplier rebates and purchase discounts as part of its cost of sales for products sold based on progress towards earning the supplier rebates, taking into consideration cumulative purchases of inventory to the measurement date and projected purchases through the end of the year. An estimate of supplier rebates and purchase discounts is included in the carrying value of inventory at each period end for supplier rebates to be received on products not yet sold. Supplier rebates and purchase discounts included in inventory were $54 million and $43 million at February 2, 2025 and January 28, 2024, respectively.
Property and Equipment
Property and equipment are recorded at cost and depreciated using the straight-line method based on the following estimated useful lives of the assets:
Buildings and improvements
5 - 39 years
Transportation equipment
5 - 7 years
Furniture, fixtures and equipment
3 - 10 years
Capitalized software
3 years
Property and equipment assets are assessed for recovery when a triggering event occurs. A potential impairment is first evaluated by comparing the undiscounted cash flows associated with the asset, or the asset group it is part of, to its carrying value. If the carrying value is greater than the undiscounted cash flows, the amount of potential impairment is measured by comparing the fair value of the asset, or the asset group it is part of, with its carrying value. The Company assesses the remaining useful life and the recoverability of property and equipment assets whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. Judgments regarding the existence of a triggering event are based on market and operational performance. Evaluating potential impairment also requires estimates of future operating results and cash flows. There were no impairments of property and equipment assets during fiscal 2024, fiscal 2023 or fiscal 2022.
Acquisitions and Goodwill
Amounts paid for acquisitions are allocated to the tangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The Company then allocates the purchase price in excess of net tangible assets acquired to identifiable intangible assets. The fair value of identifiable intangible assets is based on detailed valuations. The Company allocates any excess purchase price over the fair value of the net tangible and intangible assets acquired to goodwill.
The Company does not amortize goodwill but does conduct an impairment test of goodwill on an annual basis or whenever events or circumstances indicate that it is “more likely than not” that the fair value of its reporting unit has dropped below its carrying value. The annual goodwill impairment assessment for fiscal 2024, fiscal 2023 and fiscal 2022 consisted of a qualitative assessment to determine whether it is “more likely than not” that the fair value of the reporting unit exceeds its carrying value. The quantitative assessment, when applicable, is comprised of comparing the carrying value of a reporting unit to its estimated fair value. The Company estimates the fair value of the reporting unit based on a detailed valuation, utilizing an income approach based on the present value of future cash flows, a market approach based on multiples of sales and profit metrics of similar public companies and a market approach based on multiples of sales and profit metrics for purchase transactions of similar companies (all of which are considered level three measurement techniques). If the carrying value of the reporting unit exceeds its fair value, the Company will recognize the excess of the carrying value over the fair value as a goodwill impairment loss.
Intangible Assets
Finite-lived intangible assets consist primarily of customer relationships which are amortized over the periods during which the Company expects to generate net sales from these customer relationships. The initial amortization life of finite-lived intangible assets primarily ranged from 10 to 15 years. Finite-lived intangible assets are assessed for impairment when a triggering event occurs. A potential impairment of finite-lived intangible assets is first evaluated by comparing the undiscounted cash flows associated with the asset, or the asset group it is part of, to its carrying value. If the carrying value is greater than the undiscounted cash flows, the amount of potential impairment is measured by comparing the fair value of the asset, or the asset group it is part of, with their carrying value. The Company assesses the remaining useful life and the recoverability of finite-lived intangible assets whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. Judgments regarding the existence of a triggering event are based on market and operational performance. Evaluating potential impairment also requires estimates of future operating results and cash flows.
Internal use software is recognized separately as an intangible asset and is carried at cost less accumulated amortization. Cost may include external and internal costs directly attributable to the development, design and implementation of the computer software. Costs related to training and data conversion are expensed as incurred.
All of the Company’s intangible assets are subject to amortization.
Fair Value Measurement
The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable, accrued compensation and benefits and other current liabilities approximate fair value due to the short-term nature of these financial instruments. The Company’s long-term financial assets and liabilities are generally recorded at historical costs. The carrying amounts of derivative assets or liabilities (see Note 6) are recorded at fair value.
Revenue Recognition
The Company’s revenues are earned from contracts with customers. These contracts include written agreements and purchase orders as well as arrangements that are implied by customary business practices or law. The revenue contracts are primarily single performance obligations for the sale of product or performance of services for customers. Revenue is recognized when title is passed to the customer or services are provided in an amount that reflects the consideration the Company expects to be entitled to in exchange for the products and services, which is net of sales tax, customer incentives, returns and discounts. For product sales, the transfer of title generally occurs at the point of destination for products shipped by internal fleet and at the point of shipping for products shipped by third-party carriers. Revenues related to services are recognized in the period the services are performed and were approximately $29 million, $23 million and $17 million during fiscal 2024, fiscal 2023 and fiscal 2022, respectively. Estimates for expected customer incentives, returns and discounts are based on historical experience, anticipated performance and management’s judgment. Generally, the Company’s contracts do not contain significant financing as the standard sales terms are short term in nature.
Shipping and Handling Fees and Costs
The Company includes shipping and handling fees billed to customers in net sales. Shipping and handling costs associated with inbound freight are capitalized to inventories and relieved through cost of sales as inventories are sold. Shipping and handling costs associated with outbound freight are included in selling, general and administrative expenses and totaled $46 million, $43 million and $37 million during fiscal 2024, fiscal 2023 and fiscal 2022, respectively.
Income Taxes
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the enactment date.
The Company recognizes deferred tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies and results of recent operations. If it is determined that the Company is not able to realize deferred tax assets in the future, a valuation allowance would be established, which would impact the provision for income taxes.
Uncertain tax positions are recorded on the basis of a two-step process in which (1) it is determined if a tax position is more-likely-than-not of being sustained on the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company records interest and penalties related to uncertain tax positions in the provision for income taxes in the audited Consolidated Statements of Operations.
Concentration of Credit Risk
The majority of the Company’s revenues are credit sales which are made primarily to customers whose ability to pay is dependent, in part, upon the economic strength of the construction industry in the areas where they operate and availability of municipal funding. Concentration of credit risk with respect to trade accounts receivable is limited by the large number of customers comprising the Company’s customer base. The Company performs ongoing credit evaluations of its customers.
Leases
The Company determines if an arrangement is or contains a lease at inception. Obligations under operating leases are included in the Balance Sheets in both current and non-current operating lease liabilities, while the corresponding rights to use the leased assets are presented as operating lease right-of-use (“ROU”) assets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the remaining lease payments. As the rate implicit in the lease is not readily determinable, the Company uses its incremental borrowing rate, which is based on information available at the commencement date of the relevant lease, in determining the present value of future payments. The lease term includes an option to extend the lease when it is reasonably certain that the Company will exercise that option. Payment obligations related to real estate taxes, insurance and other lease components are excluded from the measurement of operating lease ROU assets and lease liabilities. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. The Company recognizes expense within selling, general and administrative expense associated with the accretion of operating lease liabilities and amortization of ROU assets in an amount calculated to result in straight-line expense over the lease terms.
Tax Receivable Agreements
In connection with the initial public offering and other related transactions, Core & Main entered into a tax receivable agreement with the Former Limited Partners (as defined below) (the “Former Limited Partners Tax Receivable Agreement”) and a tax receivable agreement with the Continuing Limited Partners (as defined below) (the “Continuing Limited Partners Tax Receivable Agreement”) (collectively, the “Tax Receivable Agreements”). Core & Main has generated, and expects to generate additional, tax attributes associated with future exchanges of Partnership Interests by Continuing Limited Partners, that will reduce amounts that it would otherwise pay in the future to various tax authorities.
The “Former Limited Partners” are defined as CD&R Fund X Advisor Waterworks B, L.P., CD&R Fund X Waterworks B1, L.P., CD&R Fund X-A Waterworks B, L.P. and the other Original Limited Partners (as defined below) that transferred all or a portion of their Partnership Interests (including those held indirectly through CD&R WW Advisor, LLC and CD&R WW Holdings, LLC) for shares of Class A common stock in connection with the initial public offering and other related transactions, and represent entities that transferred all of their Partnership Interests (including Partnership Interests held indirectly through certain “blocker” corporations) for shares of Class A common stock in connection with the consummation of certain reorganization transactions.
The “Original Limited Partners” are defined as CD&R Waterworks Holdings, LLC (“CD&R Waterworks Holdings”), the Former Limited Partners and Core & Main Management Feeder, LLC (“Management Feeder”) and represent the direct and indirect owners of Holdings prior to the initial public offering and other related transactions.
The “Continuing Limited Partners” are defined as CD&R Waterworks Holdings and Management Feeder, and represent the Original Limited Partners that continued to own Partnership Interests after the reorganization transactions and that are entitled to exchange their Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock for shares of Class A common stock.
The Former Limited Partners Tax Receivable Agreement provides for the payment by Core & Main to certain Former Limited Partners, or their permitted transferees, of 85% of the tax benefits, if any, that Core & Main realizes, or in some circumstances is deemed to realize, as a result of (i) certain tax attributes of the Partnership Interests Core & Main holds in respect of such Former Limited Partners’ interest in Core & Main, including such attributes which resulted from such Former Limited Partners’ prior acquisition of ownership interests in Holdings and Core & Main’s allocable share of existing tax basis acquired in connection with the initial public offering attributable to the Former Limited Partners and (ii) certain other tax benefits.
The Continuing Limited Partners Tax Receivable Agreement provides for the payment by Core & Main to the Continuing Limited Partners, or their permitted transferees, of 85% of the benefits, if any, that Core & Main realizes, or in some circumstances is deemed to realize, as a result of (i) increases in tax basis or other similar tax benefits as a result of exchanges of Partnership Interests for cash or shares of Class A common stock pursuant to the Exchange Agreement, dated as of July 22, 2021 (the “Exchange Agreement”), by and among Core & Main, Holdings, CD&R Waterworks Holdings and Management Feeder, (ii) Core & Main’s allocable share of existing tax basis acquired in connection with the initial public offering attributable to the Continuing Limited Partners and in connection with exchanges of Partnership Interests for cash or shares of Class A common stock pursuant to the Exchange Agreement and (iii) Core & Main’s utilization of certain other tax benefits related to Core & Main’s entering into the Continuing Limited Partners Tax Receivable Agreement, including tax benefits attributable to payments under the Continuing Limited Partners Tax Receivable Agreement. Core & Main expects to obtain an increase in its share of the tax basis in the net assets of Holdings as Partnership Interests are exchanged by Continuing Limited Partners. Core & Main intends to treat any exchanges of Partnership Interests as direct purchases of Partnership Interests for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that it would otherwise pay in the future to various tax authorities.
Except to the extent that any benefits are deemed realized, Core & Main will receive the full benefit in tax savings from relevant taxing authorities and provide payment of 85% of the amount of any tax benefits to the Former Limited Partners or the Continuing Limited Partners, as applicable, or their permitted transferees. Core & Main expects to benefit from the remaining 15% of any cash tax savings, except to the extent of any deemed realizations. For the Tax Receivable Agreements, Core & Main assesses the tax attributes to determine if it is more likely than not that the benefit of any deferred tax assets will be realized. Following that assessment, Core & Main recognizes a liability under the applicable Tax Receivable Agreements, reflecting approximately 85% of the expected future realization of such tax benefits. Amounts payable under the Tax Receivable Agreements are contingent upon, among other things, (i) generation of sufficient future taxable income during the term of the applicable Tax Receivable Agreements and (ii) future changes in tax laws.
Upon an exchange transaction that increases the tax attributes available to Core & Main, an increase to deferred tax assets or reduction to deferred tax liabilities is recorded with a corresponding increase to equity. The recognition of the liability under the Tax Receivable Agreement is recorded with a corresponding reduction to equity. Both of these transactions impact equity as they are transactions with shareholders.
Equity-Based Compensation
The Company recognizes the cost of employee services received in exchange for awards of equity instruments based on the grant date fair value of those awards. That cost is recognized over the requisite service period (generally the vesting period), which is the period during which an employee is required to provide service in exchange for the award.
Basic and Diluted Earnings per Share
The accounting policy for basic and diluted earnings per share is described in Note 12.
Non-controlling Interests
The accounting policy for non-controlling interests is described in Note 11.
Recent Accounting Pronouncements
Segment Reporting - In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). The new guidance expands reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 requires disclosure of (i) significant segment expenses that are regularly provided to the segment’s CODM and included within the segment measure of profit or loss, (ii) an amount and description of its composition for other segment items to reconcile to segment profit or loss, and (iii) the title and position of the Company’s CODM. The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. ASU 2023-07 is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The adoption of ASU 2023-07, as of February 2, 2025, resulted in additional disclosures, but did not have a material impact on the consolidated financial statements.
Income Tax Disclosures - In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). The new guidance requires, on an annual basis, disclosure of specific categories in the rate reconciliation and disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. The adoption of ASU 2023-09 is expected to result in additional disclosures, but not have a material impact on the consolidated financial statements.
Disaggregation of Income Statement Expenses - In November 2024, the FASB issued ASU No. 2024-03, “Disaggregation of Income Statement Expenses” (“ASU 2024-03”). The new guidance requires additional disclosure related to the disaggregation of income statement expense categories. ASU 2024-03 is effective for annual periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The adoption of ASU 2024-03 is expected to result in additional disclosures and the Company is currently evaluating the effect this standard will have on the consolidated financial statements.
v3.25.1
Revenue
12 Months Ended
Feb. 02, 2025
Revenue from Contract with Customer [Abstract]  
Revenue REVENUE
Disaggregation of Revenue
The following table represents net sales disaggregated by product category:
Fiscal Years Ended
Product CategoryFebruary 2, 2025January 28, 2024January 29, 2023
Pipes, valves & fittings products$5,006 $4,504 $4,548 
Storm drainage products1,147985949
Fire protection products596688701
Meter products692525453
Total Net Sales$7,441 $6,702 $6,651 
v3.25.1
Acquisitions
12 Months Ended
Feb. 02, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Acquisitions
4)    ACQUISITIONS
The Company made various acquisitions during fiscal 2024 (the “Fiscal 2024 Acquisitions”), fiscal 2023 (the “Fiscal 2023 Acquisitions”) and fiscal 2022 (the “Fiscal 2022 Acquisitions”) with an aggregate transaction value of $769 million, $244 million and $124 million, subject to working capital adjustments, respectively. These transactions were funded with cash and borrowings under the Senior Term Loan Credit Facility (as defined in Note 6).
Fiscal 2024 Acquisitions
On November 7, 2024, the Company acquired certain assets and assumed certain liabilities of ARGCO Northeast LLC (“ARGCO”). ARGCO has one location and is a distributor of fire protection products.
On October 30, 2024, the Company acquired certain assets and assumed certain liabilities of Eastcom Associates, Inc. (“Eastcom”). Eastcom has one location and is a provider of underground utility protection equipment.
On September 16, 2024, the Company acquired certain assets and assumed certain liabilities of Green Equipment Company (“Green Equipment”). Green Equipment has one location and is a provider of underground utility protection equipment.
On September 9, 2024, the Company acquired certain assets and assumed certain liabilities of GroGreen Solutions Georgia, LLC (“GroGreen”). GroGreen has four locations and is a provider of geosynthetics products.
On August 12, 2024, the Company acquired certain assets and assumed certain liabilities of HM Pipe Products LP and HM Pipe Products Kitchner LP (collectively, “HM Pipe Products”). HM Pipe Products has two locations and is a Canadian distributor of water and wastewater products.
On May 6, 2024, the Company acquired certain assets and assumed certain liabilities of Geothermal Supply Company Inc. (“GSC”). GSC has one location and is a distributor and fabricator of fusible HDPE pipe and other related products, primarily serving the geothermal, water and sewer industries.
On April 30, 2024, the Company acquired certain assets and assumed certain liabilities of EGW Utilities Inc. (“EGW”). EGW has one location and is a provider of underground utility infrastructure products and services.
On April 1, 2024, the Company acquired all of the outstanding shares of NW Geosynthetics Inc. (“ACF West”). ACF West has six locations and is a distributor of geosynthetics products and provider of soil stabilization solutions.
On March 7, 2024, the Company acquired all of the membership interests of DKC Group Holdings, LLC, and associated entities (collectively, “Dana Kepner”). Dana Kepner has twenty-one locations and is a distributor of water, wastewater and storm drainage products.
On February 12, 2024, the Company acquired certain assets and assumed certain liabilities of Eastern Supply Inc. and a related entity (collectively, “Eastern Supply”). Eastern Supply has two locations and is a distributor of a broad range of storm drainage products, with custom fabrication capabilities.
Fiscal 2023 Acquisitions
On January 16, 2024, the Company acquired certain assets and assumed certain liabilities of Lee Supply Company, Inc. (“Lee Supply”). Lee Supply has four locations and is a leading specialty distributor and fabricator of fusible HDPE pipe and other related services, including HDPE fusion equipment rentals and custom fabrication.
On December 4, 2023, the Company acquired certain assets and assumed certain liabilities of Granite Water Works, Inc. (“Granite Water Works”). Granite Water Works has one location and is a provider of water, wastewater and storm drainage products.
On November 28, 2023, the Company acquired certain assets and assumed certain liabilities of Enviroscape Erosion Control Materials Ltd. and three affiliated entities (collectively “Enviroscape”). Enviroscape has one location and is a provider of geosynthetics and erosion control products.
On July 12, 2023, the Company acquired all of the outstanding shares of J.W. D’Angelo Company, Inc. (“D’Angelo”). D’Angelo has three locations and is a full-service provider of fire protection and waterworks products.
On July 10, 2023, the Company acquired certain assets and assumed certain liabilities of Foster Supply Inc. and R.P. Foster Inc. (collectively, “Foster Supply”). Foster Supply has seven locations and is a full-service provider of precast concrete structures, pipe, drainage materials and related geosynthetics products.
On April 17, 2023, the Company acquired certain assets and assumed certain liabilities of Midwest Pipe Supply Inc. (“Midwest Pipe”). Midwest Pipe has one location and is a distributor of drainage and waterworks products.
On April 10, 2023, the Company acquired certain assets and assumed certain liabilities of UPSCO Manufacturing & Distribution Company, UPSCO, Inc. and TMB Holdings, LLC (collectively, “UPSCO”). UPSCO is a provider of utility infrastructure products and services.
On March 6, 2023, the Company acquired certain assets and assumed certain liabilities of Landscape & Construction Supplies LLC (“LCS”). LCS has two locations and is a provider of geosynthetics products.
Fiscal 2022 Acquisitions
On December 5, 2022, the Company acquired certain assets and assumed certain liabilities of Lanier Municipal Supply Co. Inc. (“Lanier”). Lanier has four locations and is a full-service distributor of water, wastewater, storm drainage, agricultural and irrigation products.
On October 10, 2022, the Company acquired certain assets and assumed certain liabilities of Distributors, Inc. (“Distributors”). Distributors has one location and distributes fire protection products.
On October 3, 2022, the Company acquired certain assets and assumed certain liabilities of the municipal waterworks division of Trumbull Industries, Inc., and acquired certain assets and assumed certain liabilities of an affiliated entity, Trumbull Manufacturing, Inc. (collectively “Trumbull”). Trumbull has three locations and distributes a variety of infrastructure products to the waterworks industry.
On August 8, 2022, the Company acquired certain assets and assumed certain liabilities of Inland Water Works Supply, Co. (“Inland”). Inland has one location and distributes waterworks products.
On June 28, 2022, the Company acquired certain assets and assumed certain liabilities of Earthsavers Erosion Control, LLC (“Earthsavers”). Earthsavers has three locations and produces and distributes a variety of geosynthetics products.
On May 2, 2022, the Company acquired certain assets and assumed certain liabilities of Lock City Supply, Inc. (“Lock City”). Lock City has one location and distributes waterworks products.
On March 21, 2022, the Company acquired certain assets and assumed certain liabilities of Dodson Engineered Products, Inc. (“Dodson”). Dodson has one location and distributes waterworks products.
The following table represents the preliminary allocation of the transaction price to the fair value of identifiable assets acquired and liabilities assumed in the Fiscal 2024 Acquisitions and final allocation of the transaction price to the fair value of identifiable assets acquired and liabilities assumed in the Fiscal 2023 Acquisitions and Fiscal 2022 Acquisitions:
Fiscal 2024 Acquisitions(1)
Fiscal 2023 Acquisitions
Fiscal 2022 Acquisitions
Cash$31 $$— 
Receivables96 48 22 
Inventories113 52 44 
Intangible assets284 107 43 
Goodwill336 26 21 
Property, plant and equipment16 35 
Operating lease right-of-use assets22 
Other assets, current and non-current
Total assets acquired900 285 146 
Accounts payable44 13 11 
Deferred income taxes41 — 
Operating lease liabilities, current and non-current22 
Deferred consideration14 12 
Other liabilities, current and non-current— 
Net assets acquired$773 $237 $127 
(1) Amounts include the preliminary purchase price allocation of Dana Kepner net assets of $262 million to goodwill, $184 million to intangible assets,$90 million to net working capital, $29 million to cash and $8 million to fixed assets. Additionally, includes a deferred income tax liability of $36 million for the Dana Kepner acquisition.
The net outflow of cash in respect of the purchase of businesses is as follows:
Fiscal 2024 Acquisitions
Fiscal 2023 Acquisitions
Fiscal 2022 Acquisitions
Net assets acquired$773 $237 $127 
Plus: Working capital adjustment
(1)(1)
Less: Cash acquired in acquisition
(31)(5)— 
Total consideration, net of cash; investing cash outflow$741 $231 $128 
In the above transactions, to the extent applicable, the excess of purchase price over net tangible and intangible assets acquired resulted in goodwill, which represents the assembled workforce and anticipated long-term growth in new markets, customers and products. Goodwill of $260 million, $11 million and $21 million associated with the Fiscal 2024 Acquisitions, Fiscal 2023 Acquisitions, and Fiscal 2022 Acquisitions, respectively, are fully deductible by the Company for U.S. income tax purposes.
Intangible Assets
For the Fiscal 2024 Acquisitions, Fiscal 2023 Acquisitions and Fiscal 2022 Acquisitions discussed above, the intangible assets acquired consist of customer relationships and other intangible assets.
The customer relationship intangible assets represent the value associated with those customer relationships in place at the date of the Fiscal 2024 Acquisitions, Fiscal 2023 Acquisitions and Fiscal 2022 Acquisitions. The Company valued the customer relationships using an excess earnings method using various inputs such as customer attrition rate, revenue growth rate, gross margin percentage and discount rate. Cash flows associated with the existing relationships are expected to diminish over time due to customer turnover. The Company reflected this expected diminishing cash flow through the utilization of an annual customer attrition rate assumption and in its method of amortization.
The other intangible assets primarily consist of trademark intangible assets that represent the value associated with the brand names in place at the date of the applicable closing.
A summary of the intangible assets acquired and assumptions utilized in the valuation, for the acquisitions is as follows:
Intangible Asset AmountWeighted Average Amortization PeriodWeighted Average Discount RateWeighted Average Attrition Rate
Customer Relationships
Fiscal 2024 Acquisitions(1)
$279 10 years13.5 %12.5 %
Fiscal 2023 Acquisitions
106 10 years16.0 %13.2 %
Fiscal 2022 Acquisitions
43 10 years15.6 %12.1 %
Other Intangible Assets
Fiscal 2024 Acquisitions
$5 years13.6 %N/A
Fiscal 2023 Acquisitions
2 years15.5 %N/A
(1) Customer relationships acquired and assumptions utilized in the valuation for the Dana Kepner acquisition were as follows: $181 million customer relationship intangible asset, 10 years amortization period, 13.0% discount rate and 12.5% attrition rate.
Pro Forma Financial Information
The following pro forma information presents a summary of the results of operations for the periods indicated as if the Dana Kepner acquisition had been completed as of January 30, 2023. The pro forma financial information is based on the historical financial information for the Company and Dana Kepner, along with certain pro forma adjustments. These pro forma adjustments consist primarily of:
increased amortization and depreciation expense related to the intangible assets and fixed assets acquired, respectively, in the Dana Kepner acquisition;
increased interest expense to reflect the borrowings under the Senior Term Loan Credit Facility including the interest and amortization of deferred financing costs;
reclassification of direct acquisition transaction costs, retention bonuses and inventory fair value adjustments from the period incurred to periods these expenses would have been recognized given the assumed transaction date identified above; and
the related income tax effects of the aforementioned adjustments to the provision for income taxes for Core & Main.
The following pro forma information has been prepared for comparative purposes only and is not necessarily indicative of the results of operations as they would have been had the Dana Kepner acquisition occurred on the assumed date, nor is it necessarily an indication of future operating results. In addition, the pro forma information does not reflect the cost of any integration activities, benefits from any synergies that may be derived from the Dana Kepner acquisition or revenue growth that may be anticipated.
Fiscal Years Ended
February 2, 2025January 28, 2024
Net sales$7,470 $7,034 
Net income435 519 
As a result of integration of the Dana Kepner acquisition with existing operations of the Company it is impracticable to identify the discrete financial performance associated with the Dana Kepner acquisition. As such, the Company has not presented the post-acquisition net sales and net income for the Dana Kepner acquisition.
v3.25.1
Goodwill and Intangible Assets
12 Months Ended
Feb. 02, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets GOODWILL AND INTANGIBLE ASSETS
Goodwill
The carrying amount of the Company’s goodwill included in its Balance Sheets is as follows:
February 2, 2025January 28, 2024
Gross Goodwill$1,898 $1,561 
Accumulated Impairment— — 
Net Goodwill$1,898 $1,561 
The changes in the carrying amount of goodwill are as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024
Beginning Balance$1,561 $1,535 
Goodwill acquired during the year336 25 
Goodwill adjusted during the year
Ending balance$1,898 $1,561 
Goodwill acquired during fiscal 2024 and fiscal 2023 was related to the Fiscal 2024 Acquisitions and Fiscal 2023 Acquisitions, respectively, as further discussed in Note 4.
During the fiscal 2024, fiscal 2023 and fiscal 2022 annual goodwill impairment assessment, the Company performed a qualitative assessment. The qualitative assessment included evaluating economic, industry, regulatory and company specific factors that could impact the reporting unit fair value. These factors included historical and projected financial metrics (including net sales, operating cash flow and discount rate trends), public equity market trends and evaluation of the markets the Company serves. Based on the assessment it was determined that it is not “more likely than not” that the fair value of its reporting unit is less than the carrying value of its reporting unit in fiscal 2024, fiscal 2023 and fiscal 2022. Therefore, no further assessment was necessary. There was no goodwill impairment during fiscal 2024, fiscal 2023 or fiscal 2022.
The Company’s analyses were based in part on the expectation of future market conditions, future net sales and operating cash flow growth and discount rates that would be used by market participants in an arms-length transaction. Should actual performance or expectations of long-term assumptions be lower than presently expected, the Company’s goodwill could be impaired.
Intangible Assets
The Company’s intangible assets included in its Balance Sheets consist of the following:
February 2, 2025January 28, 2024
Gross IntangibleAccumulated AmortizationNet IntangibleGross IntangibleAccumulated AmortizationNet Intangible
Customer relationships$1,775 $868 $907 $1,496 $718 $778 
Internal use software
23 — 23 — 
Other intangible assets10 
Total$1,808 $873 $935 $1,506 $722 $784 
Amortization expense related to intangible assets was as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Amortization expense$151 $122 $120 
There were no intangible asset impairments during fiscal 2024, fiscal 2023 or fiscal 2022.
The estimated aggregate amortization expense on intangible assets owned by the Company as of February 2, 2025 was expected to be as follows:
Fiscal 2025
$148 
Fiscal 2026
138 
Fiscal 2027
129 
Fiscal 2028
120 
Fiscal 2029
106 
v3.25.1
Debt
12 Months Ended
Feb. 02, 2025
Debt Disclosure [Abstract]  
Debt DEBT
Debt consisted of the following:
February 2, 2025January 28, 2024
PrincipalUnamortized Discount and Debt Issuance CostsPrincipalUnamortized Discount and Debt Issuance Costs
Current maturities of long-term debt:
Senior Term Loan due July 2028$15 $— $15 $— 
Senior Term Loan due February 2031— — — 
24 — 15 — 
Long-term debt:
Senior ABL Credit Facility due February 2029
93 — 430 — 
Senior Term Loan due July 20281,233 12 1,448 15 
Senior Term Loan due February 2031
933 10 — — 
2,259 22 1,878 15 
Total$2,283 $22 $1,893 $15 
The debt obligations as of February 2, 2025 include the following debt agreements:
Senior Term Loan Credit Facility
On July 27, 2021, Core & Main LP entered into a Senior Term Loan Credit Facility (as defined herein) under which it can incur tranches of indebtedness. On May 21, 2024, Core & Main LP amended the terms of the $1,500 million senior term loan (as amended, the “2028 Senior Term Loan”), in order to reduce the effective applicable margin from 2.60% to 2.00%. The 2028 Senior Term Loan requires quarterly principal payments on the last business day of each fiscal quarter in an amount equal to approximately 0.25% of the original principal amount. The remaining balance is payable upon final maturity of the 2028 Senior Term Loan on July 27, 2028. The 2028 Senior Term Loan bears interest at a rate equal to (i) term secured overnight financing rate (“Term SOFR”) plus, in each case, an effective applicable margin of 2.00% or (ii) the base rate, which will be the highest of (x) the corporate base rate established by the administrative agent as its prime rate in effect at its principal office in New York City from time to time, (y) the overnight federal funds rate plus 0.50% per annum and (z) one-month Term SOFR (adjusted for maximum reserves) plus 1.00% per annum, plus, in each case, an applicable margin of 1.50%. The 2028 Senior Term Loan is subject to a Term SOFR “floor” of 0.00%. The weighted average interest rate, excluding the effect of the interest rate swap, of Core & Main LP’s outstanding borrowings under the 2028 Senior Term Loan as of February 2, 2025 was 6.31%. See further discussion of the interest rate swap below. Based on quotes from financial institutions (i.e., level 2 of the fair value hierarchy), the fair value of the 2028 Senior Term Loan was $1,254 million as of February 2, 2025.
On February 9, 2024, Core & Main LP entered into an additional $750 million senior term loan (the “2031 Senior Term Loan” and, together with the 2028 Senior Term Loan, the “Senior Term Loan Credit Facility”). On December 17, 2024, Core & Main LP amended the terms of the 2031 Senior Term Loan, in order to reduce the effective applicable margin from 2.25% to 2.00% and increase the principal balance by $200 million to $944 million with the proceeds used to repay outstanding borrowings under the 2028 Senior Term Loan. The 2031 Senior Term Loan requires quarterly principal payments, payable on the last business day of each fiscal quarter, in an amount equal to approximately 0.25% of the amended principal amount of the 2031 Senior Term Loan. The remaining balance is payable upon final maturity of the 2031 Senior Term Loan on February 9, 2031. The 2031 Senior Term Loan bears interest at a rate equal to (i) Term SOFR plus, in each case, an applicable margin of 2.00% or (ii) an alternate base rate plus an applicable margin of 1.00%. The 2031 Senior Term Loan is subject to a Term SOFR “floor” of 0.00%. The weighted average interest rate, excluding the effect of the interest rate swap, of Core & Main LP’s outstanding borrowings under the 2031 Senior Term Loan as of February 2, 2025 was 6.31%. See further discussion of the interest rate swap below. Based on quotes from financial institutions (i.e., level 2 of the fair value hierarchy), the fair value of the 2031 Senior Term Loan was $946 million as of February 2, 2025.
Asset-Based Credit Facility
On February 9, 2024, Core & Main LP amended the terms of the credit agreement governing its senior asset-based revolving credit facility (as amended, the “Senior ABL Credit Facility”) in order to, among other things, extend the maturity from July 27, 2026 to February 9, 2029 and amend the credit agreement governing the Senior ABL Credit Facility to the extent necessary or appropriate to reflect the extension of the amended maturity. The Senior ABL Credit Facility has a borrowing capacity of up to $1,250 million, subject to borrowing base availability. Borrowings under the Senior ABL Credit Facility bear interest at either a Term SOFR rate plus an applicable margin ranging from 1.25% to 1.75%, or an alternate base rate plus an applicable margin ranging from 0.25% to 0.75%, depending on the borrowing capacity under the Senior ABL Credit Facility. Additionally, Core & Main LP pays a fee of 0.25% on unfunded commitments under the Senior ABL Credit Facility. As of February 2, 2025 and January 28, 2024 there were $93 million and $430 million amounts outstanding, respectively, under the Senior ABL Credit Facility with a weighted average interest rate of 7.75% as of February 2, 2025.
The aforementioned debt agreements include customary affirmative and negative covenants, which include, among other things, restrictions on Core & Main LP’s ability to make distributions, pay dividends, create liens, incur additional indebtedness, make investments, dispose of assets and merge or consolidate with any other person. The Senior Term Loan Credit Facility may require accelerated repayment based upon cash flows generated in excess of operating and investing requirements when the Consolidated Secured Leverage Ratio (as defined in the agreement governing the Senior Term Loan Credit Facility) is greater than or equal to 3.25. In addition, the Senior ABL Credit Facility requires Core & Main LP to comply with a consolidated fixed charge coverage ratio of greater than or equal to 1.00 when availability under the Senior ABL Credit Facility is less than 10.0% of the lesser of (i) the then applicable borrowing base or (ii) the then aggregate effective commitments. The Company was in compliance with all debt covenants as of February 2, 2025.
Substantially all of Core & Main LP’s assets are pledged as collateral for the Senior Term Loan Credit Facility and the Senior ABL Credit Facility.
The aggregate amount of debt payments for the next five fiscal years are as follows:

Fiscal 2025
$24 
Fiscal 2026
24 
Fiscal 2027
24 
Fiscal 2028
1,212 
Fiscal 2029
102 
Interest Rate Swaps
Core & Main LP entered into an instrument in which it makes payments to a third party based upon a fixed interest rate of 0.693% and receives payments based upon the one-month Term SOFR rate. The interest rate swap has a notional amount of $800 million as of February 2, 2025. The notional amount decreases to $700 million on July 27, 2025 through the instrument maturity on July 27, 2026. This instrument is intended to reduce the Company's exposure to variable interest rates under the Senior Term Loan Credit Facility. As of February 2, 2025, this instrument resulted in an effective fixed rate of 2.693%, based upon the 0.693% fixed rate plus an effective applicable margin of 2.00%.
On February 12, 2024, Core & Main LP entered into an additional instrument pursuant to which it will make payments to a third party based upon a fixed interest rate of 3.913% and receive payments based upon the one-month Term SOFR rate. The interest rate swap has a starting notional amount of $750 million that increases to $1,500 million on July 27, 2026 through the instrument maturity on July 27, 2028. The instrument is intended to reduce the Company’s exposure to variable interest rates under the Senior Term Loan Credit Facility. As of February 2, 2025, this instrument resulted in an effective fixed rate of 5.913%, based upon the 3.913% fixed rate plus an effective applicable margin of 2.00%.
The fair value of these cash flow interest rate swaps was a $40 million and $67 million asset as of February 2, 2025 and January 28, 2024, respectively, which is included within other assets in the Balance Sheet.
Fiscal Years Ended
Accumulated Other Comprehensive IncomeFebruary 2, 2025January 28, 2024January 29, 2023
Beginning of period balance$48 $70 $26 
Measurement adjustment gain for interest rate swap
23 21 66 
Reclassification of (income) expense to interest expense(47)(42)(13)
Tax benefit (expense) on interest rate swap adjustments
Measurement adjustment gain for interest rate swap
(6)(4)(11)
Reclassification of (income) expense to interest expense12 
Tax impact of exchange of Partnership Interests
— (5)— 
End of period balance$30 $48 $70 
The cash flows related to settlement of the interest rate swaps are classified in the consolidated statements of cash flows based on the nature of the underlying hedged items. Fair value is based upon the present value of future cash flows under the terms of the contract and observable market inputs (level 2). Significant inputs used in determining fair value include forward-looking one-month Term SOFR rates and the discount rate applied to projected cash flows.
As of February 2, 2025, the Company estimates $28 million of the cash flow interest rate swap gains will be reclassified from accumulated other comprehensive income into earnings over the next 12 months.
v3.25.1
Income Taxes
12 Months Ended
Feb. 02, 2025
Income Tax Disclosure [Abstract]  
Income Taxes INCOME TAXES
Core & Main is the general partner of Holdings, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Holdings is generally not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Holdings is passed through to and included in the taxable income or loss of its partners, including Core & Main. Core & Main is subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to its allocable share of any taxable income of Holdings.
The provision for income taxes consisted of the following:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Current:
Federal$101 $98 $110 
State29 28 25 
130 126 135 
Deferred:
Federal11 (5)
State— (2)
13 (7)
Total$143 $128 $128 
The reconciliations of the provision for income taxes at the federal corporate statutory rate of 21% to the tax provision for fiscal 2024, fiscal 2023 and fiscal 2022 are as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Income taxes at federal statutory rate 21.0 %21.0 %21.0 %
State income taxes 4.5 3.5 3.2 
Partnership income not subject to U.S. tax(0.8)(5.0)(6.3)
Corporate subsidiary tax— (0.3)0.1 
Permanent differences0.3 0.4 0.3 
Other(0.2)(0.2)(0.2)
Total provision24.8 %19.4 %18.1 %
The variations between the Company’s estimated effective tax rate and the U.S. and state statutory rates are primarily due to the portion of the Company’s earnings attributable to non-controlling interests partially offset by certain permanent book-tax differences.
The tax effects of temporary differences that give rise to the deferred tax assets and liabilities were as follows:
February 2, 2025January 28, 2024
Deferred Tax Assets:
Basis difference in partnership investments of Core & Main, Inc.
$503 $489 
Imputed interest on Tax Receivable Agreements49 48 
Intangibles
Other
— 
Deferred Tax Liabilities:
Basis difference in partnership investments of Core & Main Buyer, Inc.
(87)(48)
The Company’s operations have resulted in income, and as such, the Company maintains no valuation allowance against its deferred tax assets.
Core & Main, Inc. Partnership Investment
As part of the reorganization transactions performed at the time of the initial public offering, the Company assumed a deferred tax liability associated with the difference between its financial reporting investment and tax basis in Holdings. The assumed deferred tax liability was adjusted to reflect the initial public offering and subsequent book-tax differences. Subsequent exchanges of Partnership Interests by certain stockholders affiliated with CD&R and Management Feeder that continued to own Partnership Interests beyond the time of the initial public offering created additional tax basis that may reduce taxable income in the future. This resulted in the recognition of deferred tax assets that have been partially offset by incremental recognition of the deferred tax liability assumed at the initial public offering. As of February 2, 2025 and January 28, 2024, the Company had a $503 million and $489 million, respectively, in deferred tax asset associated with the difference between Core & Main’s financial reporting basis and the tax basis of Core & Main’s investment in Holdings.
Buyer Deferred Tax Liability
The Company completed the acquisitions of all the outstanding shares of certain acquired companies through Core & Main Buyer, Inc. (“Buyer”), a wholly-owned subsidiary of the Company. Buyer subsequently contributed these acquired companies to Core & Main LP. As part of the opening balance sheets, Buyer recorded deferred tax liabilities of $41 million during fiscal 2024 related to the difference between Buyer’s financial reporting basis and tax basis of Buyer’s investment in Core & Main LP. The taxable income that is allocated to Buyer, for its contribution of these acquired companies to Core & Main LP, is subject to corporate federal and state income tax in substantially all fifty states. As of February 2, 2025 and January 28, 2024, this deferred tax liability was $87 million and $48 million, respectively.
Tax Receivable Agreements and Reorganization Transactions
The Company is party to the Former Limited Partners Tax Receivable Agreement and the Continuing Limited Partners Tax Receivable Agreement. The Company has generated tax attributes, and expects to generate additional tax attributes with future exchanges of Partnership Interests, that will reduce amounts that it would otherwise pay in the future to various tax authorities. The Tax Receivable Agreements provide payments to the parties subject to the Tax Receivable Agreements, or their permitted transferees, of 85% of the tax benefits realized by the Company, or in some circumstances are deemed to be realized.
The Company recorded payables to related parties pursuant to the Tax Receivable Agreements of $725 million and $717 million as of February 2, 2025 and January 28, 2024, respectively. Payments under the Tax Receivable Agreements within the next 12 months are expected to be $19 million, which is included within other current liabilities in the Balance Sheet.
The actual amount and timing of any potential additional payments under the Tax Receivable Agreements will vary depending upon a number of factors, including the timing of exchanges by the holders of Partnership Interests, the amount of gain recognized by such holders of Partnership Interests, the amount and timing of the taxable income the Company generates in the future and the federal tax rates then applicable. Assuming (i) that Management Feeder exchanged all of their remaining Partnership Interests at $56.44 per share of our Class A common stock (the closing stock price on January 31, 2025), (ii) no material changes in relevant tax law, (iii) a constant corporate tax rate of 25.1%, which represents a pro forma tax rate that includes a provision for U.S. federal income taxes and assumes the highest statutory rate apportioned to each state and local jurisdiction and (iv) that the Company earns sufficient taxable income in each year to realize on a current basis all tax benefits that are subject to the Continuing Limited Partners Tax Receivable Agreement, the Company would recognize a deferred tax asset (subject to offset with existing deferred tax liabilities) of approximately $131 million and a liability of approximately $111 million, payable over the life of the Continuing Limited Partners Tax Receivable Agreement. The full exchange will also decrease Core & Main's aforementioned deferred tax asset associated with its investment in Holdings by $5 million, as Core & Main recognizes the deferred tax consequences associated with the non-controlling Partnership Interests being exchanged. These amounts are estimates only and are subject to change.
Uncertain tax positions
Total gross unrecognized tax benefits as of February 2, 2025 and January 28, 2024, as well as activity within each of the years, were not material.
v3.25.1
Leases
12 Months Ended
Feb. 02, 2025
Leases [Abstract]  
Leases LEASES
The Company occupies certain facilities and operates certain equipment and vehicles under operating leases that expire at various dates through the year 2038.
The table below presents lease costs associated with facility, equipment and vehicle operating leases:
Fiscal Years Ended
Lease CostClassificationFebruary 2, 2025January 28, 2024January 29, 2023
Operating Lease CostSelling, general, and administrative expense$98 $80 $69 
Future aggregate rental payments under non-cancelable operating leases as of February 2, 2025 are as follows:
February 2, 2025
Fiscal 2025
$78 
Fiscal 2026
66 
Fiscal 2027
52 
Fiscal 2028
34 
Fiscal 2029
19 
Thereafter26 
Total minimum lease payments275
Less: present value discount(30)
Present value of lease liabilities$245 
To calculate the present value of the operating lease liabilities, the Company determined its incremental borrowing rate by considering market and company specific factors, including interest rates for borrowings secured by collateral and adjusted for the remaining term of the leased facility, machinery, or vehicle categories. The table below presents the weighted average remaining lease term (years) and the weighted average discount rate of the Company’s operating leases:
Operating Lease Term and Discount RateFebruary 2, 2025January 28, 2024
Weighted average remaining lease term (years)3.94.0
Weighted average discount rate5.8 %5.3 %
The table below presents cash and non-cash impacts associated with leases: 
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Operating cash flow payments for operating lease liabilities$64 $54 $50 
Operating cash flow payments for non-lease components34 26 19 
Right-of-use assets obtained in exchange for new operating lease liabilities$93 $65 $68 
The non-cash impact related to ROU assets obtained in exchange for new operating lease liabilities in the table above excludes the impact from acquisitions. ROU assets acquired as part of the acquisitions are presented in Note 4.
v3.25.1
Commitments and Contingencies
12 Months Ended
Feb. 02, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies COMMITMENTS AND CONTINGENCIES
Purchase Obligations
As of February 2, 2025, the Company had agreements in place with various suppliers to purchase goods and services, primarily inventory, in the aggregate amount of $1,225 million. These purchase obligations are generally cancellable, but the Company does not currently intend to cancel. Payment is dependent on lead times from our suppliers, and could be extended due to supply chain disruptions. Payments are generally expected to be made during fiscal 2025 for these obligations.
Encumbered Assets
As of February 2, 2025, substantially all of the Company’s assets were pledged as collateral for the Company’s credit facilities.
Legal Matters
The Company is involved in various legal proceedings arising in the normal course of its business. The Company establishes reserves for litigation and similar matters when those matters present loss contingencies that it determines to be both probable and reasonably estimable. As of February 2, 2025 and January 28, 2024, these established reserves for litigation were not material. In the opinion of management, based on current knowledge, all probable and reasonably estimable matters are believed to be adequately reserved for or covered by insurance and are not expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows. For all other matters, management believes the possibility of losses from such matters is not probable, the potential loss from such matters is not reasonably estimable, or such matters are of such kind or involve such amounts that would not have a material adverse effect on the financial position, results of operations or cash flows of the Company if resolved unfavorably.
Self-Insurance
The Company has high deductible insurance programs for most losses related to general liability, product liability, automobile liability and workers’ compensation, and is self-insured for medical claims, while maintaining per employee stop loss coverage, and certain legal claims. The expected ultimate cost for claims incurred as of the balance sheet date is not discounted and is recognized as a liability in the accompanying Balance Sheets. The Company’s self-insurance losses for claims filed and claims incurred but not reported are accrued based upon estimates of the aggregate liability for uninsured claims using loss development factors and actuarial assumptions followed in the insurance industry and historical loss development experience. At February 2, 2025 and January 28, 2024, the Company’s self-insurance liabilities totaled $29 million and $28 million, respectively.
Continuing Limited Partners Tax Receivable Agreement
Core & Main is party to the Continuing Limited Partners Tax Receivable Agreement, which will result in the recognition of deferred tax benefits and liabilities upon the exchange of Partnership Interests, together with the retirement of a corresponding number of shares of the Company’s Class B common stock, by Management Feeder for shares of Class A common stock of Core & Main or cash pursuant to the Exchange Agreement. See further discussion in Note 2 and Note 7.
v3.25.1
Supplemental Balance Sheet Information
12 Months Ended
Feb. 02, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Supplemental Balance Sheet Information SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION
Receivables
Receivables consisted of the following:
February 2, 2025January 28, 2024
Trade receivables, net of allowance for credit losses$986 $888 
Supplier rebate receivables80 85 
Receivables, net of allowance for credit losses$1,066 $973 
Property, Plant and Equipment
Property, plant and equipment consisted of the following:
February 2, 2025January 28, 2024
Land$38 $38 
Buildings and improvements85 80 
Transportation equipment55 41 
Furniture, fixtures and equipment122 98 
Capitalized software26 23 
Construction in progress10 
Property, plant and equipment336 285 
Less accumulated depreciation and amortization(168)(134)
Property, plant and equipment, net$168 $151 
Depreciation expense is classified within cost of sales and depreciation and amortization within the Statement of Operations. Depreciation expense related to property, plant and equipment, including capitalized software, was as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Depreciation expense$35 $27 $23 
Accrued Compensation and Benefits
Accrued compensation and benefits consisted of the following:
February 2, 2025January 28, 2024
Accrued bonuses and commissions$91 $82 
Other compensation and benefits32 24 
Accrued compensation and benefits$123 $106 
v3.25.1
Non-controlling Interests
12 Months Ended
Feb. 02, 2025
Noncontrolling Interest [Abstract]  
Non-controlling Interests NON-CONTROLLING INTERESTS
Core & Main is the general partner of Holdings and operates and controls all of the business and affairs of Holdings and, through Holdings and its subsidiaries, conducts the Company's business. Core & Main consolidates the consolidated financial statements of Holdings and attributes a portion of net income and equity of Holdings to non-controlling interests related to the vested Partnership Interests not held by the Company. Income or loss is attributed to the non-controlling interests based on the weighted average percentage of Partnership Interests held by Management Feeder, excluding unvested Partnership Interests held, relative to all Partnership Interests of Holdings during the period. Holdings equity is attributed to non-controlling interests based on the Partnership Interests not held by the Company, excluding unvested Partnership Interests, relative to all Partnership Interests as of the balance sheet date multiplied by the equity of Holdings prior to distributions, less distributions made to non-controlling interest holders. The non-controlling interests’ ownership percentage may fluctuate over time as Partnership Interests are exchanged, together with the retirement of a corresponding number of shares of Class B common stock, for shares of Class A common stock and Partnership Interests held by Management Feeder vest. The following table summarizes the ownership of Partnership Interests of Holdings (excluding unvested Partnership Interests held by Management Feeder):
Partnership InterestsOwnership Percentage
Core & Main
Continuing Limited Partners
TotalCore & Main
Continuing Limited Partners
Total
Balances at January 29, 2023
172,765,161 72,471,473 245,236,634 70.4 %29.6 %100.0 %
Retirement of Partnership Interests
(28,131,551)(16,868,449)(45,000,000)1.8 %(1.8)%— 
Issuance of Partnership Interests346,977 — 346,977 0.1 %(0.1)%— 
Exchange of Partnership Interests46,683,021 (46,731,040)(48,019)23.2 %(23.2)%— 
Vesting of Partnership Interests— 371,292 371,292 (0.1)%0.1 %— 
Balances at January 28, 2024
191,663,608 9,243,276 200,906,884 95.4 %4.6 %100.0 %
Retirement of Partnership Interests
(3,974,820)— (3,974,820)(0.1)%0.1 %— 
Issuance of Partnership Interests443,089 — 443,089 — %— %— 
Exchange of Partnership Interests1,684,022 (1,694,125)(10,103)0.9 %(0.9)%— 
Vesting of Partnership Interests— 164,614 164,614 (0.1)%0.1 %— 
Balances at February 2, 2025
189,815,899 7,713,765 197,529,664 96.1 %3.9 %100.0 %
v3.25.1
Basic and Diluted Earnings Per Share
12 Months Ended
Feb. 02, 2025
Earnings Per Share [Abstract]  
Basic and Diluted Earnings Per Share BASIC AND DILUTED EARNINGS PER SHARE
The following table presents the calculation of basic and diluted earnings per share for fiscal 2024, fiscal 2023 and fiscal 2022.
Basic earnings per share is computed by dividing net income attributable to Core & Main by the weighted average number of shares of Class A common stock outstanding during the same period. Shares of Class A common stock issued during the period were weighted for the portion of the period in which the shares of Class A common stock were outstanding. The Company did not apply the two-class method because shares of Class B common stock do not participate in earnings of Core & Main. As a result, the shares of Class B common stock are not considered participating securities and are not included in the weighted average shares outstanding for purposes of basic earnings per share. Net income allocated to holders of non-controlling interests was excluded from net income available to the Class A common stock. There were no preferred dividends and no shares of preferred stock outstanding for the period.
The diluted net earnings per share calculation includes the basic weighted average number of shares of Class A common stock outstanding plus the dilutive impact of potential outstanding shares of Class A common stock that would be issued upon exchange of Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock, under the if-converted method, if dilutive. The treasury stock method is applied to outstanding awards, including unvested Partnership Interests and outstanding stock appreciation rights, restricted stock units and stock options.
Fiscal Years Ended
Basic earnings per share:February 2, 2025January 28, 2024January 29, 2023
Net income$434 $531 $581 
Net income attributable to non-controlling interests23 160 215 
Net income available to Class A common stock411 371 366 
Weighted average shares outstanding 191,617,275 172,839,836 169,482,199 
Net income per share$2.14 $2.15 $2.16 
Diluted earnings per share:
Net income available to common shareholders - basic$411 $371 $366 
Increase to net income attributable to dilutive instruments18 118 159 
Net income available to common shareholders - diluted429 489 525 
Weighted average shares outstanding - basic191,617,275 172,839,836 169,482,199 
Incremental shares of common stock attributable to
dilutive instruments
9,825,475 54,978,241 76,734,805 
Weighted average shares outstanding - diluted201,442,750 227,818,077 246,217,004 
Net income per share - diluted$2.13 $2.15 $2.13 
v3.25.1
Equity-Based Compensation
12 Months Ended
Feb. 02, 2025
Share-Based Payment Arrangement [Abstract]  
Equity-Based Compensation EQUITY-BASED COMPENSATION
Equity-Based Compensation Plan
Prior to the initial public offering, the board of Holdings approved the Core & Main Holdings, LP Equity Incentive Plan. Employees and independent directors of the Company previously received profits units and unit appreciation rights in Holdings indirectly through Management Feeder. These awards were issued from Management Feeder, which in turn received grants from Holdings in the amounts and terms that were identical to those that were issued to employees and independent directors.
Treatment of Core & Main Holdings, LP Equity Incentive Plan
In connection with the reorganization transactions performed as part of the initial public offering, Holdings was recapitalized and its common units and profits units were converted to a single class of Partnership Interests. Partnership Interests in the recapitalized Holdings, which correspond to prior profits units of Holdings, which were held by Management Feeder (which relate to profits units in Management Feeder held by the Company’s employees and directors), remain subject to the same time-based vesting requirements that existed prior to the reorganization transactions. As part of the recapitalization of Holdings, the quantity of Partnership Interests issued in the recapitalization contemplated the settlement of the historical benchmark prices and the public offering price of Class A common stock in the initial public offering.
In addition, in connection with the reorganization transactions, unit appreciation rights of Holdings were converted to stock appreciation rights denominated in shares of Class A common stock with adjustments to the number of awards and benchmark prices.
Partnership Interests
A summary of the Partnership Interests is presented below (shares in thousands):
Number of SharesWeighted Average Benchmark Price
Outstanding as of January 28, 2024
8,669 $— 
Exchanged(1,546)— 
Outstanding as of February 2, 2025
7,123 $— 

Number of SharesWeighted Average Benchmark Price
Unvested as of January 28, 2024
387 $— 
Vested(165)— 
Unvested as of February 2, 2025
222 $— 
The estimated fair value of the profits units when granted was amortized to expense over the vesting period. The fair value for these profits units was estimated by management, after considering a third-party valuation specialist’s assessment, at the date of grant based on the expected life of the profits units, using a Black-Scholes pricing model.
Stock Appreciation Rights
A summary of the stock appreciation rights is presented below (shares in thousands):
Number of SharesWeighted Average Exercise PriceAggregate Intrinsic Value
Outstanding as of January 28, 2024
332 $5.28 
Exchanged(160)4.46 
Outstanding as of February 2, 2025
172 $6.03 $
Exercisable as of February 2, 2025
109 $4.59 $
The estimated fair value of the stock appreciation rights when granted was amortized to expense over the vesting or required service period. The fair value for these stock appreciation rights was estimated by management, after considering a third-party valuation specialist’s assessment, at the date of grant based on the expected life of the unit appreciation rights, using a Black-Scholes pricing model.
Omnibus Incentive Plan
In July 2021, in connection with the initial public offering, Core & Main’s sole stockholder approved and Core & Main’s board of directors adopted the 2021 Omnibus Equity Incentive Plan (the “Omnibus Incentive Plan”). Under the Omnibus Incentive Plan, 12.6 million shares of Class A common stock, plus 634 thousand shares of Class A common stock in respect of stock appreciation rights that were converted from unit appreciation rights of Holdings outstanding prior to the initial public offering, are reserved for the awards granted and available for future issuances.
Restricted Stock Units
A summary of the restricted stock units granted under the Omnibus Incentive Plan is presented below (shares in thousands):
Number of SharesWeighted Average Grant Date Fair Value
Outstanding and Unvested as of January 28, 2024
359 $23.10 
Granted123 50.28 
Distributed(162)23.83 
Forfeited(3)32.92 
Outstanding and Unvested as of February 2, 2025
317 $33.23 
The restricted stock units generally vest over a three-year period. The estimated fair value of the restricted stock units when granted was amortized over the vesting period. The grant date fair value of RSUs was determined based on the price of the Company’s Class A common stock on the grant date.
Stock Options
A summary of the stock options granted under the Omnibus Incentive Plan is presented below (shares in thousands):
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value
Outstanding as of January 28, 2024
1,720 $21.54 
Granted512 50.32 
Exercised
(135)21.36 
Forfeitures(4)36.11 
Outstanding as of February 2, 2025
2,093 $28.56 8.0$58 
Exercisable as of February 2, 2025
698 $21.32 7.5$25 
The stock options generally vest over a three-year period and expire after ten years. The estimated grant-date fair value of stock options when granted was amortized to expense over the vesting period. The fair value for these stock options was estimated by management, after considering a third-party valuation specialist’s assessment, at the date of grant based on the expected life of the stock options, using a Black-Scholes pricing model with the following weighted-average assumptions:
February 2, 2025January 28, 2024January 29, 2023
Risk-free interest rate4.04%3.87%1.85%
Dividend yield1.0%2.0%—%
Expected volatility factor36.5%40.0%40.0%
Expected life in years6.06.06.0
Weighted-average fair value$19.15$8.06$8.55
The risk free interest rate was determined based on an analysis of U.S. Treasury zero-coupon market yields as of the date of the stock options grant for issues having expiration lives similar to the expected life of the stock options. The expected volatility was based on an analysis of the historical volatility of a peer group over the expected life of the stock options. The expected term in years for each stock option was calculated using a simplified method based on the average of each option’s vesting term of three years and contractual term of ten years.
Employee Stock Purchase Plan
In July 2021, Core & Main’s sole stockholder approved and Core & Main’s board of directors adopted the Employee Stock Purchase Plan (the “ESPP”). Under the ESPP, 2.5 million shares of Class A common stock are reserved and available for future purchase. For fiscal 2024, 92 thousand shares of Class A common shares were purchased under the ESPP at a weighted-average price of $47.41 per share, resulting in cash proceeds of approximately $4 million. For fiscal 2023, 108 thousand shares of Class A common shares were purchased under the ESPP at a weighted-average price of $33.28 per share, resulting in cash proceeds of approximately $3 million.
Compensation Expense
The Company evaluated the conversions of the profits units and unit appreciation rights as part of the reorganization transactions and concluded that each represented an accounting modification of the original awards. As such, the Company is required to recognize the incremental fair value immediately after each modification compared with immediately before as additional compensation expense. Incremental compensation expense for awards that were vested as of the reorganization transactions were recognized immediately and expense for unvested awards will be recognized over the remaining service period. The Company recognized compensation expense of $14 million, $10 million and $11 million during fiscal 2024, fiscal 2023 and fiscal 2022, respectively. As of February 2, 2025, the unrecognized share based compensation was $15 million which is expected to be recognized over a weighted average period of 0.9 years.
Employee Benefit Plans
The Company offers a comprehensive Health & Welfare Benefits Program (the “Program”) which allows employees who satisfy certain eligibility requirements to choose among different levels and types of coverage. The Program provides employees healthcare coverage in which the employer and employee share costs. In addition, the Program offers employees the opportunity to participate in various voluntary coverages, including flexible spending accounts and health savings accounts. The Company maintains a 401(k) defined contribution plan that is qualified under Sections 401(a) and 501(a) of the Internal Revenue Code. Employees of the Company who satisfy the plan’s eligibility requirements may elect to contribute a portion of their compensation to the plan on a pre-tax basis. The Company may match a percentage of the employees’ contributions to the plan based on eligible compensation deferred. Matching contributions are generally made shortly after the end of each pay period. The Company recorded expenses of $14 million, $12 million and $11 million related to matching contributions during fiscal 2024, fiscal 2023 and fiscal 2022, respectively.
v3.25.1
Related Parties
12 Months Ended
Feb. 02, 2025
Related Party Transactions [Abstract]  
Related Parties RELATED PARTIES
Tax Receivable Agreements
Core & Main is party to the Former Limited Partners Tax Receivable Agreement and the Continuing Limited Partners Tax Receivable Agreement, see further discussion in Note 2 and Note 7.
Exchange Agreement
Core & Main entered into the Exchange Agreement as further described in Note 2. Pursuant to the Exchange Agreement, certain stockholders affiliated with CD&R and Management Feeder that continued to own Partnership Interests beyond the time of the initial public offering (or their permitted transferees) will have the right, subject to the terms of the Exchange Agreement, to exchange their Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock, for shares of Class A common stock generally on a one-for-one basis or for cash in limited circumstances as specified in the Exchange Agreement. Holders of Partnership Interests will not have the right to exchange Partnership Interests if Core & Main determines that such exchange would be prohibited by law or regulation or would violate other agreements with Core & Main or its subsidiaries to which the holder of Partnership Interests may be subject. Core & Main may also refuse to honor any request to effect an exchange if it determines such exchange would pose a material risk that Holdings would be treated as a “publicly traded partnership” for U.S. federal income tax purposes. Notwithstanding the foregoing, Management Feeder is generally permitted to exchange Partnership Interests, subject to the terms of the Exchange Agreement.
The Exchange Agreement also provides that, in connection with any such exchange, to the extent that Holdings has, since the initial public offering, made distributions that are proportionately lesser or greater than the distributions made to Core & Main, on a pro rata basis, the number of shares of Class A common stock to be issued or cash to be paid to Management Feeder will be adjusted to take into account the amount of such discrepancy that is allocable to the Partnership Interests, and Class B common stock, subject to such exchange. As of February 2, 2025, the Company had a shareholder receivable of $15 million recorded within additional paid in capital related to distributions in excess of shareholders’ pro rata share. Core & Main expects to cause Holdings to make distributions to its partners in such a manner as generally to limit increases to the number of shares of Class A common stock to be issued or cash to be paid to Management Feeder in connection with the adjustment described in the preceding sentence.
v3.25.1
Subsequent Events
12 Months Ended
Feb. 02, 2025
Subsequent Events [Abstract]  
Subsequent Events SUBSEQUENT EVENTS
Management has evaluated events or transactions that may have occurred that would merit recognition or disclosure in the condensed consolidated financial statements. No subsequent events were identified.
v3.25.1
Pay vs Performance Disclosure - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Pay vs Performance Disclosure      
Net Income (Loss) $ 411 $ 371 $ 366
v3.25.1
Insider Trading Arrangements
3 Months Ended 12 Months Ended
Feb. 02, 2025
shares
Feb. 02, 2025
shares
Trading Arrangements, by Individual    
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Laura K. Schneider [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
Laura K. Schneider, Chief Human Resources Officer, adopted a new trading arrangement on January 3, 2025 providing for the sale of up to 195,695 aggregate shares of the Company’s Class A common stock between April 14, 2025 and October 14, 2025.
Name Laura K. Schneider  
Title Chief Human Resources Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date January 3, 2025  
Expiration Date October 14, 2025  
Arrangement Duration 183 days  
Aggregate Available 195,695 195,695
Jeffrey D. Giles [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
The Jeffrey D. Giles Revocable Trust dated May 18, 2022, affiliated with Jeffrey D. Giles, EVP Corporate Development, adopted a new trading arrangement on December 31, 2024 providing for the sale of up to 40,000 aggregate shares of the Company’s Class A common stock between April 4, 2025 and October 3, 2025.
Name Jeffrey D. Giles  
Title EVP Corporate Development  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date December 31, 2024  
Expiration Date October 3, 2025  
Arrangement Duration 184 days  
Aggregate Available 40,000 40,000
John W. Stephens [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
John W. Stephens, Vice President, Corporate Controller, adopted a new trading arrangement on December 18, 2024 providing for the sale of up to 83,927 aggregate shares of the Company’s Class A common stock between March 20, 2025 and September 19, 2025.
Name John W. Stephens  
Title Vice President, Corporate Controller  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date December 18, 2024  
Expiration Date September 19, 2025  
Arrangement Duration 91 days  
Aggregate Available 83,927 83,927
v3.25.1
Insider Trading Policies and Procedures
12 Months Ended
Feb. 02, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true
v3.25.1
Cybersecurity Risk Management and Strategy Disclosure
12 Months Ended
Feb. 02, 2025
Cybersecurity Risk Management, Strategy, and Governance [Line Items]  
Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block]
The Company monitors its information systems to assess, identify, and manage risks and assess cybersecurity threats. The Company’s cybersecurity program and related process for identifying and assessing material risks from cybersecurity threats operate alongside the Company’s broader overall risk assessment process. The Company monitors risks through active (e.g., penetration tests and vulnerability scans) and passive (e.g., end-point protection) methods and addresses system alerts. The Company’s cybersecurity team investigates system alerts that may indicate the presence of a cybersecurity threat or incident and escalates information to the Company’s CISO regarding the threat or incident as necessary to address it in a timely manner.
The Company has established written policies and procedures in our cybersecurity incident response plan to ensure that significant cybersecurity incidents are investigated timely, addressed through the coordination of various internal departments, and (to the extent required by applicable law) publicly reported. If management determines a significant cybersecurity incident has occurred, the Company’s policies require management to promptly inform the board of directors.
The Company maintains an incident response plan, which sets forth processes the Company will follow to address a significant cybersecurity threat or incident. The incident response plan provides for, among other things, inter-departmental coordination and management of cybersecurity threats or incidents to quickly assess the impact, mitigate risks to information systems, and work to resolve vulnerabilities. Depending on the threat or incident, the Company may utilize third-parties for assistance in investigating and addressing cybersecurity incidents or threats.
The Company maintains procedures for screening and evaluating third-party suppliers, including those who have access to customer and employee data, prior to engaging with them. The Company assesses each such prospective supplier’s system security in light of the product or service to be provided to the Company. The security team analyzes high-value or high-risk third-party suppliers through review of system and organization controls reports, and/or interviews and surveys prior to engagement. Additionally, the Company reviews third-party suppliers on an ongoing basis post-engagement to identify any changes in their security risk profile, including the occurrence of cybersecurity events affecting such suppliers.
The Company describes whether and how risks from identified cybersecurity threats have materially affected or are reasonably likely to materially affect the Company under the heading “Interruptions in the proper functioning of the Company’s and our third-party service providers’ IT systems or compromise of our or our customers’ confidential data, including from cybersecurity threats, could disrupt operations and cause unanticipated reputational harm, litigation and regulatory risk, as well as increases in costs or decreases in net sales, or both” included as part of the Company’s risk factor disclosures in Item 1A of this Annual Report on Form 10-K. During the period covered by this report, there have not been any cybersecurity threats or incidents that have materially affected, or are reasonably likely to materially affect, the Company, including its financial condition, results of operations, or business strategies.
Cybersecurity Risk Management Processes Integrated [Flag] true
Cybersecurity Risk Management Processes Integrated [Text Block] The Company maintains a comprehensive cybersecurity program based in-part on the National Institute of Standards and Technology’s Cybersecurity Framework. This program is integrated within the Company’s enterprise risk management program.
Cybersecurity Risk Management Third Party Engaged [Flag] true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] false
Cybersecurity Risk Board of Directors Oversight [Text Block]
The Company maintains a comprehensive cybersecurity program based in-part on the National Institute of Standards and Technology’s Cybersecurity Framework. This program is integrated within the Company’s enterprise risk management program. This program operates under the oversight of the board of directors, primarily through the audit committee. The governance structure ensures proper oversight and accountability at all levels of the organization.
Senior information technology and cybersecurity leadership meets regularly with the Company’s risk-management team, internal auditors and engages with external service providers to evaluate the effectiveness of the Company’s cybersecurity program, as well as its systems, controls, and management processes with respect to cybersecurity risks. The Company also engages third-party cybersecurity experts to assess its processes and suggest improvements, which are reviewed with the Company’s executive leadership, the board of directors and its audit committee.
The Company’s board of directors, primarily through its audit committee, oversees the Company’s cybersecurity program. The Company’s Chief Information Security Officer (“CISO”) regularly reports to the board’s audit committee on the current state of the Company’s cybersecurity program (including but not limited to, the current threat landscape, cybersecurity risks, and as needed, any significant incidents). The audit committee may provide updates to the board of directors on the substance of these reports and any recommendations for improvements that the audit committee deems appropriate. At the management level, the Company’s Chief Information Officer (the “CIO”) and Chief Financial Officer receive regular historical and real-time reports about the Company’s cybersecurity status from the Company’s cybersecurity department which is led by our CISO.
The CISO is responsible for the cybersecurity program, which includes security architecture, security operations, incident response, IT risk and compliance and security awareness and training and the CIO is responsible for IT disaster recovery. The CISO and CIO each have over 25 years of security and IT experience. The other members of the Company’s security organization also have extensive cybersecurity, business, and technology experience and hold certifications in their area of expertise.
Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] The Company’s board of directors, primarily through its audit committee, oversees the Company’s cybersecurity program.
Cybersecurity Risk Process for Informing Board Committee or Subcommittee Responsible for Oversight [Text Block]
The Company’s board of directors, primarily through its audit committee, oversees the Company’s cybersecurity program. The Company’s Chief Information Security Officer (“CISO”) regularly reports to the board’s audit committee on the current state of the Company’s cybersecurity program (including but not limited to, the current threat landscape, cybersecurity risks, and as needed, any significant incidents). The audit committee may provide updates to the board of directors on the substance of these reports and any recommendations for improvements that the audit committee deems appropriate. At the management level, the Company’s Chief Information Officer (the “CIO”) and Chief Financial Officer receive regular historical and real-time reports about the Company’s cybersecurity status from the Company’s cybersecurity department which is led by our CISO.
Cybersecurity Risk Role of Management [Text Block]
Senior information technology and cybersecurity leadership meets regularly with the Company’s risk-management team, internal auditors and engages with external service providers to evaluate the effectiveness of the Company’s cybersecurity program, as well as its systems, controls, and management processes with respect to cybersecurity risks. The Company also engages third-party cybersecurity experts to assess its processes and suggest improvements, which are reviewed with the Company’s executive leadership, the board of directors and its audit committee.
The Company’s board of directors, primarily through its audit committee, oversees the Company’s cybersecurity program. The Company’s Chief Information Security Officer (“CISO”) regularly reports to the board’s audit committee on the current state of the Company’s cybersecurity program (including but not limited to, the current threat landscape, cybersecurity risks, and as needed, any significant incidents). The audit committee may provide updates to the board of directors on the substance of these reports and any recommendations for improvements that the audit committee deems appropriate. At the management level, the Company’s Chief Information Officer (the “CIO”) and Chief Financial Officer receive regular historical and real-time reports about the Company’s cybersecurity status from the Company’s cybersecurity department which is led by our CISO.
Cybersecurity Risk Management Positions or Committees Responsible [Flag] true
Cybersecurity Risk Management Positions or Committees Responsible [Text Block] he Company’s Chief Information Security Officer (“CISO”) regularly reports to the board’s audit committee on the current state of the Company’s cybersecurity program (including but not limited to, the current threat landscape, cybersecurity risks, and as needed, any significant incidents). The audit committee may provide updates to the board of directors on the substance of these reports and any recommendations for improvements that the audit committee deems appropriate. At the management level, the Company’s Chief Information Officer (the “CIO”) and Chief Financial Officer receive regular historical and real-time reports about the Company’s cybersecurity status from the Company’s cybersecurity department which is led by our CISO.The CISO is responsible for the cybersecurity program, which includes security architecture, security operations, incident response, IT risk and compliance and security awareness and training and the CIO is responsible for IT disaster recovery.
Cybersecurity Risk Management Expertise of Management Responsible [Text Block] The CISO and CIO each have over 25 years of security and IT experience. The other members of the Company’s security organization also have extensive cybersecurity, business, and technology experience and hold certifications in their area of expertise.
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]
The Company’s board of directors, primarily through its audit committee, oversees the Company’s cybersecurity program. The Company’s Chief Information Security Officer (“CISO”) regularly reports to the board’s audit committee on the current state of the Company’s cybersecurity program (including but not limited to, the current threat landscape, cybersecurity risks, and as needed, any significant incidents). The audit committee may provide updates to the board of directors on the substance of these reports and any recommendations for improvements that the audit committee deems appropriate. At the management level, the Company’s Chief Information Officer (the “CIO”) and Chief Financial Officer receive regular historical and real-time reports about the Company’s cybersecurity status from the Company’s cybersecurity department which is led by our CISO.
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] true
v3.25.1
Summary of Significant Accounting Policies (Policies)
12 Months Ended
Feb. 02, 2025
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying consolidated financial statements present the results of operations, financial position and cash flows of Core & Main and its subsidiaries, which includes the consolidated financial statements of Holdings and its consolidated subsidiary, Core & Main LP, as the legal entity that conducts the operations of the Company. Certain reclassification have been made to previously reported financial information to conform to the Company’s current period presentation. All intercompany balances and transactions have been eliminated in consolidation. The Partnership Interests not held by Core & Main are reflected as non-controlling interests in the consolidated financial statements.
Segments
Segments
The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM manages the business as a single operating and reportable segment. The Company operates over 370 branch locations across the U.S. The nature of the products and services, suppliers, customers and distribution methods are similar across branches. The consolidated performance of the Company is utilized to determine incentive compensation for executive officers, annual merit decisions, management of national supplier relationships, allocation of resources and in evaluating acquisitions and the Company’s capital structure. Performance is most notably measured by the CODM based on net sales and net income at the consolidated level, as reported in the consolidated statement of operations. Significant expenses within net income include cost of sales and selling, general and administrative expense, which are each separately presented in the consolidated statement of operations. Other segment items within net income include depreciation and amortization expense, interest expense and income tax expense.
Fiscal Year
Fiscal Year
The Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to January 31st. Quarters within the fiscal year include 13-week periods, unless a fiscal year includes a 53rd week, in which case the fourth quarter of the fiscal year will be a 14-week period. Fiscal 2024 included 53 weeks and fiscal 2023 and fiscal 2022 included 52 weeks. The next fiscal year ending February 1, 2026 (“fiscal 2025”) will include 52 weeks.
Estimates
Estimates
Management has made a number of estimates and assumptions relating to the reporting of certain assets and liabilities, the disclosure of contingent assets and liabilities, and reported amounts of revenues and expenses in preparing the elements of these financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”). Actual results could differ from these estimates.
Cash and Cash Equivalents
Cash and Cash Equivalents
The Company classified all highly liquid investments with maturities of three months or less when purchased to be cash equivalents. The Company maintains cash deposits according to a banking policy that requires diversification across a variety of highly-rated financial institutions. However, this could result in concentration of cash and cash equivalents across these financial institutions in excess of Federal Deposit Insurance Corporation-insured limits.
Allowance for Credit Losses
Allowance for Credit Losses
Accounts receivable are evaluated for collectability based on numerous factors, including past transaction history with customers, their credit-worthiness, and an assessment of lien and bond rights. An allowance for credit losses is estimated as a percentage of aged receivables. This estimate is periodically adjusted when management becomes aware of a specific customer’s inability to meet its financial obligations (e.g., a bankruptcy filing) or as a result of changes in historical collection patterns.
Inventories
Inventories
Inventories consist primarily of finished goods and are carried at the lower of cost or net realizable value. The cost of substantially all inventories is determined by the weighted average cost method. The carrying value of inventory includes the capitalization of inbound freight costs and is net of supplier rebates and purchase discounts for products not yet sold. The inventory reserve is based on an analysis of historical physical inventory results, a review of excess and obsolete inventories based on inventory aging and anticipated future demand.
Consideration Received from Suppliers
Consideration Received from Suppliers
The Company enters into agreements with many of its suppliers providing for inventory purchase rebates (“supplier rebates”) upon achievement of specified volume purchasing levels and purchase discounts. The Company accrues the receipt of supplier rebates and purchase discounts as part of its cost of sales for products sold based on progress towards earning the supplier rebates, taking into consideration cumulative purchases of inventory to the measurement date and projected purchases through the end of the year. An estimate of supplier rebates and purchase discounts is included in the carrying value of inventory at each period end for supplier rebates to be received on products not yet sold. Supplier rebates and purchase discounts included in inventory were $54 million and $43 million at February 2, 2025 and January 28, 2024, respectively.
Property and Equipment
Property and Equipment
Property and equipment are recorded at cost and depreciated using the straight-line method based on the following estimated useful lives of the assets:
Buildings and improvements
5 - 39 years
Transportation equipment
5 - 7 years
Furniture, fixtures and equipment
3 - 10 years
Capitalized software
3 years
Property and Equipment, impairment
Property and equipment assets are assessed for recovery when a triggering event occurs. A potential impairment is first evaluated by comparing the undiscounted cash flows associated with the asset, or the asset group it is part of, to its carrying value. If the carrying value is greater than the undiscounted cash flows, the amount of potential impairment is measured by comparing the fair value of the asset, or the asset group it is part of, with its carrying value. The Company assesses the remaining useful life and the recoverability of property and equipment assets whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. Judgments regarding the existence of a triggering event are based on market and operational performance. Evaluating potential impairment also requires estimates of future operating results and cash flows. There were no impairments of property and equipment assets during fiscal 2024, fiscal 2023 or fiscal 2022.
Acquisitions
Amounts paid for acquisitions are allocated to the tangible assets acquired and liabilities assumed based on their estimated fair values at the date of acquisition. The Company then allocates the purchase price in excess of net tangible assets acquired to identifiable intangible assets. The fair value of identifiable intangible assets is based on detailed valuations. The Company allocates any excess purchase price over the fair value of the net tangible and intangible assets acquired to goodwill.
Goodwill The Company does not amortize goodwill but does conduct an impairment test of goodwill on an annual basis or whenever events or circumstances indicate that it is “more likely than not” that the fair value of its reporting unit has dropped below its carrying value. The annual goodwill impairment assessment for fiscal 2024, fiscal 2023 and fiscal 2022 consisted of a qualitative assessment to determine whether it is “more likely than not” that the fair value of the reporting unit exceeds its carrying value. The quantitative assessment, when applicable, is comprised of comparing the carrying value of a reporting unit to its estimated fair value. The Company estimates the fair value of the reporting unit based on a detailed valuation, utilizing an income approach based on the present value of future cash flows, a market approach based on multiples of sales and profit metrics of similar public companies and a market approach based on multiples of sales and profit metrics for purchase transactions of similar companies (all of which are considered level three measurement techniques). If the carrying value of the reporting unit exceeds its fair value, the Company will recognize the excess of the carrying value over the fair value as a goodwill impairment loss.
Intangible Assets
Intangible Assets
Finite-lived intangible assets consist primarily of customer relationships which are amortized over the periods during which the Company expects to generate net sales from these customer relationships. The initial amortization life of finite-lived intangible assets primarily ranged from 10 to 15 years. Finite-lived intangible assets are assessed for impairment when a triggering event occurs. A potential impairment of finite-lived intangible assets is first evaluated by comparing the undiscounted cash flows associated with the asset, or the asset group it is part of, to its carrying value. If the carrying value is greater than the undiscounted cash flows, the amount of potential impairment is measured by comparing the fair value of the asset, or the asset group it is part of, with their carrying value. The Company assesses the remaining useful life and the recoverability of finite-lived intangible assets whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. Judgments regarding the existence of a triggering event are based on market and operational performance. Evaluating potential impairment also requires estimates of future operating results and cash flows.
Internal use software is recognized separately as an intangible asset and is carried at cost less accumulated amortization. Cost may include external and internal costs directly attributable to the development, design and implementation of the computer software. Costs related to training and data conversion are expensed as incurred.
All of the Company’s intangible assets are subject to amortization.
Fair Value Measurement
Fair Value Measurement
The carrying amounts of cash and cash equivalents, accounts receivable and accounts payable, accrued compensation and benefits and other current liabilities approximate fair value due to the short-term nature of these financial instruments. The Company’s long-term financial assets and liabilities are generally recorded at historical costs. The carrying amounts of derivative assets or liabilities (see Note 6) are recorded at fair value.
Revenue Recognition
Revenue Recognition
The Company’s revenues are earned from contracts with customers. These contracts include written agreements and purchase orders as well as arrangements that are implied by customary business practices or law. The revenue contracts are primarily single performance obligations for the sale of product or performance of services for customers. Revenue is recognized when title is passed to the customer or services are provided in an amount that reflects the consideration the Company expects to be entitled to in exchange for the products and services, which is net of sales tax, customer incentives, returns and discounts. For product sales, the transfer of title generally occurs at the point of destination for products shipped by internal fleet and at the point of shipping for products shipped by third-party carriers. Revenues related to services are recognized in the period the services are performed and were approximately $29 million, $23 million and $17 million during fiscal 2024, fiscal 2023 and fiscal 2022, respectively. Estimates for expected customer incentives, returns and discounts are based on historical experience, anticipated performance and management’s judgment. Generally, the Company’s contracts do not contain significant financing as the standard sales terms are short term in nature.
Shipping and Handling Fees and Costs
Shipping and Handling Fees and Costs
The Company includes shipping and handling fees billed to customers in net sales. Shipping and handling costs associated with inbound freight are capitalized to inventories and relieved through cost of sales as inventories are sold. Shipping and handling costs associated with outbound freight are included in selling, general and administrative expenses and totaled $46 million, $43 million and $37 million during fiscal 2024, fiscal 2023 and fiscal 2022, respectively.
Income Taxes and Tax Receivable Agreements
Income Taxes
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rates is recognized in income in the period that includes the enactment date.
The Company recognizes deferred tax assets to the extent that it believes that these assets are more likely than not to be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies and results of recent operations. If it is determined that the Company is not able to realize deferred tax assets in the future, a valuation allowance would be established, which would impact the provision for income taxes.
Uncertain tax positions are recorded on the basis of a two-step process in which (1) it is determined if a tax position is more-likely-than-not of being sustained on the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. The Company records interest and penalties related to uncertain tax positions in the provision for income taxes in the audited Consolidated Statements of Operations.
Tax Receivable Agreements
In connection with the initial public offering and other related transactions, Core & Main entered into a tax receivable agreement with the Former Limited Partners (as defined below) (the “Former Limited Partners Tax Receivable Agreement”) and a tax receivable agreement with the Continuing Limited Partners (as defined below) (the “Continuing Limited Partners Tax Receivable Agreement”) (collectively, the “Tax Receivable Agreements”). Core & Main has generated, and expects to generate additional, tax attributes associated with future exchanges of Partnership Interests by Continuing Limited Partners, that will reduce amounts that it would otherwise pay in the future to various tax authorities.
The “Former Limited Partners” are defined as CD&R Fund X Advisor Waterworks B, L.P., CD&R Fund X Waterworks B1, L.P., CD&R Fund X-A Waterworks B, L.P. and the other Original Limited Partners (as defined below) that transferred all or a portion of their Partnership Interests (including those held indirectly through CD&R WW Advisor, LLC and CD&R WW Holdings, LLC) for shares of Class A common stock in connection with the initial public offering and other related transactions, and represent entities that transferred all of their Partnership Interests (including Partnership Interests held indirectly through certain “blocker” corporations) for shares of Class A common stock in connection with the consummation of certain reorganization transactions.
The “Original Limited Partners” are defined as CD&R Waterworks Holdings, LLC (“CD&R Waterworks Holdings”), the Former Limited Partners and Core & Main Management Feeder, LLC (“Management Feeder”) and represent the direct and indirect owners of Holdings prior to the initial public offering and other related transactions.
The “Continuing Limited Partners” are defined as CD&R Waterworks Holdings and Management Feeder, and represent the Original Limited Partners that continued to own Partnership Interests after the reorganization transactions and that are entitled to exchange their Partnership Interests, together with the retirement of a corresponding number of shares of Class B common stock for shares of Class A common stock.
The Former Limited Partners Tax Receivable Agreement provides for the payment by Core & Main to certain Former Limited Partners, or their permitted transferees, of 85% of the tax benefits, if any, that Core & Main realizes, or in some circumstances is deemed to realize, as a result of (i) certain tax attributes of the Partnership Interests Core & Main holds in respect of such Former Limited Partners’ interest in Core & Main, including such attributes which resulted from such Former Limited Partners’ prior acquisition of ownership interests in Holdings and Core & Main’s allocable share of existing tax basis acquired in connection with the initial public offering attributable to the Former Limited Partners and (ii) certain other tax benefits.
The Continuing Limited Partners Tax Receivable Agreement provides for the payment by Core & Main to the Continuing Limited Partners, or their permitted transferees, of 85% of the benefits, if any, that Core & Main realizes, or in some circumstances is deemed to realize, as a result of (i) increases in tax basis or other similar tax benefits as a result of exchanges of Partnership Interests for cash or shares of Class A common stock pursuant to the Exchange Agreement, dated as of July 22, 2021 (the “Exchange Agreement”), by and among Core & Main, Holdings, CD&R Waterworks Holdings and Management Feeder, (ii) Core & Main’s allocable share of existing tax basis acquired in connection with the initial public offering attributable to the Continuing Limited Partners and in connection with exchanges of Partnership Interests for cash or shares of Class A common stock pursuant to the Exchange Agreement and (iii) Core & Main’s utilization of certain other tax benefits related to Core & Main’s entering into the Continuing Limited Partners Tax Receivable Agreement, including tax benefits attributable to payments under the Continuing Limited Partners Tax Receivable Agreement. Core & Main expects to obtain an increase in its share of the tax basis in the net assets of Holdings as Partnership Interests are exchanged by Continuing Limited Partners. Core & Main intends to treat any exchanges of Partnership Interests as direct purchases of Partnership Interests for U.S. federal income tax purposes. These increases in tax basis may reduce the amounts that it would otherwise pay in the future to various tax authorities.
Except to the extent that any benefits are deemed realized, Core & Main will receive the full benefit in tax savings from relevant taxing authorities and provide payment of 85% of the amount of any tax benefits to the Former Limited Partners or the Continuing Limited Partners, as applicable, or their permitted transferees. Core & Main expects to benefit from the remaining 15% of any cash tax savings, except to the extent of any deemed realizations. For the Tax Receivable Agreements, Core & Main assesses the tax attributes to determine if it is more likely than not that the benefit of any deferred tax assets will be realized. Following that assessment, Core & Main recognizes a liability under the applicable Tax Receivable Agreements, reflecting approximately 85% of the expected future realization of such tax benefits. Amounts payable under the Tax Receivable Agreements are contingent upon, among other things, (i) generation of sufficient future taxable income during the term of the applicable Tax Receivable Agreements and (ii) future changes in tax laws.
Upon an exchange transaction that increases the tax attributes available to Core & Main, an increase to deferred tax assets or reduction to deferred tax liabilities is recorded with a corresponding increase to equity. The recognition of the liability under the Tax Receivable Agreement is recorded with a corresponding reduction to equity. Both of these transactions impact equity as they are transactions with shareholders.
Concentration of Credit Risk
Concentration of Credit Risk
The majority of the Company’s revenues are credit sales which are made primarily to customers whose ability to pay is dependent, in part, upon the economic strength of the construction industry in the areas where they operate and availability of municipal funding. Concentration of credit risk with respect to trade accounts receivable is limited by the large number of customers comprising the Company’s customer base. The Company performs ongoing credit evaluations of its customers.
Leases
Leases
The Company determines if an arrangement is or contains a lease at inception. Obligations under operating leases are included in the Balance Sheets in both current and non-current operating lease liabilities, while the corresponding rights to use the leased assets are presented as operating lease right-of-use (“ROU”) assets. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the remaining lease payments. As the rate implicit in the lease is not readily determinable, the Company uses its incremental borrowing rate, which is based on information available at the commencement date of the relevant lease, in determining the present value of future payments. The lease term includes an option to extend the lease when it is reasonably certain that the Company will exercise that option. Payment obligations related to real estate taxes, insurance and other lease components are excluded from the measurement of operating lease ROU assets and lease liabilities. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. The Company recognizes expense within selling, general and administrative expense associated with the accretion of operating lease liabilities and amortization of ROU assets in an amount calculated to result in straight-line expense over the lease terms.
Equity-Based Compensation
Equity-Based Compensation
The Company recognizes the cost of employee services received in exchange for awards of equity instruments based on the grant date fair value of those awards. That cost is recognized over the requisite service period (generally the vesting period), which is the period during which an employee is required to provide service in exchange for the award.
Basic and Diluted Earnings per Share
Basic and Diluted Earnings per Share
The accounting policy for basic and diluted earnings per share is described in Note 12.
Non-controlling Interests
Non-controlling Interests
The accounting policy for non-controlling interests is described in Note 11.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
Segment Reporting - In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). The new guidance expands reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 requires disclosure of (i) significant segment expenses that are regularly provided to the segment’s CODM and included within the segment measure of profit or loss, (ii) an amount and description of its composition for other segment items to reconcile to segment profit or loss, and (iii) the title and position of the Company’s CODM. The ASU does not change how a public entity identifies its operating segments, aggregates them, or applies the quantitative thresholds to determine its reportable segments. ASU 2023-07 is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The adoption of ASU 2023-07, as of February 2, 2025, resulted in additional disclosures, but did not have a material impact on the consolidated financial statements.
Income Tax Disclosures - In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). The new guidance requires, on an annual basis, disclosure of specific categories in the rate reconciliation and disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. The adoption of ASU 2023-09 is expected to result in additional disclosures, but not have a material impact on the consolidated financial statements.
Disaggregation of Income Statement Expenses - In November 2024, the FASB issued ASU No. 2024-03, “Disaggregation of Income Statement Expenses” (“ASU 2024-03”). The new guidance requires additional disclosure related to the disaggregation of income statement expense categories. ASU 2024-03 is effective for annual periods beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The adoption of ASU 2024-03 is expected to result in additional disclosures and the Company is currently evaluating the effect this standard will have on the consolidated financial statements.
v3.25.1
Basis of Presentation & Description of Business (Tables)
12 Months Ended
Feb. 02, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Sale of Stock by Subsidiary or Equity Method Investee Disclosure Below is a summary of the secondary public offerings completed during fiscal 2023 and fiscal 2022 (collectively the “Secondary Offerings”).
Secondary Offering Date
Existing Shares of Class A Common Stock Sold to the Public
Partnership Interests Exchanged for Class A Common Stock Prior to Sale to the Public
Total Shares of Class A Common Stock Sold
Price Per Share
Fiscal 2023 Secondary Offerings
January 25, 2024
12,366,6837,415,40419,782,087$40.985
January 10, 2024(1)
12,084,9027,465,09819,550,000$38.120
December 11, 2023(1)
10,783,7606,466,24017,250,000$35.540
November 9, 2023(1)
13,659,4318,190,56921,850,000$30.440
September 19, 202311,252,6206,747,38018,000,000$29.015
June 12, 20238,752,0385,247,96214,000,000$28.215
April 14, 20233,125,7281,874,2725,000,000$22.151
Fiscal 2022 Secondary Offering
September 19, 20226,876,6014,123,39911,000,000$23.750
(1)Includes shares of Class A common stock purchased by the underwriter, pursuant to the exercise in full of the option granted in connection with the secondary public offering.
The Company did not receive any of the proceeds from the Secondary Offerings. The Company paid the costs associated with the sale of shares by the Selling Stockholders in the Secondary Offerings, other than underwriting discounts and commissions.
Concurrently with the completion of the Secondary Offerings completed in fiscal 2023, (i) the Company repurchased from the Selling Stockholders shares of our Class A common stock, and Holdings redeemed from the Company a corresponding number of Partnership Interests, and (ii) Holdings redeemed Partnership Interests from one of the Selling Stockholders, with the Company repurchasing a corresponding number of shares of our Class B common stock from such Selling Stockholder for no additional consideration. Below is a summary of the repurchase transactions completed during fiscal 2023 (the “Repurchase Transactions”).
Repurchase Transaction Date
Shares of Class A Common Stock Repurchased
Partnership Interests Redeemed
Total Repurchase Amount
Price Per Share/Partnership Interest
Total Consideration Paid (in millions)
January 25, 2024
3,125,7281,874,2725,000,000$40.985$205
January 10, 2024
3,125,7281,874,2725,000,000$38.120$191
December 11, 20233,125,7281,874,2725,000,000$35.540$178
November 9, 20233,125,7281,874,2725,000,000$30.440$152
September 19, 20233,125,7281,874,2725,000,000$29.015$145
June 12, 20233,125,7281,874,2725,000,000$28.215$141
April 14, 20239,377,1835,622,81715,000,000$22.151$332
v3.25.1
Summary of Significant Accounting Policies (Tables)
12 Months Ended
Feb. 02, 2025
Accounting Policies [Abstract]  
Property, Plant and Equipment
Property and equipment are recorded at cost and depreciated using the straight-line method based on the following estimated useful lives of the assets:
Buildings and improvements
5 - 39 years
Transportation equipment
5 - 7 years
Furniture, fixtures and equipment
3 - 10 years
Capitalized software
3 years
Property, plant and equipment consisted of the following:
February 2, 2025January 28, 2024
Land$38 $38 
Buildings and improvements85 80 
Transportation equipment55 41 
Furniture, fixtures and equipment122 98 
Capitalized software26 23 
Construction in progress10 
Property, plant and equipment336 285 
Less accumulated depreciation and amortization(168)(134)
Property, plant and equipment, net$168 $151 
Depreciation expense is classified within cost of sales and depreciation and amortization within the Statement of Operations. Depreciation expense related to property, plant and equipment, including capitalized software, was as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Depreciation expense$35 $27 $23 
v3.25.1
Revenue (Tables)
12 Months Ended
Feb. 02, 2025
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue
The following table represents net sales disaggregated by product category:
Fiscal Years Ended
Product CategoryFebruary 2, 2025January 28, 2024January 29, 2023
Pipes, valves & fittings products$5,006 $4,504 $4,548 
Storm drainage products1,147985949
Fire protection products596688701
Meter products692525453
Total Net Sales$7,441 $6,702 $6,651 
v3.25.1
Acquisitions (Tables)
12 Months Ended
Feb. 02, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Allocation of Transaction Price to the Fair Value of Identifiable Assets Acquired and Liabilities Assumed
Fiscal 2024 Acquisitions(1)
Fiscal 2023 Acquisitions
Fiscal 2022 Acquisitions
Cash$31 $$— 
Receivables96 48 22 
Inventories113 52 44 
Intangible assets284 107 43 
Goodwill336 26 21 
Property, plant and equipment16 35 
Operating lease right-of-use assets22 
Other assets, current and non-current
Total assets acquired900 285 146 
Accounts payable44 13 11 
Deferred income taxes41 — 
Operating lease liabilities, current and non-current22 
Deferred consideration14 12 
Other liabilities, current and non-current— 
Net assets acquired$773 $237 $127 
Schedule of Reconciliation of Total Consideration to Net Assets Acquired
Fiscal 2024 Acquisitions
Fiscal 2023 Acquisitions
Fiscal 2022 Acquisitions
Net assets acquired$773 $237 $127 
Plus: Working capital adjustment
(1)(1)
Less: Cash acquired in acquisition
(31)(5)— 
Total consideration, net of cash; investing cash outflow$741 $231 $128 
Schedule of Intangible Assets Acquired and Assumptions Utilized in the Valuation
A summary of the intangible assets acquired and assumptions utilized in the valuation, for the acquisitions is as follows:
Intangible Asset AmountWeighted Average Amortization PeriodWeighted Average Discount RateWeighted Average Attrition Rate
Customer Relationships
Fiscal 2024 Acquisitions(1)
$279 10 years13.5 %12.5 %
Fiscal 2023 Acquisitions
106 10 years16.0 %13.2 %
Fiscal 2022 Acquisitions
43 10 years15.6 %12.1 %
Other Intangible Assets
Fiscal 2024 Acquisitions
$5 years13.6 %N/A
Fiscal 2023 Acquisitions
2 years15.5 %N/A
(1) Customer relationships acquired and assumptions utilized in the valuation for the Dana Kepner acquisition were as follows: $181 million customer relationship intangible asset, 10 years amortization period, 13.0% discount rate and 12.5% attrition rate.
Schedule of Pro Forma Information
The following pro forma information has been prepared for comparative purposes only and is not necessarily indicative of the results of operations as they would have been had the Dana Kepner acquisition occurred on the assumed date, nor is it necessarily an indication of future operating results. In addition, the pro forma information does not reflect the cost of any integration activities, benefits from any synergies that may be derived from the Dana Kepner acquisition or revenue growth that may be anticipated.
Fiscal Years Ended
February 2, 2025January 28, 2024
Net sales$7,470 $7,034 
Net income435 519 
v3.25.1
Goodwill and Intangible Assets (Tables)
12 Months Ended
Feb. 02, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Carrying Amount of Goodwill
The carrying amount of the Company’s goodwill included in its Balance Sheets is as follows:
February 2, 2025January 28, 2024
Gross Goodwill$1,898 $1,561 
Accumulated Impairment— — 
Net Goodwill$1,898 $1,561 
The changes in the carrying amount of goodwill are as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024
Beginning Balance$1,561 $1,535 
Goodwill acquired during the year336 25 
Goodwill adjusted during the year
Ending balance$1,898 $1,561 
Schedule of Net Intangible Assets
The Company’s intangible assets included in its Balance Sheets consist of the following:
February 2, 2025January 28, 2024
Gross IntangibleAccumulated AmortizationNet IntangibleGross IntangibleAccumulated AmortizationNet Intangible
Customer relationships$1,775 $868 $907 $1,496 $718 $778 
Internal use software
23 — 23 — 
Other intangible assets10 
Total$1,808 $873 $935 $1,506 $722 $784 
Schedule of Amortization Expense Related to Intangible Assets
Amortization expense related to intangible assets was as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Amortization expense$151 $122 $120 
Schedule of Estimated Aggregate Amortization Expense on Intangible Assets
The estimated aggregate amortization expense on intangible assets owned by the Company as of February 2, 2025 was expected to be as follows:
Fiscal 2025
$148 
Fiscal 2026
138 
Fiscal 2027
129 
Fiscal 2028
120 
Fiscal 2029
106 
v3.25.1
Debt (Tables)
12 Months Ended
Feb. 02, 2025
Debt Disclosure [Abstract]  
Schedule of Debt
Debt consisted of the following:
February 2, 2025January 28, 2024
PrincipalUnamortized Discount and Debt Issuance CostsPrincipalUnamortized Discount and Debt Issuance Costs
Current maturities of long-term debt:
Senior Term Loan due July 2028$15 $— $15 $— 
Senior Term Loan due February 2031— — — 
24 — 15 — 
Long-term debt:
Senior ABL Credit Facility due February 2029
93 — 430 — 
Senior Term Loan due July 20281,233 12 1,448 15 
Senior Term Loan due February 2031
933 10 — — 
2,259 22 1,878 15 
Total$2,283 $22 $1,893 $15 
Schedule of Aggregate Future Debt Payments
The aggregate amount of debt payments for the next five fiscal years are as follows:

Fiscal 2025
$24 
Fiscal 2026
24 
Fiscal 2027
24 
Fiscal 2028
1,212 
Fiscal 2029
102 
Schedule of Interest Rate Swap Impact on Accumulated Other Comprehensive Loss
Fiscal Years Ended
Accumulated Other Comprehensive IncomeFebruary 2, 2025January 28, 2024January 29, 2023
Beginning of period balance$48 $70 $26 
Measurement adjustment gain for interest rate swap
23 21 66 
Reclassification of (income) expense to interest expense(47)(42)(13)
Tax benefit (expense) on interest rate swap adjustments
Measurement adjustment gain for interest rate swap
(6)(4)(11)
Reclassification of (income) expense to interest expense12 
Tax impact of exchange of Partnership Interests
— (5)— 
End of period balance$30 $48 $70 
v3.25.1
Income Taxes (Tables)
12 Months Ended
Feb. 02, 2025
Income Tax Disclosure [Abstract]  
Schedule of provision for income taxes
The provision for income taxes consisted of the following:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Current:
Federal$101 $98 $110 
State29 28 25 
130 126 135 
Deferred:
Federal11 (5)
State— (2)
13 (7)
Total$143 $128 $128 
Schedule of reconciliation of federal corporate statutory rate to tax provision
The reconciliations of the provision for income taxes at the federal corporate statutory rate of 21% to the tax provision for fiscal 2024, fiscal 2023 and fiscal 2022 are as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Income taxes at federal statutory rate 21.0 %21.0 %21.0 %
State income taxes 4.5 3.5 3.2 
Partnership income not subject to U.S. tax(0.8)(5.0)(6.3)
Corporate subsidiary tax— (0.3)0.1 
Permanent differences0.3 0.4 0.3 
Other(0.2)(0.2)(0.2)
Total provision24.8 %19.4 %18.1 %
Schedule of deferred tax assets and deferred tax liabilities
The tax effects of temporary differences that give rise to the deferred tax assets and liabilities were as follows:
February 2, 2025January 28, 2024
Deferred Tax Assets:
Basis difference in partnership investments of Core & Main, Inc.
$503 $489 
Imputed interest on Tax Receivable Agreements49 48 
Intangibles
Other
— 
Deferred Tax Liabilities:
Basis difference in partnership investments of Core & Main Buyer, Inc.
(87)(48)
v3.25.1
Leases (Tables)
12 Months Ended
Feb. 02, 2025
Leases [Abstract]  
Lease, Cost
The table below presents lease costs associated with facility, equipment and vehicle operating leases:
Fiscal Years Ended
Lease CostClassificationFebruary 2, 2025January 28, 2024January 29, 2023
Operating Lease CostSelling, general, and administrative expense$98 $80 $69 
The table below presents the weighted average remaining lease term (years) and the weighted average discount rate of the Company’s operating leases:
Operating Lease Term and Discount RateFebruary 2, 2025January 28, 2024
Weighted average remaining lease term (years)3.94.0
Weighted average discount rate5.8 %5.3 %
The table below presents cash and non-cash impacts associated with leases: 
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Operating cash flow payments for operating lease liabilities$64 $54 $50 
Operating cash flow payments for non-lease components34 26 19 
Right-of-use assets obtained in exchange for new operating lease liabilities$93 $65 $68 
Lessee, Operating Lease, Liability, Maturity
Future aggregate rental payments under non-cancelable operating leases as of February 2, 2025 are as follows:
February 2, 2025
Fiscal 2025
$78 
Fiscal 2026
66 
Fiscal 2027
52 
Fiscal 2028
34 
Fiscal 2029
19 
Thereafter26 
Total minimum lease payments275
Less: present value discount(30)
Present value of lease liabilities$245 
v3.25.1
Supplemental Balance Sheet Information (Tables)
12 Months Ended
Feb. 02, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Accounts, Notes, Loans and Financing Receivable
Receivables consisted of the following:
February 2, 2025January 28, 2024
Trade receivables, net of allowance for credit losses$986 $888 
Supplier rebate receivables80 85 
Receivables, net of allowance for credit losses$1,066 $973 
Property, Plant and Equipment
Property and equipment are recorded at cost and depreciated using the straight-line method based on the following estimated useful lives of the assets:
Buildings and improvements
5 - 39 years
Transportation equipment
5 - 7 years
Furniture, fixtures and equipment
3 - 10 years
Capitalized software
3 years
Property, plant and equipment consisted of the following:
February 2, 2025January 28, 2024
Land$38 $38 
Buildings and improvements85 80 
Transportation equipment55 41 
Furniture, fixtures and equipment122 98 
Capitalized software26 23 
Construction in progress10 
Property, plant and equipment336 285 
Less accumulated depreciation and amortization(168)(134)
Property, plant and equipment, net$168 $151 
Depreciation expense is classified within cost of sales and depreciation and amortization within the Statement of Operations. Depreciation expense related to property, plant and equipment, including capitalized software, was as follows:
Fiscal Years Ended
February 2, 2025January 28, 2024January 29, 2023
Depreciation expense$35 $27 $23 
Schedule of Accrued Liabilities
Accrued compensation and benefits consisted of the following:
February 2, 2025January 28, 2024
Accrued bonuses and commissions$91 $82 
Other compensation and benefits32 24 
Accrued compensation and benefits$123 $106 
v3.25.1
Non-controlling Interests (Tables)
12 Months Ended
Feb. 02, 2025
Noncontrolling Interest [Abstract]  
Schedule of Ownership of Partnership Interests
Partnership InterestsOwnership Percentage
Core & Main
Continuing Limited Partners
TotalCore & Main
Continuing Limited Partners
Total
Balances at January 29, 2023
172,765,161 72,471,473 245,236,634 70.4 %29.6 %100.0 %
Retirement of Partnership Interests
(28,131,551)(16,868,449)(45,000,000)1.8 %(1.8)%— 
Issuance of Partnership Interests346,977 — 346,977 0.1 %(0.1)%— 
Exchange of Partnership Interests46,683,021 (46,731,040)(48,019)23.2 %(23.2)%— 
Vesting of Partnership Interests— 371,292 371,292 (0.1)%0.1 %— 
Balances at January 28, 2024
191,663,608 9,243,276 200,906,884 95.4 %4.6 %100.0 %
Retirement of Partnership Interests
(3,974,820)— (3,974,820)(0.1)%0.1 %— 
Issuance of Partnership Interests443,089 — 443,089 — %— %— 
Exchange of Partnership Interests1,684,022 (1,694,125)(10,103)0.9 %(0.9)%— 
Vesting of Partnership Interests— 164,614 164,614 (0.1)%0.1 %— 
Balances at February 2, 2025
189,815,899 7,713,765 197,529,664 96.1 %3.9 %100.0 %
v3.25.1
Basic and Diluted Earnings Per Share (Tables)
12 Months Ended
Feb. 02, 2025
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
Fiscal Years Ended
Basic earnings per share:February 2, 2025January 28, 2024January 29, 2023
Net income$434 $531 $581 
Net income attributable to non-controlling interests23 160 215 
Net income available to Class A common stock411 371 366 
Weighted average shares outstanding 191,617,275 172,839,836 169,482,199 
Net income per share$2.14 $2.15 $2.16 
Diluted earnings per share:
Net income available to common shareholders - basic$411 $371 $366 
Increase to net income attributable to dilutive instruments18 118 159 
Net income available to common shareholders - diluted429 489 525 
Weighted average shares outstanding - basic191,617,275 172,839,836 169,482,199 
Incremental shares of common stock attributable to
dilutive instruments
9,825,475 54,978,241 76,734,805 
Weighted average shares outstanding - diluted201,442,750 227,818,077 246,217,004 
Net income per share - diluted$2.13 $2.15 $2.13 
v3.25.1
Equity-Based Compensation (Tables)
12 Months Ended
Feb. 02, 2025
Share-Based Payment Arrangement [Abstract]  
Schedule of Outstanding Partnership Interests
A summary of the Partnership Interests is presented below (shares in thousands):
Number of SharesWeighted Average Benchmark Price
Outstanding as of January 28, 2024
8,669 $— 
Exchanged(1,546)— 
Outstanding as of February 2, 2025
7,123 $— 
Schedule of Non-Vested Partnership Interests
Number of SharesWeighted Average Benchmark Price
Unvested as of January 28, 2024
387 $— 
Vested(165)— 
Unvested as of February 2, 2025
222 $— 
Schedule of Stock Appreciation Rights
A summary of the stock appreciation rights is presented below (shares in thousands):
Number of SharesWeighted Average Exercise PriceAggregate Intrinsic Value
Outstanding as of January 28, 2024
332 $5.28 
Exchanged(160)4.46 
Outstanding as of February 2, 2025
172 $6.03 $
Exercisable as of February 2, 2025
109 $4.59 $
The estimated fair value of the stock appreciation rights when granted was amortized to expense over the vesting or required service period. The fair value for these stock appreciation rights was estimated by management, after considering a third-party valuation specialist’s assessment, at the date of grant based on the expected life of the unit appreciation rights, using a Black-Scholes pricing model.
Share-Based Payment Arrangement, Restricted Stock Unit, Activity
A summary of the restricted stock units granted under the Omnibus Incentive Plan is presented below (shares in thousands):
Number of SharesWeighted Average Grant Date Fair Value
Outstanding and Unvested as of January 28, 2024
359 $23.10 
Granted123 50.28 
Distributed(162)23.83 
Forfeited(3)32.92 
Outstanding and Unvested as of February 2, 2025
317 $33.23 
Share-Based Payment Arrangement, Option, Activity
A summary of the stock options granted under the Omnibus Incentive Plan is presented below (shares in thousands):
Number of SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value
Outstanding as of January 28, 2024
1,720 $21.54 
Granted512 50.32 
Exercised
(135)21.36 
Forfeitures(4)36.11 
Outstanding as of February 2, 2025
2,093 $28.56 8.0$58 
Exercisable as of February 2, 2025
698 $21.32 7.5$25 
The stock options generally vest over a three-year period and expire after ten years. The estimated grant-date fair value of stock options when granted was amortized to expense over the vesting period. The fair value for these stock options was estimated by management, after considering a third-party valuation specialist’s assessment, at the date of grant based on the expected life of the stock options, using a Black-Scholes pricing model with the following weighted-average assumptions:
February 2, 2025January 28, 2024January 29, 2023
Risk-free interest rate4.04%3.87%1.85%
Dividend yield1.0%2.0%—%
Expected volatility factor36.5%40.0%40.0%
Expected life in years6.06.06.0
Weighted-average fair value$19.15$8.06$8.55
The risk free interest rate was determined based on an analysis of U.S. Treasury zero-coupon market yields as of the date of the stock options grant for issues having expiration lives similar to the expected life of the stock options. The expected volatility was based on an analysis of the historical volatility of a peer group over the expected life of the stock options. The expected term in years for each stock option was calculated using a simplified method based on the average of each option’s vesting term of three years and contractual term of ten years.
v3.25.1
Basis of Presentation & Description of Business (Details)
12 Months Ended
Jan. 25, 2024
USD ($)
$ / shares
shares
Jan. 10, 2024
USD ($)
$ / shares
shares
Dec. 11, 2023
USD ($)
$ / shares
shares
Nov. 09, 2023
USD ($)
$ / shares
shares
Sep. 19, 2023
USD ($)
$ / shares
shares
Jun. 12, 2023
USD ($)
$ / shares
shares
Apr. 14, 2023
USD ($)
$ / shares
shares
Sep. 19, 2022
$ / shares
shares
Feb. 02, 2025
USD ($)
segment
branch_location
state
shares
Jan. 28, 2024
USD ($)
Jun. 12, 2024
USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]                      
Number of branch locations | branch_location                 370    
Number of states with branches | state                 49    
Operating segments | segment                 1    
Reportable segments | segment                 1    
Shares authorized under the Repurchase Program (in shares) | $                     $ 500,000,000
Class of Stock and Other Items [Line Items]                      
Total Consideration Paid (in millions) | $ $ 205,000,000 $ 191,000,000 $ 178,000,000 $ 152,000,000 $ 145,000,000 $ 141,000,000 $ 332,000,000   $ 176,000,000 $ 1,344,000,000  
Stock Repurchased and Retired (in shares) 5,000,000 5,000,000 5,000,000 5,000,000 5,000,000 5,000,000 15,000,000        
Class A common stock                      
Class of Stock and Other Items [Line Items]                      
Stock Repurchased and Retired (in shares) 3,125,728 3,125,728 3,125,728 3,125,728 3,125,728 3,125,728 9,377,183   3,974,820    
Class B common stock                      
Class of Stock and Other Items [Line Items]                      
Stock Repurchased and Retired (in shares) 1,874,272 1,874,272 1,874,272 1,874,272 1,874,272 1,874,272 5,622,817        
Secondary offering | Class A common stock                      
Class of Stock and Other Items [Line Items]                      
Shares issued in exchange for Partnership Interests (in shares) 7,415,404 7,465,098 6,466,240 8,190,569 6,747,380 5,247,962 1,874,272 4,123,399      
Selling stockholders | Secondary offering                      
Class of Stock and Other Items [Line Items]                      
Stock offering price (in dollars per share) | $ / shares $ 40.985 $ 38.120 $ 35.540 $ 30.440 $ 29.015 $ 28.215 $ 22.151 $ 23.750      
Selling stockholders | Secondary offering | Class A common stock                      
Class of Stock and Other Items [Line Items]                      
Number of shares issued (in shares) 19,782,087 19,550,000 17,250,000 21,850,000 18,000,000 14,000,000 5,000,000 11,000,000      
Existing shares sold (in shares) 12,366,683 12,084,902 10,783,760 13,659,431 11,252,620 8,752,038 3,125,728 6,876,601      
v3.25.1
Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Accounting Policies [Abstract]      
Supplier rebates and purchase discounts included in inventory $ 54 $ 43  
Shipping and handling costs 46 43 $ 37
Disaggregation of Revenue [Line Items]      
Net sales $ 7,441 6,702 6,651
Income Taxes [Line Items]      
Percent of realized tax benefits payable to Partners pursuant to Tax Receivable Agreements 85.00%    
Percent of realized tax benefits retained by Company, pursuant to Tax Receivable Agreements 15.00%    
Customer relationships | Minimum      
Income Taxes [Line Items]      
Finite-Lived Intangible Asset, Useful Life 10 years    
Finite-Lived Intangible Asset, Useful Life 10 years    
Customer relationships | Maximum      
Income Taxes [Line Items]      
Finite-Lived Intangible Asset, Useful Life 15 years    
Finite-Lived Intangible Asset, Useful Life 15 years    
Recognized in period services are performed      
Disaggregation of Revenue [Line Items]      
Net sales $ 29 $ 23 $ 17
Continuing Limited Partners      
Income Taxes [Line Items]      
Percent of realized tax benefits payable to Partners pursuant to Tax Receivable Agreements 85.00%    
v3.25.1
Summary of Significant Accounting Policies - Property and Equipment (Details)
Feb. 02, 2025
Buildings and improvements | Minimum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 5 years
Buildings and improvements | Maximum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 39 years
Transportation equipment | Minimum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 5 years
Transportation equipment | Maximum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 7 years
Furniture, fixtures and equipment | Minimum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 3 years
Furniture, fixtures and equipment | Maximum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 10 years
Capitalized software | Minimum  
Property, Plant and Equipment [Line Items]  
Estimated useful life (in years) 3 years
v3.25.1
Revenue (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Disaggregation of Revenue [Line Items]      
Total Net Sales $ 7,441 $ 6,702 $ 6,651
Pipes, valves & fittings products      
Disaggregation of Revenue [Line Items]      
Total Net Sales 5,006 4,504 4,548
Storm drainage products      
Disaggregation of Revenue [Line Items]      
Total Net Sales 1,147 985 949
Fire protection products      
Disaggregation of Revenue [Line Items]      
Total Net Sales 596 688 701
Meter products      
Disaggregation of Revenue [Line Items]      
Total Net Sales $ 692 $ 525 $ 453
v3.25.1
Acquisitions - Narrative (Details)
$ in Millions
12 Months Ended
Feb. 02, 2025
USD ($)
Jan. 28, 2024
USD ($)
Jan. 29, 2023
USD ($)
Nov. 07, 2024
branch_location
Oct. 30, 2024
branch_location
Sep. 16, 2024
branch_location
Sep. 09, 2024
branch_location
Aug. 12, 2024
branch_location
May 06, 2024
branch_location
Apr. 30, 2024
branch_location
Apr. 01, 2024
branch_location
Mar. 07, 2024
branch_location
Feb. 12, 2024
branch_location
Jan. 16, 2024
branch_location
Dec. 04, 2023
branch_location
Nov. 28, 2023
branch_location
Jul. 12, 2023
branch_location
Jul. 10, 2023
branch_location
Apr. 17, 2023
branch_location
Mar. 06, 2023
branch_location
Dec. 05, 2022
branch_location
Oct. 10, 2022
branch_location
Oct. 03, 2022
branch_location
Aug. 08, 2022
branch_location
Jun. 28, 2022
branch_location
May 02, 2022
branch_location
Mar. 21, 2022
branch_location
Business Acquisition [Line Items]                                                      
Transaction value | $ $ 769 $ 244 $ 124                                                
Goodwill expected to be tax deductible | $ 260 $ 11 $ 21                                                
ARGCO Northeast LLC                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired       1                                              
Eastcom Associates, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired         1                                            
Green Equipment Company                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired           1                                          
Trumbull Industries & Manufacturing, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                             3        
GroGreen Solutions Georgia, LLC                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired             4                                        
HM Pipe Products LP                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired               2                                      
Geothermal Supply Company Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                 1                                    
EGW Utilities Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                   1                                  
ACF West Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                     6                                
Dana Kepner Company LLC                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                       21                              
Net working capital purchase price allocation | $ $ 90                                                    
Eastern Supply Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                         2                            
Lee Supply Company, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                           4                          
Granite Water Works, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                             1                        
Enviroscape Erosion Control Materials Ltd.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                               1                      
J.W. D’Angelo Co.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                 3                    
Foster Supply Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                   7                  
Midwest Pipe Supply Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                     1                
Landscape & Construction Supplies LLC                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                       2              
Lanier Municipal Supply Co. Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                         4            
Distributors, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                           1          
Inland Water Works Supply, Co.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                               1      
Earthsavers Erosion Control, LLC                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                                 3    
Lock City Supply, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                                   1  
Dodson Engineered Products, Inc.                                                      
Business Acquisition [Line Items]                                                      
Number of branch locations acquired                                                     1
v3.25.1
Acquisitions - Allocation of Transaction Price (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Jul. 12, 2023
Jan. 29, 2023
Allocation of transaction price        
Cash $ 31 $ 5   $ 0
Receivables 96 48   22
Inventories 113 52   44
Intangible assets 284 107   43
Goodwill 336 26   21
Property, plant and equipment 16 35   7
Operating lease right-of-use assets 22 8   5
Other assets, current and non-current 2 4   4
Total assets acquired 900 285   146
Accounts payable 44 13   11
Deferred income taxes 41 8 $ 41 0
Operating lease liabilities, current and non-current 22 8   5
Deferred consideration 14 12   3
Other liabilities, current and non-current 6 7   0
Net assets acquired 773 237   127
Business Acquisition [Line Items]        
Goodwill 336 26   21
Intangible assets 284 107   43
Cash 31 5   0
Property, plant and equipment 16 35   7
Deferred income taxes 41 $ 8 $ 41 $ 0
Dana Kepner Company LLC        
Allocation of transaction price        
Cash 29      
Intangible assets 184      
Goodwill 262      
Property, plant and equipment 8      
Deferred income taxes 36      
Business Acquisition [Line Items]        
Goodwill 262      
Intangible assets 184      
Net working capital purchase price allocation 90      
Cash 29      
Property, plant and equipment 8      
Deferred income taxes $ 36      
v3.25.1
Acquisitions - Total Consideration and Net Assets Acquired (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]      
Net assets acquired $ 773 $ 237 $ 127
Plus: Working capital adjustment (1) (1) 1
Less: Cash acquired in acquisition 31 5 0
Total consideration, net of cash; investing cash outflow $ 741 $ 231 $ 128
v3.25.1
Acquisitions - Pro Forma Financial Information (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Pro forma financial information    
Net sales $ 7,470 $ 7,034
Net income $ 435 $ 519
v3.25.1
Acquisitions - Intangible Assets (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Customer relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset Amount $ 279 $ 106 $ 43
Weighted Average Amortization Period 10 years 10 years 10 years
Weighted Average Discount Rate 13.50% 16.00% 15.60%
Weighted Average Attrition Rate 12.50% 13.20% 12.10%
Trademarks      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset Amount $ 5 $ 1  
Weighted Average Amortization Period 5 years 2 years  
Weighted Average Discount Rate 13.60% 15.50%  
Dana Kepner Company LLC | Customer relationships      
Acquired Finite-Lived Intangible Assets [Line Items]      
Intangible Asset Amount $ 181    
Weighted Average Amortization Period 10 years    
Weighted Average Discount Rate 13.00%    
Weighted Average Attrition Rate 12.50%    
v3.25.1
Goodwill and Intangible Assets - Goodwill Balance (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Goodwill:      
Gross Goodwill $ 1,898 $ 1,561  
Accumulated Impairment 0 0  
Net Goodwill $ 1,898 $ 1,561 $ 1,535
v3.25.1
Goodwill and Intangible Assets - Goodwill Rollforward (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Goodwill changes:    
Goodwill, beginning balance $ 1,561 $ 1,535
Goodwill acquired during the year 336 25
Goodwill adjusted during the year 1 1
Goodwill, ending balance $ 1,898 $ 1,561
v3.25.1
Goodwill and Intangible Assets - Narrative (Details) - USD ($)
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Goodwill and Intangible Assets Disclosure [Abstract]      
Goodwill impairment $ 0 $ 0 $ 0
Intangible asset impairments $ 0 $ 0 $ 0
v3.25.1
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Intangible assets, net:    
Gross Intangible $ 1,808 $ 1,506
Accumulated Amortization 873 722
Net Intangible 935 784
Customer relationships    
Intangible assets, net:    
Gross Intangible 1,775 1,496
Accumulated Amortization 868 718
Net Intangible 907 778
Other intangible assets    
Intangible assets, net:    
Gross Intangible 10 6
Accumulated Amortization 5 4
Net Intangible 5 2
Computer Software, Intangible Asset    
Intangible assets, net:    
Gross Intangible 23 4
Accumulated Amortization 0 0
Net Intangible $ 23 $ 4
v3.25.1
Goodwill and Intangible Assets - Amortization Expense Related to Intangible Assets (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Amortization expense related to intangible assets:      
Amortization expense $ 151 $ 122 $ 120
v3.25.1
Goodwill and Intangible Assets - Estimated Aggregate Amortization Expense (Details)
$ in Millions
Feb. 02, 2025
USD ($)
Estimated prospective aggregate amortization expense:  
Fiscal 2025 $ 148
Fiscal 2026 138
Fiscal 2027 129
Fiscal 2028 120
Fiscal 2029 $ 106
v3.25.1
Debt - Summary of Debt (Details) - USD ($)
2 Months Ended 4 Months Ended 8 Months Ended 10 Months Ended 12 Months Ended
Feb. 02, 2025
May 20, 2024
Feb. 02, 2025
Dec. 16, 2024
Feb. 02, 2025
Jul. 27, 2025
Dec. 17, 2024
Jan. 28, 2024
Debt Instrument [Line Items]                
Long-term debt, Principal $ 2,259,000,000   $ 2,259,000,000   $ 2,259,000,000     $ 1,878,000,000
Long-term Debt 2,283,000,000   2,283,000,000   2,283,000,000     1,893,000,000
Unamortized Discount and Debt Issuance Costs 22,000,000   22,000,000   22,000,000     15,000,000
Interest rate swap 2 | Cash flow                
Debt Instrument [Line Items]                
Notional amount 800,000,000   800,000,000   800,000,000      
Forecast | Interest rate swap 2 | Cash flow                
Debt Instrument [Line Items]                
Notional amount           $ 700,000,000    
Term loan                
Debt Instrument [Line Items]                
Current maturities of long-term debt, Principal 24,000,000   24,000,000   24,000,000     15,000,000
Senior Term Loan due July 2028 | Term loan                
Debt Instrument [Line Items]                
Current maturities of long-term debt, Principal 15,000,000   15,000,000   15,000,000     15,000,000
Long-term debt, Principal 1,233,000,000   1,233,000,000   1,233,000,000     1,448,000,000
Unamortized Discount and Debt Issuance Costs $ 12,000,000   $ 12,000,000   $ 12,000,000     15,000,000
Applicable margin (percent)   2.60% 2.00%   2.00%      
Weighted average interest rate (percent) 6.31%   6.31%   6.31%      
Debt covenant, consolidated secured coverage ratio 3.25   3.25   3.25      
SOFR floor (percent)         0.00%      
Senior Term Loan due July 2028 | Term loan | Federal funds rate, base rate                
Debt Instrument [Line Items]                
Applicable margin (percent)         0.50%      
Senior ABL Credit Facility due February 2029 | Revolving Credit Facility                
Debt Instrument [Line Items]                
Long-term debt, Principal $ 93,000,000   $ 93,000,000   $ 93,000,000     430,000,000
Unamortized Discount and Debt Issuance Costs 0   0   0     0
Senior Term Loan due February 2031 | Term loan                
Debt Instrument [Line Items]                
Current maturities of long-term debt, Principal 9,000,000   9,000,000   9,000,000     0
Long-term debt, Principal 933,000,000   933,000,000   933,000,000     0
Unamortized Discount and Debt Issuance Costs $ 10,000,000   $ 10,000,000   $ 10,000,000     $ 0
Applicable margin (percent) 2.00%     2.25% 2.00%      
Weighted average interest rate (percent) 6.31%   6.31%   6.31%      
SOFR floor (percent)         0.00%      
Debt Insturment, Increase In Loan Borrowings             $ 200,000,000  
Senior Term Loan due February 2031 | Term loan | Base Rate Component, Addition To Prime, SOFR, Federal Funds Rate                
Debt Instrument [Line Items]                
Applicable margin (percent)         1.00%      
Senior ABL Credit Facility Due February 2029 | Revolving Credit Facility                
Debt Instrument [Line Items]                
Debt covenant, consolidated fixed charge coverage ratio 1.00   1.00   1.00      
Debt covenant, threshold percentage of borrowing base or aggregate effective commitments for fixed charge coverage ratio 10.00%   10.00%   10.00%      
Revolving Credit Facility | Term loan                
Debt Instrument [Line Items]                
Weighted average interest rate (percent) 7.75%   7.75%   7.75%      
v3.25.1
Debt Transactions and Obligations Narrative (Details) - USD ($)
2 Months Ended 4 Months Ended 6 Months Ended 8 Months Ended 10 Months Ended 12 Months Ended
Feb. 02, 2025
May 20, 2024
Jan. 30, 2022
Feb. 02, 2025
Dec. 16, 2024
Feb. 02, 2025
Dec. 17, 2024
Feb. 09, 2024
Jan. 28, 2024
Jul. 29, 2022
Senior ABL Credit Facility Due February 2029 | Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Aggregate commitments                   $ 1,250,000,000
Fee on unfunded commitments (percent)           0.25%        
Amount outstanding $ 93,000,000     $ 93,000,000   $ 93,000,000     $ 430,000,000  
Debt covenant, consolidated fixed charge coverage ratio 1.00     1.00   1.00        
Debt covenant, threshold percentage of borrowing base or aggregate effective commitments for fixed charge coverage ratio 10.00%     10.00%   10.00%        
Alternate base rate | Minimum | Senior ABL Credit Facility Due February 2029 | Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           0.25%        
Alternate base rate | Maximum | Senior ABL Credit Facility Due February 2029 | Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           0.75%        
Secured overnight financing rate (SOFR) | Minimum | Senior ABL Credit Facility Due February 2029 | Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           1.25%        
Secured overnight financing rate (SOFR) | Maximum | Senior ABL Credit Facility Due February 2029 | Revolving Credit Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           1.75%        
Term loan | Senior Term Loan Facility                    
Debt Instrument [Line Items]                    
Aggregate principal amount $ 1,500,000,000     $ 1,500,000,000   $ 1,500,000,000        
Periodic payment as a percentage of original principal     0.25%              
Applicable margin (percent)   2.60%   2.00%   2.00%        
Weighted average interest rate (percent) 6.31%     6.31%   6.31%        
Debt covenant, consolidated secured coverage ratio 3.25     3.25   3.25        
Term loan | Senior Term Loan Facility | Level 2                    
Debt Instrument [Line Items]                    
Fair value of debt $ 1,254,000,000     $ 1,254,000,000   $ 1,254,000,000        
Term loan | Senior Term Loan due February 2031                    
Debt Instrument [Line Items]                    
Aggregate principal amount             $ 944,000,000 $ 750,000,000    
Periodic payment as a percentage of original principal           0.25%        
Applicable margin (percent) 2.00%       2.25% 2.00%        
Weighted average interest rate (percent) 6.31%     6.31%   6.31%        
Term loan | Senior Term Loan due February 2031 | Level 2                    
Debt Instrument [Line Items]                    
Fair value of debt $ 946,000,000     $ 946,000,000   $ 946,000,000        
Term loan | Federal funds rate, base rate | Senior Term Loan Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           0.50%        
Term loan | SOFR, base rate | Senior Term Loan Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           1.00%        
Term loan | Base rate, margin | Senior Term Loan Facility                    
Debt Instrument [Line Items]                    
Applicable margin (percent)           1.50%        
v3.25.1
Debt - Aggregate Future Debt Payments (Details)
$ in Millions
Feb. 02, 2025
USD ($)
Aggregate future debt payments  
Fiscal 2025 $ 24
Fiscal 2026 24
Fiscal 2027 24
Fiscal 2028 1,212
Fiscal 2029 $ 102
v3.25.1
Debt - Interest Rate Swaps Narrative (Details) - USD ($)
$ in Millions
4 Months Ended 8 Months Ended 12 Months Ended
May 20, 2024
Feb. 02, 2025
Feb. 02, 2025
Jul. 27, 2026
Jul. 27, 2025
Feb. 12, 2024
Jan. 28, 2024
Jul. 27, 2021
Derivative [Line Items]                
Fair value of this cash flow interest rate swap asset   $ 40 $ 40       $ 67  
Cash Flow Hedge Gain (Loss) to be Reclassified within 12 Months     $ 28          
Interest rate swap 1 | Cash flow                
Derivative [Line Items]                
Fixed interest rate (percent)   3.913% 3.913%     3.913%    
Notional amount           $ 750    
Effective fixed rate (percent)   5.913% 5.913%          
Interest rate swap 1 | Cash flow | Forecast                
Derivative [Line Items]                
Notional amount       $ 1,500        
Interest rate swap 2 | Cash flow                
Derivative [Line Items]                
Fixed interest rate (percent)   0.693% 0.693%         2.00%
Notional amount   $ 800 $ 800          
Interest rate swap 2 | Cash flow | Forecast                
Derivative [Line Items]                
Notional amount         $ 700      
Term loan | Interest rate swap 1                
Derivative [Line Items]                
Applicable margin (percent)     2.00%          
Senior Term Loan Facility | Term loan                
Derivative [Line Items]                
Effective fixed rate (percent)   2.693% 2.693%          
Applicable margin (percent) 2.60% 2.00% 2.00%          
v3.25.1
Debt - Accumulated Other Comprehensive Income (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Beginning balance $ 1,524 $ 2,410 $ 1,831
Tax benefit (expense) on interest rate swap adjustments      
Tax impact of exchange of Partnership Interests 6 1 (9)
Ending balance 1,774 1,524 2,410
Interest rate swap 2      
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Measurement adjustment gain for interest rate swap 23 21 66
Reclassification of (income) expense to interest expense (47) (42) (13)
Tax benefit (expense) on interest rate swap adjustments      
Measurement adjustment gain for interest rate swap (6) (4) (11)
Reclassification of (income) expense to interest expense 12 8 2
Tax impact of exchange of Partnership Interests 0 (5) 0
Accumulated other comprehensive loss, cash flow hedge | Interest rate swap 2      
Accumulated Other Comprehensive Income (Loss) [Line Items]      
Beginning balance 48 70 26
Tax benefit (expense) on interest rate swap adjustments      
Ending balance $ 30 $ 48 $ 70
v3.25.1
Income Taxes - Provision for Income Taxes (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Current:      
Federal $ 101 $ 98 $ 110
State 29 28 25
Total current 130 126 135
Deferred:      
Federal 11 2 (5)
State 2 0 (2)
Total deferred 13 2 (7)
Total provision $ 143 $ 128 $ 128
v3.25.1
Income Taxes - Reconciliation of Tax Provision (Details)
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Reconciliation of Tax Provision      
Income taxes at federal statutory rate 21.00% 21.00% 21.00%
State income taxes 4.50% 3.50% 3.20%
Partnership income not subject to U.S. tax (0.80%) (5.00%) (6.30%)
Corporate subsidiary tax 0.00% (0.30%) 0.10%
Permanent differences 0.30% 0.40% 0.30%
Other (0.20%) (0.20%) (0.20%)
Total provision 24.80% 19.40% 18.10%
v3.25.1
Income Taxes - Narrative (Details) - USD ($)
Jan. 30, 2022
Feb. 02, 2025
Jan. 28, 2024
Jul. 12, 2023
Jan. 29, 2023
Jan. 27, 2023
Income Taxes [Line Items]            
Valuation allowance against deferred tax assets   $ 0        
Percent of realized tax benefits payable to Partners pursuant to Tax Receivable Agreements   85.00%        
Pro forma tax rate per agreements (percent)   25.10%        
Deferred tax assets associated with partnership investment in Holdings   $ 503,000,000 $ 489,000,000      
Recognition of deferred tax liabilities as part of purchase price allocation   41,000,000 8,000,000 $ 41,000,000 $ 0  
Acquisition-related deferred tax liabilities   87,000,000 48,000,000      
Other current liabilities   90,000,000 94,000,000      
Unrecognized tax benefits   0 0      
Former Limited Partners            
Income Taxes [Line Items]            
Tax benefit arrangement payable   725,000,000 $ 717,000,000      
Former Limited Partners            
Income Taxes [Line Items]            
Other current liabilities   $ 19,000,000        
Continuing Limited Partners            
Income Taxes [Line Items]            
Percent of realized tax benefits payable to Partners pursuant to Tax Receivable Agreements   85.00%        
Estimated deferred tax asset target per agreement   $ 131,000,000        
Estimated tax liability per agreement   $ 111,000,000        
Estimated decrease in deferred tax asset due to exchange of Partnership Interests $ 5,000,000          
Class A common stock            
Income Taxes [Line Items]            
Closing stock price (in dollars per share)           $ 56.44
v3.25.1
Income Taxes - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Deferred Tax Assets:    
Basis difference in partnership investments of Core & Main, Inc. $ 503 $ 489
Imputed interest on Tax Receivable Agreements 49 48
Intangibles 4 5
Other 2 0
Deferred Tax Liabilities:    
Basis difference in partnership investments of Core & Main Buyer, Inc. $ (87) $ (48)
v3.25.1
Leases - Operating Lease Costs (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Leases [Abstract]      
Operating lease cost $ 98 $ 80 $ 69
v3.25.1
Leases - Future Aggregate Rental Payments (Details)
$ in Millions
Feb. 02, 2025
USD ($)
Future aggregate rental payments under non-cancelable operating leases  
Fiscal 2025 $ 78
Fiscal 2026 66
Fiscal 2027 52
Fiscal 2028 34
Fiscal 2029 19
Thereafter 26
Total minimum lease payments 275
Less: present value discount (30)
Present value of lease liabilities $ 245
v3.25.1
Leases - Lease Term and Discount Rate (Details)
Feb. 02, 2025
Jan. 28, 2024
Leases [Abstract]    
Weighted average remaining lease term (years) 3 years 10 months 24 days 4 years
Weighted average discount rate 5.80% 5.30%
v3.25.1
Leases - Cash and Non-cash Impacts Associated with Leases (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Leases [Abstract]      
Operating cash flow payments for operating lease liabilities $ 64 $ 54 $ 50
Operating cash flow payments for non-lease components 34 26 19
Right-of-use assets obtained in exchange for new operating lease liabilities $ 93 $ 65 $ 68
v3.25.1
Commitments and Contingencies (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Commitments and Contingencies Disclosure [Abstract]    
Purchase obligations $ 1,225  
Self-insurance liabilities $ 29 $ 28
v3.25.1
Supplemental Balance Sheet Information - Receivables (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Total Receivables, net    
Trade receivables, net of allowance for credit losses $ 986 $ 888
Supplier rebate receivables 80 85
Receivables, net of allowance for credit losses $ 1,066 $ 973
v3.25.1
Supplemental Balance Sheet Information - Property, Plant and Equipment (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Property and Equipment, net    
Property, plant and equipment, gross $ 336 $ 285
Less accumulated depreciation and amortization (168) (134)
Property, plant and equipment, net 168 151
Land    
Property and Equipment, net    
Property, plant and equipment, gross 38 38
Buildings and improvements    
Property and Equipment, net    
Property, plant and equipment, gross 85 80
Transportation equipment    
Property and Equipment, net    
Property, plant and equipment, gross 55 41
Furniture, fixtures and equipment    
Property and Equipment, net    
Property, plant and equipment, gross 122 98
Capitalized software    
Property and Equipment, net    
Property, plant and equipment, gross 26 23
Construction in progress    
Property and Equipment, net    
Property, plant and equipment, gross $ 10 $ 5
v3.25.1
Supplemental Balance Sheet Information - Depreciation Expense (Details) - USD ($)
$ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Depreciation expense related to property and equipment, including capitalized software      
Depreciation expense $ 35 $ 27 $ 23
v3.25.1
Supplemental Balance Sheet Information - Accrued Compensation and Benefits (Details) - USD ($)
$ in Millions
Feb. 02, 2025
Jan. 28, 2024
Accrued Compensation and Benefits    
Accrued bonuses and commissions $ 91 $ 82
Other compensation and benefits 32 24
Accrued compensation and benefits $ 123 $ 106
v3.25.1
Non-controlling Interests (Details) - Holdings - shares
12 Months Ended
Jan. 28, 2024
Jan. 29, 2023
Jan. 30, 2022
Feb. 02, 2025
Jan. 28, 2024
Partnership Interests          
Partnership Interests (in units) 200,906,884 245,236,634   197,529,664 200,906,884
Retirement of Partnership Interests (in units)       (3,974,820) (45,000,000)
Issuance of Partnership Interests (in units)       443,089 346,977
Exchange of Partnership Interests (in units)       (10,103) (48,019)
Vesting of Partnership Interests (in units)       164,614 371,292
Ownership Percentage          
Ownership Percentage 100.00% 100.00% 100.00%    
Retirement of Partnership interests (percent)       0.00% 0.00%
Issuance of Partnership Interests (percent)       0.00% 0.00%
Exchange of Partnership Interests (percent)       0.00% 0.00%
Vesting of Partnership Interests (percent)       0.00% 0.00%
Core & Main          
Partnership Interests          
Partnership Interests (in units) 191,663,608 172,765,161   189,815,899 191,663,608
Retirement of Partnership Interests (in units)       (3,974,820) (28,131,551)
Issuance of Partnership Interests (in units)       443,089 346,977
Exchange of Partnership Interests (in units)       1,684,022 46,683,021
Vesting of Partnership Interests (in units)       0 0
Ownership Percentage          
Ownership Percentage 96.10% 95.40% 70.40%    
Retirement of Partnership interests (percent)       0.10% (1.80%)
Issuance of Partnership Interests (percent)       0.00% 0.10%
Exchange of Partnership Interests (percent)       0.90% 23.20%
Vesting of Partnership Interests (percent)       (0.10%) (0.10%)
Continuing Limited Partners          
Partnership Interests          
Partnership Interests (in units) 9,243,276 72,471,473   7,713,765 9,243,276
Retirement of Partnership Interests (in units)       0 (16,868,449)
Issuance of Partnership Interests (in units)       0 0
Exchange of Partnership Interests (in units)       (1,694,125) (46,731,040)
Vesting of Partnership Interests (in units)       164,614 371,292
Ownership Percentage          
Ownership Percentage 3.90% 4.60% 29.60%    
Retirement of Partnership interests (percent)       0.10% (1.80%)
Issuance of Partnership Interests (percent)       0.00% (0.10%)
Exchange of Partnership Interests (percent)       (0.90%) (23.20%)
Vesting of Partnership Interests (percent)       0.10% 0.10%
v3.25.1
Basic and Diluted Earnings Per Share - Narrative (Details)
12 Months Ended
Feb. 02, 2025
USD ($)
shares
Earnings Per Share [Abstract]  
Preferred dividends | $ $ 0
Preferred stock outstanding (in shares) | shares 0
v3.25.1
Basic and Diluted Earnings Per Share - Calculation (Details) - USD ($)
$ / shares in Units, $ in Millions
6 Months Ended 12 Months Ended
Jan. 30, 2022
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Basic earnings per share:        
Net income $ 581 $ 434 $ 531 $ 581
Net income attributable to non-controlling interests 215 23 160  
Net income available to Class A common stock $ 366 $ 411 $ 371  
Weighted average shares outstanding - basic 169,482,199 191,617,275 172,839,836  
Net income per share - basic (in dollars per share) $ 2.16 $ 2.14 $ 2.15  
Diluted earnings per share:        
Net income available to common shareholders - basic $ 366 $ 411 $ 371  
Increase to net income attributable to dilutive instruments 159 18 118  
Net income available to common shareholders - diluted $ 525 $ 429 $ 489  
Weighted average shares outstanding - basic 169,482,199 191,617,275 172,839,836  
Incremental shares of common stock attributable to dilutive instruments 76,734,805 9,825,475 54,978,241  
Weighted average shares outstanding - diluted 246,217,004 201,442,750 227,818,077  
Net income per share - diluted (in dollars per share) $ 2.13 $ 2.13 $ 2.15  
v3.25.1
Equity-Based Compensation - Partnership Interests Activity (Details) - Partnership Interests
shares in Thousands
12 Months Ended
Feb. 02, 2025
$ / shares
shares
Number of Shares  
Outstanding, beginning (in shares) | shares 8,669
Repurchases (in shares) | shares (1,546)
Outstanding, ending (in shares) | shares 7,123
Weighted Average Benchmark Price  
Outstanding, beginning (in dollars per share) | $ / shares $ 0
Repurchases (in dollars per share) | $ / shares 0
Outstanding, ending (in dollars per share) | $ / shares $ 0
v3.25.1
Equity-Based Compensation - Non-vested Partnership Interests (Details) - Partnership Interests
shares in Thousands
12 Months Ended
Feb. 02, 2025
$ / shares
shares
Number of Shares  
Non-vested, beginning (in shares) | shares 387
Vested (in shares) | shares (165)
Non-vested, ending (in shares) | shares 222
Non-vested, Weighted Average Benchmark Price  
Nonvested, beginning (in dollars per share) | $ / shares $ 0
Vested (in dollars per share) | $ / shares 0
Nonvested, ending (in dollars per share) | $ / shares $ 0
v3.25.1
Equity-Based Compensation - Weighted-Average Valuation Assumptions (Details) - Share-Based Payment Arrangement, Option - $ / shares
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Weighted-average assumptions      
Risk-free interest rate 4.04% 3.87% 1.85%
Risk-free interest rate 1.00% 2.00% 0.00%
Expected volatility factor 36.50% 40.00% 40.00%
Expected life in years 6 years 6 years 6 years
Weighted-average fair value of award granted (in dollars per share) $ 19.15 $ 8.06 $ 8.55
v3.25.1
Equity-Based Compensation - Stock Appreciation Rights Activity (Details) - Stock appreciation rights - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions
6 Months Ended 12 Months Ended
Jul. 22, 2021
Feb. 02, 2025
Number of Shares    
Outstanding, beginning (in shares)   332
Granted (in shares) (160)  
Outstanding, ending (in shares)   172
Weighted Average Benchmark Price    
Outstanding, beginning (in dollars per share)   $ 5.28
Granted (in dollars per share)   4.46
Outstanding, ending (in dollars per share)   $ 6.03
Stock appreciation rights, exercisable (in shares)   109
Stock appreciation rights, exercisable, weighted average exercise price   $ 4.59
Stock appreciation rights, aggregate intrinsic value, outstanding   $ 9
Stock appreciation rights, exercisable, aggregate intrinsic value   $ 6
v3.25.1
Equity-Based Compensation - Restricted Stock Unit Activity (Details) - Restricted stock units
shares in Thousands
12 Months Ended
Feb. 02, 2025
$ / shares
shares
Number of Shares  
Non-vested, beginning (in shares) | shares 359
Granted (in shares) | shares 123
Vested (in shares) | shares (162)
Forfeitures (in shares) | shares (3)
Non-vested, ending (in shares) | shares 317
Weighted Average Grant Date Fair Value  
Beginning balance (in dollars per share) | $ / shares $ 23.10
Granted (in dollars per share) | $ / shares 50.28
Distributed (in dollars per share) | $ / shares 23.83
Forfeited (in dollars per share) | $ / shares 32.92
Ending balance (in dollars per share) | $ / shares $ 33.23
v3.25.1
Equity-Based Compensation - Stock Options Activity (Details) - Share-Based Payment Arrangement, Option
$ / shares in Units, $ in Millions
12 Months Ended
Feb. 02, 2025
USD ($)
$ / shares
shares
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Nonvested, Number of Shares [Roll Forward]  
Nonvested, beginning (in shares) | shares 1,720,000
Granted (in shares) | shares 512,000
Exercised (in shares) | shares (135,000)
Forfeitures (in shares) | shares (4,000)
Nonvested, ending (in shares) | shares 2,093,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]  
Outstanding, beginning (in dollars per share) | $ / shares $ 21.54
Granted (in dollars per share) | $ / shares 50.32
Exercised (in dollars per share) | $ / shares 21.36
Forfeitures (in dollars per share) | $ / shares 36.11
Outstanding, ending (in dollars per share) | $ / shares $ 28.56
Outstanding, weighted average remaining contractual term 8 years
Outstanding, aggregate intrinsic value | $ $ 58
Exercisable (in shares) | shares 698,000
Exercisable (in dollars per share) | $ / shares $ 21.32
Exercisable, weighted average remaining contractual term 7 years 6 months
Exercisable, aggregate Intrinsic value | $ $ 25
Vesting period (in years) 3 years
Expiration period (in years) 10 years
v3.25.1
Equity-Based Compensation - Narrative (Details) - USD ($)
$ / shares in Units, $ in Millions
12 Months Ended
Feb. 02, 2025
Jan. 28, 2024
Jan. 29, 2023
Jul. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Share based compensation expense $ 14 $ 10 $ 11  
Unrecognized share based compensation $ 15      
Expected weighted-average period for recognition (in years) 10 months 24 days      
Matching contributions $ 14 12 $ 11  
Restricted stock units        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Vesting period (in years) 3 years      
Granted (in shares) 123,000      
Weighted-average fair value of award granted (in dollars per share) $ 50.28      
Partnership Interests        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Contractual term ten      
Employee Stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Repurchase and retirement of equity interests $ 4 $ 3    
Class A common stock | Employee Stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Granted (in shares) 92,000 108,000    
Weighted-average fair value of award granted (in dollars per share) $ 47.41 $ 33.28    
Omnibus Incentive Plan | Class A common stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares reserved and available for future issuance       12,600,000
Omnibus Incentive Plan | Class A common stock | Stock appreciation rights        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares reserved and available for future issuance       634,000
Employee Stock Purchasae Plan | Class A common stock        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares reserved and available for future issuance       2,500,000
v3.25.1
Related Parties (Details)
$ in Millions
Feb. 02, 2025
USD ($)
Continuing Limited Partners  
Related Party Transaction [Line Items]  
Receivable from affiliates $ 15