Abercrombie & Fitch 2014 Annual Report Download - page 33

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33
Loan Facility were used to repay the outstanding balance of approximately $127.5 million under the Company's 2012 term loan
agreement, to repay outstanding borrowings of approximately $60 million under the Company's 2011 credit agreement and to pay
fees and expenses associated with the transaction.
Maturity, Amortization, Prepayments and Interest
The ABL Facility will mature on August 7, 2019. The Term Loan Facility will mature on August 7, 2021 and amortizes at a rate
equal to 0.25% of the original principal amount per quarter, beginning with the fourth quarter of Fiscal 2014. The Term Loan
Facility is subject to (a) beginning in 2016, an annual mandatory prepayment in an amount equal to 0% to 50% of the Company's
excess cash flows in the preceding fiscal year, depending on the Company's leverage ratio and (b) certain other mandatory
prepayments upon receipt by the Company of proceeds of certain debt issuances, asset sales and casualty events, subject to certain
exceptions specified therein, including reinvestment rights. The interest rate on borrowings under the Term Loan Facility was
4.75% as of January 31, 2015. The gross amount outstanding under the Term Loan Facility was $299.3 million as of January 31,
2015.
The Company's credit facilities are described in Note 12, "BORROWINGS" of the Notes to the Consolidated Financial Statements
included in "ITEM 8. FINANCIAL STATEMENT AND SUPPLEMENTARY DATA," of this Annual Report on Form 10-K.
Operating Activities
Net cash provided by operating activities was $312.5 million for Fiscal 2014 compared to $175.5 million for Fiscal 2013 and
$684.2 million for Fiscal 2012. The increase in net cash provided by operating activities from Fiscal 2013 was primarily driven
by changes in inventory and accounts payable and accrued expenses. The decrease in net cash provided by operating activities in
Fiscal 2013 from Fiscal 2012 was primarily driven by lower net income, adjusted for non-cash items, including asset impairment
charges, and changes in inventory and income taxes.
Investing Activities
Cash outflows for investing activities in Fiscal 2014, Fiscal 2013 and Fiscal 2012 were used primarily for capital expenditures
related to new stores, store refreshes and remodels, information technology, distribution center and other home office projects.
Financing Activities
For Fiscal 2014, cash outflows for financing activities consisted primarily of the repurchase of A&F's Common Stock of $285.0
million, the repayment of borrowings of $195.8 million and the payment of dividends of $57.4 million. For Fiscal 2013, cash
outflows for financing activities consisted primarily of the repurchase of A&F's Common Stock of $115.8 million, the payment
of dividends of $61.9 million and the repayment of borrowings of $15.0 million. For Fiscal 2012, cash outflows for financing
activities consisted primarily of the repurchase of A&F’s Common Stock of $321.7 million, the repayment of borrowings of $135.0
million and the payment of dividends of $57.6 million. For Fiscal 2014, Fiscal 2013, and Fiscal 2012, cash inflows from financing
activities consisted primarily of proceeds from borrowings of $357.0 million, $150.0 million and $135.0 million, respectively.
During Fiscal 2014, A&F repurchased approximately 7.3 million shares of A&F’s Common Stock, of which approximately 3.5
million shares with a market value of approximately $135.0 million were purchased in the open market and approximately 3.8
million shares with an aggregate cost of $150.0 million were purchased pursuant to an accelerated share repurchase agreement.
During Fiscal 2013, A&F repurchased approximately 2.4 million shares of A&F's Common Stock in the open market with a market
value of $115.8 million. During Fiscal 2012, A&F repurchased approximately 7.5 million shares of A&F’s Common Stock in the
open market with a market value of $321.7 million. Repurchase of A&F's Common Stock were made pursuant to the A&F Board
of Directors' authorizations.
As of January 31, 2015, A&F had approximately 9.0 million remaining shares available for repurchase as part of the A&F Board
of Directors’ previously approved authorization.
Future Cash Requirements and Sources of Cash
Over the next 12 months, the Company’s primary cash requirements will be to fund operating activities, including the acquisition
of inventory, and obligations related to compensation, leases, taxes and other operating activities, as well as to fund capital
expenditures and quarterly dividends to stockholders subject to approval by the Company's Board of Directors. The Company has
availability under the ABL Facility as a source of additional funding.