Dillard's 2014 Annual Report Download - page 33

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28
Company repurchased 2.3 million shares for $250.0 million at an average price of $107.44 per share, which completed the
authorization under the November 2013 Stock Plan.
In March 2013, the Company's Board of Directors authorized the Company to repurchase up to $250 million of the
Company's Class A Common Stock under an open-ended plan ("March 2013 Stock Plan"). During fiscal 2013, the Company
repurchased 2.7 million shares for $209.6 million at an average price of $77.93 per share. During fiscal 2014, the Company
repurchased 0.5 million shares for $40.4 million at an average price of $89.04 per share, which completed the authorization
under the March 2013 Stock Plan.
In February 2012, the Company's Board of Directors authorized the Company to repurchase up to $250 million of the
Company's Class A Common Stock under an open-ended plan ("2012 Stock Plan"). During fiscal 2012, the Company
repurchased 2.4 million shares for $158.0 million at an average price of $66.39 per share. During fiscal 2013, the Company
repurchased 1.2 million shares for $92.0 million at an average price of $79.14 per share, which completed the authorization
under the 2012 Stock Plan.
In May 2011, the Company's Board of Directors authorized the Company to repurchase up to $250 million of the
Company's Class A Common Stock under an open-ended plan ("May 2011 Stock Plan"). During fiscal 2012, the Company
repurchased 439 thousand shares for $27.5 million at an average price of $62.71 per share, which completed the authorization
under the May 2011 Stock Plan.
The ultimate disposition of the repurchased stock has not been determined.
Revolving Credit Agreement. At January 31, 2015, the Company maintained a $1.0 billion revolving credit facility
("credit agreement") with J. P. Morgan Securities LLC ("JPMorgan") and Wells Fargo Capital Finance, LLC as the lead agents
for various banks, secured by the inventory of Dillard's, Inc. operating subsidiaries. The credit agreement expires July 1, 2018.
Borrowings under the credit agreement accrue interest at either JPMorgan's Base Rate or LIBOR plus 1.5% (1.67% at
January 31, 2015) subject to certain availability thresholds as defined in the credit agreement.
Limited to 90% of the inventory of certain Company subsidiaries, availability for borrowings and letter of credit
obligations under the credit agreement was $932.2 million at January 31, 2015. No borrowings were outstanding at January 31,
2015. Letters of credit totaling $28.1 million were issued under this credit agreement leaving unutilized availability under the
facility of approximately $904 million at January 31, 2015. There are no financial covenant requirements under the credit
agreement provided that availability for borrowings and letters of credit exceeds $100 million. The Company pays an annual
commitment fee to the banks of 0.25% of the committed amount less outstanding borrowings and letters of credit. The
Company had weighted-average borrowings of $13.1 million and $45.5 million during fiscal 2014 and 2013, respectively.
Peak borrowings under the credit facility were approximately $140 million during fiscal 2014. The Company expects
peak borrowings to remain below that level during fiscal 2015.
Long-term Debt. At January 31, 2015, the Company had $614.8 million of long-term debt, comprised of unsecured
notes. The unsecured notes bear interest at rates ranging from 6.625% to 7.875% with due dates from fiscal 2017 through fiscal
2028.
During fiscal 2014, the Company reduced its net level of outstanding debt and capital leases by $0.8 million compared to
a reduction of $1.7 million in fiscal 2013. No debt matured during fiscal 2014 or 2013.
Long-term debt maturities over the next five years are (in millions):
Fiscal Year
Long-Term Debt
Maturities
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $—
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 87.2
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 161.0
2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Subordinated Debentures. As of January 31, 2015, the Company had $200 million outstanding of its 7.5%
subordinated debentures due August 1, 2038. All of these subordinated debentures were held by Dillard's Capital Trust I, a
100% owned, unconsolidated finance subsidiary of the Company. The Company has the right to defer the payment of interest