Neiman Marcus 2008 Annual Report Download - page 306

at less than par, (ii) all commissions, discounts and other fees and charges owed with respect to letters of credit or bankers'
acceptances, (iii) noncash interest payments (but excluding any noncash interest expense attributable to the movement in the mark-to-
market valuation of Hedging Obligations or other derivative instruments pursuant to GAAP), (iv) the interest component of
Capitalized Lease Obligations and (v) net payments, if any, pursuant to interest rate Hedging Obligations with respect to Indebtedness,
and excluding (A) any expense resulting from the discounting of the 2028 Debentures as a result of the application of purchase
accounting in connection with the Transactions, (B) Additional Interest, (C) amortization of deferred financing fees, debt issuance
costs, commissions, fees and expenses, (D) any expensing of bridge, commitment and other financing fees, (E) commissions,
discounts, yield and other fees and charges (including any interest expense) related to any Receivables Facility and (F) any redemption
premiums paid in connection with the redemption of the 2008 Notes), plus (b) consolidated capitalized interest of such Person and its
Restricted Subsidiaries for such period, whether paid or accrued, less (c) interest income for such period. For purposes of this
definition, interest on a Capitalized Lease Obligation shall be deemed to accrue at an interest rate reasonably determined by such
Person to be the rate of interest implicit in such Capitalized Lease Obligation in accordance with GAAP.
"Consolidated Lease Expense" means for any period, all rental expenses of the Borrower and its Restricted
Subsidiaries during such period under operating leases for real or personal property (including in connection with Sale and Lease-
Back Transactions permitted hereunder), excluding real estate taxes, insurance costs and common area maintenance charges and net of
sublease income, other than (a) obligations under vehicle leases entered into in the ordinary course of business, (b) all such rental
expenses associated with assets acquired pursuant to an acquisition of a Person or business unit to the extent such rental expenses
relate to operating leases in effect at the time of (and immediately prior to) such acquisition and related to periods prior to such
acquisition and (c) all Capitalized Lease Obligations, all as determined on a consolidated basis in accordance with GAAP.
"Consolidated Leverage Ratio", with respect to any Person as of any date of determination, means the ratio of
(a) Consolidated Total Indebtedness of such Person as of the end of the most recent fiscal quarter for which internal financial
statements are available immediately preceding the date on which such event for which such calculation is being made shall occur to
(b) the aggregate amount of EBITDA of such Person for the period of the most recently ended four full consecutive fiscal quarters for
which internal financial statements are available immediately preceding the date on which such event for which such calculation is
being made shall occur, in each case with such pro forma adjustments to Consolidated Total Indebtedness and EBITDA as are
appropriate and consistent with the pro forma adjustment provisions set forth in the definition of "Fixed Charge Coverage Ratio".
"Consolidated Net Income" means, with respect to any Person for any period, the aggregate of the Net Income of
such Person and its Restricted Subsidiaries for such period, on a consolidated basis, and otherwise determined in accordance with
GAAP; provided that, without duplication:
(a) any net after-tax extraordinary, non-recurring or unusual gains or losses (less all fees and expenses relating
thereto) or expenses (including relating to severance, relocation, one-time compensation charges and the Transactions) shall
be excluded,
(b) the Net Income for such period shall not include the cumulative effect of a change in accounting principles
during such period, whether effected through a cumulative effect adjustment or a retroactive application in each case in
accordance with GAAP,
(c) any net after-tax income (loss) from disposed or discontinued operations and any net after-tax gains or losses on
disposal of disposed or discontinued operations shall be excluded,
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