Neiman Marcus 2013 Annual Report Download - page 49

Table of Contents
Cash Pay Notes. We have outstanding $960.0 million aggregate principal amount of 8.00% Cash Pay Notes. Our Cash Pay Notes mature on October
15, 2021.
See Note 7 of the Notes to Consolidated Financial Statements in Item 15, which contains a further description of the terms of the Cash Pay Notes.
PIK Toggle Notes. We have outstanding $600.0 million aggregate principal amount of 8.75%/9.50% PIK Toggle Notes. Our PIK Toggle Notes
mature on October 15, 2021.
See Note 7 of the Notes to Consolidated Financial Statements in Item 15, which contains a further description of the terms of the Cash Pay Notes.
2028 Debentures. We have outstanding $125.0 million aggregate principal amount of 7.125% 2028 Debentures (the 2028 Debentures). Our 2028
Debentures mature on June 1, 2028.
See Note 7 of the Notes to Consolidated Financial Statements in Item 15, which contains a further description of the terms of the 2028 Debentures.
Interest Rate Caps. At August 2, 2014, we had outstanding floating rate debt obligations of $2,927.9 million. We have entered into interest rate cap
agreements which cap LIBOR at 2.50% for an aggregate notional amount of $1,000.0 million from December 2012 through December 2014 and at 3.00% for
an aggregate notional amount of $1,400.0 million from December 2014 through December 2016 to hedge the variability of our cash flows related to a portion
of our floating rate indebtedness. In the event LIBOR is less than the capped rate, we will pay interest at the lower LIBOR rate. In the event LIBOR is higher
than the capped rate, we will pay interest at the capped rate.
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The following table summarizes our estimated significant contractual cash obligations at August 2, 2014:

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













Contractual obligations:
Senior Secured Term Loan Facility (1)
$ 2,927,912
$ 29,426
$ 58,853
$ 58,853
$ 2,780,780
Cash Pay Notes
960,000
—
—
—
960,000
PIK Toggle Notes
600,000
—
—
—
600,000
2028 Debentures
125,000
—
—
—
125,000
Interest requirements (2)
2,021,000
262,200
550,100
618,400
590,300
Lease obligations
906,400
64,600
122,300
105,700
613,800
Minimum pension funding obligation (3)
171,200
—
13,700
48,100
109,400
Other long-term liabilities (4)
75,200
6,600
14,000
15,200
39,400
Construction and purchase commitments (5)
1,550,700
1,431,800
118,900
—
—
$ 9,337,412
$ 1,794,626
$ 877,853
$ 846,253
$ 5,818,680
(1) The above table does not reflect voluntary prepayments or future excess cash flow prepayments, if any, that may be required under the Senior
Secured Term Loan Facility.
(2) The cash obligations for interest requirements reflect (a) interest requirements on our fixed-rate debt obligations at their contractual rates, with
interest paid entirely in cash with respect to the PIK Toggle Notes, and (b) interest requirements on floating rate debt obligations at rates in effect at
August 2, 2014. Borrowings pursuant to the Senior Secured Term Loan Facility bear interest at floating rates, primarily based on LIBOR, but in no
event less than a floor rate of 1.00%, plus applicable margins. As a consequence of the LIBOR floor rate, we estimate that a 1% increase in LIBOR
would not significantly impact our annual interest requirements during fiscal year 2015.
(3) At August 2, 2014 (the most recent measurement date), our actuarially calculated projected benefit obligation for our Pension Plan was $592.9
million and the fair value of the assets was $403.0 million resulting in a net liability of $189.9 million, which is included in other long-term
liabilities at August 2, 2014. Our policy is to fund the Pension
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