Barnes and Noble 2012 Annual Report Download - page 23

Agreement contains covenants that limit, among other
things, the Company’s ability to incur indebtedness, create
liens, make investments, make restricted payments, merge
or acquire assets, and contains default provisions that
are typical for this type of fi nancing, among other things.
Proceeds from the  Amended Credit Facility are used
for general corporate purposes, including seasonal working
capital needs.
As a result of the  Amended Credit Agreement, .
million of deferred fi nancing fees related to the 
Credit Facility were written off in fi scal , and included
in net interest expenses. The remaining unamortized
deferred costs of . million and new charges of .
million relating to the Company’s  Amended Credit
Facility were deferred and are being amortized over the
fi ve-year term of the  Amended Credit Facility.
On September , , the Company had entered into the
 Credit Agreement under which the lenders commit-
ted to provide up to . billion in commitments under
a four-year asset-backed revolving credit facility (the
 Credit Facility) and which was secured by eligible
inventory and accounts receivable and related assets.
Borrowings under the  Credit Agreement were limited
to a specifi ed percentage of eligible inventories, accounts
receivable and accrued interest, at the election of the
Company, at Base Rate or LIBO Rate, plus, in each case, an
Applicable Margin (each term as defi ned in the  Credit
Agreement). In addition, the Company had the option
to request the increase in commitments under the 
Credit Agreement by up to . million subject to certain
restrictions.
Selected information related to the Company’s 
Amended Credit Facility,  Amended Credit Facility and
 Credit Facility (in thousands):
Fiscal 2012 Fiscal 2011 Fiscal 2010
Credit facility at period end $ 324,200 313,100 260,400
Average balance outstanding
during the period $ 306,038 338,971 107,504
Maximum borrowings
outstanding during the period $ 582,000 622,800 512,500
Weighted average interest
rate during the period 3.34% 4.30% 4.38%
Interest rate at end of period 3.32% 5.13% 4.13%
Fees expensed with respect to the unused portion of
the  Amended Credit Facility,  Amended Credit
Facility and  Credit Facility were . million,
. million and . million during fi scal , fi scal
 and fi scal , respectively.
The Company has no agreements to maintain compensat-
ing balances.
Capital Investment
Capital expenditures were . million, . million
and . million during fi scal , fi scal  and fi scal
, respectively. Capital expenditures planned for fi scal
 primarily relate to the Company’s digital initiatives,
buildout of its Palo Alto facilities, new stores, maintenance
of existing stores and system enhancements for the retail
and college stores. The capital expenditures are expected
to be approximately . million for fi scal , although
commitment to many of such expenditures has not yet been
made.
Based on planned operating levels and capital expenditures
for fi scal , management believes cash and cash equiva-
lents on hand, cash fl ows generated from operating activi-
ties, short-term vendor fi nancing and borrowing capacity
under the credit facility will be suffi cient to meet the
Company’s working capital and debt service requirements,
and support the development of its short – and long-term
strategies for at least the next  months. However, the
Company may determine to raise additional capital to sup-
port the growth of online and digital businesses.
On May , , the Company announced that its Board
of Directors authorized a stock repurchase program for the
purchase of up to . million of the Company’s com-
mon stock. The maximum dollar value of common stock
that may yet be purchased under the current program is
approximately . million as of April , .
Stock repurchases under this program may be made
through open market and privately negotiated transactions
from time to time and in such amounts as management
deems appropriate. As of April , , the Company has
repurchased ,, shares at a cost of approximately
. billion under its stock repurchase programs. The
repurchased shares are held in treasury.
On December , , the Company sold its distribution
facility located in South Brunswick, New Jersey for .
million, which resulted in a loss of . million.
2012 Annual Report 21