FINANCE

Pier 1 amends credit agreement; closes $200 million loan

BY Dan Berthiaume

Fort Worth, Texas – Pier 1 Imports (U.S.) Inc., a subsidiary of Pier 1 Imports Inc., has completed the amendment of its $350 million senior secured revolving credit facility and syndicated and closed a previously announced $200 million seven-year senior secured term loan B.

Proceeds from the $200 million term loan are intended to be used for general corporate purposes, including, among other things, working capital needs, capital expenditures, cash dividends and repurchases of the company’s common stock.

Pier 1 Imports (U.S.), Inc., amended its $350 million secured, asset-based revolving credit facility to allow borrowings under a new term loan facility. As of April 30, 2014, Pier 1 had no cash borrowings under the revolving credit facility and $43.0 million in outstanding letters of credit.

Pier 1 Imports (U.S.) Inc. also entered into a new $200 million senior secured term loan B facility with Bank of America N.A., as administrative and collateral agent, Merrill Lynch, Pierce, Fenner & Smith Inc. and Wells Fargo Securities LLC, as joint lead arrangers and joint lead bookrunners, and various other agents. The term loan facility matures on April 30, 2021, and does not require the company to comply with any financial maintenance covenants, but contains certain customary representations and warranties, affirmative and negative covenants, and provisions relating to events of default.

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MARKETING/SOCIAL MEDIA

GNC launches omni-channel fitness campaign

BY Dan Berthiaume

Pittsburgh – GNC Holdings Inc. is launching a month-long fundraising and awareness campaign for Run With Us at more than 5,000 GNC stores and online at GNC.com. Run With Us is a curriculum-based health-=and-wellness program that brings elite track & field athletes and aspiring Olympians into the classroom to demonstrate how exercise and nutrition go hand-in-hand with goal setting and self-esteem.

"GNC’s fundraising campaign for Run With Us is a natural fit with our corporate support for other non-profit organizations that provide health & wellness programs that benefit both individuals and communities," said Joseph Fortunato, chairman, president and CEO of GNC. "GNC employees and customers have given generously to many fitness-focused campaigns in the past, and we anticipate strong support during our month-long campaign for the Run With Us program."

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OPERATIONS

Abercrombie & Fitch nominates four directors; settles with Engaged

BY Dan Berthiaume

New Albany, Ohio — Abercrombie & Fitch Co. will nominate for election to its board of directors four new independent director candidates: Bonnie R. Brooks, Sarah M. Gallagher, Diane L. Neal and Stephanie M. Shern. The board retained a third-party search firm to assist in the search process for new independent directors with relevant experience.

Incumbent directors Arthur C. Martinez, James B. Bachmann, Terry L. Burman, Michael E. Greenlees, Archie M. Griffin, Michael S. Jeffries, Charles R. Perrin and Craig R. Stapleton will stand for reelection at the 2014 annual meeting and the other four incumbent directors will not stand for reelection. With these changes, the Abercrombie & Fitch board will comprise 12 directors, 11 of whom are independent, seven of whom have been added since January 2014, and all of whom are elected annually.

As a result, Abercrombie and hedge fund Engaged Capital have entered into a settlement agreement pursuant to which Engaged Capital has agreed to withdraw its notice of nomination of directors for election and will vote its shares in support of all of the company’s director nominees at the 2014 annual meeting and abide by customary standstill provisions. Engaged had previously proposed five new director candidates, including Neal, saying the board needed new blood.

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