Neiman Marcus Group LTD LLC

CIK:0001358651|SEC Filings

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Apr. 27, 2019	Apr. 28, 2018	Apr. 27, 2019	Apr. 28, 2018
Revenue	$ 1,057,240	$ 1,166,270	$ 3,555,751	$ 3,767,927
Cost of goods sold including buying and occupancy costs (excluding depreciation)	678,257	746,591	2,337,040	2,466,845
Selling, general and administrative expenses (excluding depreciation)	258,608	280,223	844,592	896,937
Depreciation expense	49,865	53,188	148,368	161,844
Amortization of intangible assets	10,535	11,517	32,413	35,181
Amortization of favorable lease commitments	12,352	12,785	37,414	38,354
Other expenses	6,412	10,849	27,736	26,303
Operating earnings	41,211	51,117	128,188	142,463
Benefit plan expense, net	873	463	2,618	1,388
Interest expense, net	83,136	77,651	245,119	230,298
Loss before income taxes	(42,798)	(26,997)	(119,549)	(89,223)
Income tax benefit	(11,615)	(7,116)	(31,189)	(415,657)
Net earnings (loss)	(31,183)	(19,881)	(88,360)	326,434
Net sales
Revenue	1,049,418	1,155,304	3,522,525	3,731,032
Other revenues, net
Revenue	$ 7,822	$ 10,966	$ 33,226	$ 36,895

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	9 Months Ended
	Apr. 27, 2019	Apr. 28, 2018
CASH FLOWS—OPERATING ACTIVITIES
Net earnings (loss)	$ (88,360)	$ 326,434
Adjustments to reconcile net earnings (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization expense	236,558	253,738
Deferred income taxes	(974)	(418,611)
Payment-in-kind interest	0	41,755
Other	3,200	1,980
Net cash used for operating activities before changes in operating assets and liabilities	150,424	205,296
Changes in operating assets and liabilities:
Merchandise inventories	(97,360)	(18,503)
Other current assets	(79,030)	14,513
Accounts payable and accrued liabilities	(97,896)	1,360
Deferred real estate credits	10,097	30,099
Funding of defined benefit pension plan	(21,600)	(20,000)
Net cash provided by (used for) operating activities	(135,365)	212,765
CASH FLOWS - INVESTING ACTIVITIES
Capital expenditures	(132,320)	(109,754)
Investment in unconsolidated affiliate	(17,200)	0
Net cash used for investing activities	(149,520)	(109,754)
CASH FLOWS - FINANCING ACTIVITIES
Borrowings under revolving credit facilities	1,492,970	762,665
Repayment of borrowings under revolving credit facilities	(1,179,223)	(854,019)
Repayment of borrowings under senior secured term loan facility	(22,070)	(22,070)
Repayment of PIK Toggle Notes	(2,607)	0
Distribution to Parent	(2,181)	0
Repurchase of stock	(1,401)	(266)
Shares withheld for remittance of employee taxes	(526)	(332)
Net cash provided by (used for) financing activities	284,962	(114,022)
Effect of exchange rate changes on cash and cash equivalents	(8)	623
CASH AND CASH EQUIVALENTS
Increase (decrease) during the period	69	(10,388)
Beginning balance	38,510	49,239
Ending balance	38,579	38,851
Cash paid (received) during the period for:
Interest	261,509	189,030
Income taxes	(6,617)	(2,875)
Non-cash - investing and financing activities:
Distribution to Parent	271,345	0
Property and equipment acquired through developer financing obligations	0	13,077
Issuance of PIK Toggle Notes	$ 0	$ 58,354

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Apr. 27, 2019	Jul. 28, 2018	Apr. 28, 2018
Current assets:
Cash and cash equivalents	$ 38,579	$ 38,510	$ 38,851
Credit card receivables	51,868	33,689	52,599
Merchandise inventories	1,064,956	1,115,839	1,180,141
Other current assets	282,968	123,822	111,416
Total current assets	1,438,371	1,311,860	1,383,007
Property and equipment, net	1,533,899	1,569,904	1,566,541
Intangible assets, net	2,592,896	2,735,303	2,763,609
Goodwill	1,753,245	1,883,869	1,891,062
Other long-term assets	40,589	44,967	45,001
Total assets	7,359,000	7,545,903	7,649,220
Current liabilities:
Accounts payable	242,071	318,969	292,909
Accrued liabilities	479,941	511,289	503,858
Current portion of long-term debt	29,426	29,426	29,426
Total current liabilities	751,438	859,684	826,193
Long-term liabilities:
Long-term debt, net of debt issuance costs	4,911,489	4,623,152	4,637,570
Deferred income taxes	686,730	707,554	750,494
Other long-term liabilities	632,282	596,332	605,577
Total long-term liabilities	6,230,501	5,927,038	5,993,641
Membership unit (1 unit issued and outstanding at April 27, 2019, July 28, 2018 and April 28, 2018)	0	0	0
Member capital	1,326,891	1,587,350	1,588,393
Accumulated other comprehensive loss	(51,043)	(22,297)	(28,438)
Accumulated deficit	(898,787)	(805,872)	(730,569)
Total member equity	377,061	759,181	829,386
Total liabilities and member equity	$ 7,359,000	$ 7,545,903	$ 7,649,220