Annual report pursuant to Section 13 and 15(d)

LONG-TERM DEBT

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LONG-TERM DEBT
12 Months Ended
Feb. 01, 2014
Debt Disclosure [Abstract]  
LONG-TERM DEBT [Text Block]
NOTE 5 - LONG-TERM DEBT
Long-term debt at February 1, 2014 and February 2, 2013 consists of the following:
 
February 1,
 
February 2,
(in millions)
2014
 
2013
$750.0 million Senior Notes,
$
750.0

 
$

fixed rate interest payable semi-annually, January 15 and July 15
 
 
 
$750.0 million Unsecured Credit Agreement,
 
 
 
interest payable monthly at LIBOR,
 
 
 
plus 0.90%, which was 1.06% at
 
 
 
February 1, 2014, amounts outstanding payable upon
 
 
 
expiration of the facility in February 2017

 
250.0

Demand Revenue Bonds, interest payable monthly
 

 
 

at a variable rate which was 0.19% at
 

 
 

February 1, 2014, principal payable on
 

 
 

demand, maturing June 2018
12.8

 
14.3

$7.0 million Forgivable Promissory Note, interest payable
 
 
 
   beginning in November 2017 at a rate of 1%,
 
 
 
   principal payable beginning November 2017
7.0

 
7.0

Total long-term debt
$
769.8

 
$
271.3

Less current portion
12.8

 
14.3

Long-term debt, excluding current portion
$
757.0

 
$
257.0


Maturities of long-term debt are as follows: 2014 - $12.8 million, 2017 - $0.2 million, 2018 - $1.4 million and after 2018 - $755.4 million

Senior Notes
The Company entered into a Note Purchase Agreement on September 16, 2013 with institutional accredited investors in which the Company issued and sold $750.0 million of Senior Notes (the "Notes") in an offering exempt from the registration requirements of the Securities Act of 1933. The Notes consist of three tranches: $300.0 million of 4.03% Senior Notes due September 16, 2020; $350.0 million of 4.63% Senior Notes due September 16, 2023; and $100.0 million of 4.78% Senior Notes due September 16, 2025. Interest on the Notes is payable semi-annually on January 15 and July 15 of each year, beginning January 15, 2014. The Notes are unsecured and rank pari passu in right of repayment with the Company's other senior unsecured indebtedness. The Company may prepay some or all of the Notes at any time in an amount not less than 5% of the original aggregate principal amount of the Notes to be prepaid, at a price equal to the sum of (a) 100% of the principal amount thereof, plus accrued and unpaid interest, and (b) the applicable make-whole amount. In the event of a change in control (as defined in the Note Purchase Agreement), the Company may be required to prepay the Notes. The Note Purchase Agreement contains customary affirmative and restrictive covenants. The Company used the net proceeds of the Notes to finance share repurchases.
Unsecured Credit Agreement
In 2012, the Company entered into an Unsecured Credit Agreement (the Agreement) which provides for a $750.0 million revolving line of credit, including up to $150.0 million in available letters of credit.  The interest rate on the facility is based, at the Company’s option, on a LIBOR rate, plus a margin, or an alternate base rate, plus a margin.  The revolving line of credit also bears a facilities fee, calculated as a percentage, as defined, of the amount available under the line of credit, payable quarterly.  The Agreement, among other things, requires the maintenance of certain specified financial ratios, restricts the payment of certain distributions and prohibits the incurrence of certain new indebtedness.  As of February 1, 2014 no amount was outstanding under the $750.0 million revolving line of credit.
On September 16, 2013, the Company amended the Agreement to enable the issuance of the Notes.
Demand Revenue Bonds
In 1998, the Company entered into an unsecured Loan Agreement with the Mississippi Business Finance Corporation (MBFC) under which the MBFC issued Taxable Variable Rate Demand Revenue Bonds (the Bonds) in an aggregate principal amount of $19.0 million to finance the acquisition, construction, and installation of land, buildings, machinery and equipment for the Company's distribution facility in Olive Branch, Mississippi.  The Bonds do not contain a prepayment penalty as long as the interest rate remains variable.  The Bonds contain a demand provision and, therefore, are classified as current liabilities.

On March 3, 2014, the Company repaid the $12.8 million outstanding under the Demand Revenue Bonds and the debt was retired.

Forgivable Promissory Note
In 2012, the Company entered into a promissory note with the state of Connecticut under which the state loaned the Company $7.0 million in connection with the Company's acquisition, construction and installation of land, building, machinery and equipment for the Company's distribution facility in Windsor, Connecticut. If certain performance targets are met, the loan and any accrued interest will be forgiven in fiscal 2017. If the performance targets are not met, the loan and accrued interest must be repaid over a five-year period beginning in fiscal 2017.