Condensed Consolidating Financial Information | 9 Months Ended |
3-May-14 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Condensed Consolidating Financial Information | ' |
Condensed Consolidating Financial Information |
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2028 Debentures. All of NMG’s obligations under the 2028 Debentures are guaranteed by the Company. The guarantee by the Company is full and unconditional. The Company’s guarantee of the 2028 Debentures is subject to automatic release if the requirements for legal defeasance or covenant defeasance of the 2028 Debentures are satisfied, or if NMG’s obligations under the indenture governing the 2028 Debentures are discharged. Currently, the Company’s non-guarantor subsidiaries under the 2028 Debentures consist principally of Bergdorf Goodman, Inc., through which NMG conducts the operations of its Bergdorf Goodman stores, and NM Nevada Trust, which holds legal title to certain real property and intangible assets used by NMG in conducting its operations. |
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The following condensed consolidating financial information represents the financial information of the Company and its non-guarantor subsidiaries under the 2028 Debentures, prepared on the equity basis of accounting. The information is presented in accordance with the requirements of Rule 3-10 under the SEC’s Regulation S-X. The financial information may not necessarily be indicative of results of operations, cash flows or financial position had the non-guarantor subsidiaries operated as independent entities. |
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| | | | | | | | | | | | | | | | | | | | |
| | 3-May-14 |
(Successor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
ASSETS | | | | | | | | | | | | | | | |
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Current assets: | | | | | | | | | | | | | | | |
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Cash and cash equivalents | | $ | — | | | $ | 80,109 | | | $ | 35,709 | | | $ | — | | | $ | 115,818 | |
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Merchandise inventories | | — | | | 927,443 | | | 126,007 | | | — | | | 1,053,450 | |
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Other current assets | | — | | | 176,661 | | | 10,733 | | | — | | | 187,394 | |
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Total current assets | | — | | | 1,184,213 | | | 172,449 | | | — | | | 1,356,662 | |
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Property and equipment, net | | — | | | 1,250,325 | | | 152,182 | | | — | | | 1,402,507 | |
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Goodwill | | — | | | 1,918,023 | | | 322,920 | | | — | | | 2,240,943 | |
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Intangible assets, net | | — | | | 680,841 | | | 2,927,465 | | | — | | | 3,608,306 | |
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Other assets | | — | | | 166,112 | | | 1,458 | | | — | | | 167,570 | |
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Investments in subsidiaries | | 1,502,208 | | | 3,474,372 | | | — | | | (4,976,580 | ) | | — | |
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Total assets | | $ | 1,502,208 | | | $ | 8,673,886 | | | $ | 3,576,474 | | | $ | (4,976,580 | ) | | $ | 8,775,988 | |
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LIABILITIES AND MEMBER EQUITY | | | | | | | | | | | | | | | |
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Current liabilities: | | | | | | | | | | | | | | | |
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Accounts payable | | $ | — | | | $ | 238,957 | | | $ | 22,971 | | | $ | — | | | $ | 261,928 | |
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Accrued liabilities | | — | | | 360,941 | | | 77,965 | | | — | | | 438,906 | |
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Other current liabilities | | — | | | 29,426 | | | — | | | — | | | 29,426 | |
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Total current liabilities | | — | | | 629,324 | | | 100,936 | | | — | | | 730,260 | |
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Long-term liabilities: | | | | | | | | | | | | | | | |
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Long-term debt | | — | | | 4,632,824 | | | — | | | — | | | 4,632,824 | |
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Deferred income taxes | | — | | | 1,619,338 | | | — | | | — | | | 1,619,338 | |
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Other long-term liabilities | | — | | | 290,192 | | | 1,166 | | | — | | | 291,358 | |
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Total long-term liabilities | | — | | | 6,542,354 | | | 1,166 | | | — | | | 6,543,520 | |
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Total member equity | | 1,502,208 | | | 1,502,208 | | | 3,474,372 | | | (4,976,580 | ) | | 1,502,208 | |
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Total liabilities and member equity | | $ | 1,502,208 | | | $ | 8,673,886 | | | $ | 3,576,474 | | | $ | (4,976,580 | ) | | $ | 8,775,988 | |
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| | | | | | | | | | | | | | | | | | | | |
| | August 3, 2013 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
ASSETS | | | | | | | | | | | | | | | |
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Current assets: | | | | | | | | | | | | | | | |
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Cash and cash equivalents | | $ | — | | | $ | 135,827 | | | $ | 849 | | | $ | — | | | $ | 136,676 | |
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Merchandise inventories | | — | | | 909,332 | | | 109,507 | | | — | | | 1,018,839 | |
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Other current assets | | — | | | 117,313 | | | 13,149 | | | — | | | 130,462 | |
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Total current assets | | — | | | 1,162,472 | | | 123,505 | | | — | | | 1,285,977 | |
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Property and equipment, net | | — | | | 795,798 | | | 106,046 | | | — | | | 901,844 | |
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Goodwill | | — | | | 1,107,753 | | | 155,680 | | | — | | | 1,263,433 | |
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Intangible assets, net | | — | | | 245,756 | | | 1,536,392 | | | — | | | 1,782,148 | |
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Other assets | | — | | | 38,835 | | | 28,004 | | | — | | | 66,839 | |
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Investments in subsidiaries | | 831,038 | | | 1,845,022 | | | — | | | (2,676,060 | ) | | — | |
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Total assets | | $ | 831,038 | | | $ | 5,195,636 | | | $ | 1,949,627 | | | $ | (2,676,060 | ) | | $ | 5,300,241 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | | | | |
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Current liabilities: | | | | | | | | | | | | | | | |
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Accounts payable | | $ | — | | | $ | 354,249 | | | $ | 32,289 | | | $ | — | | | $ | 386,538 | |
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Accrued liabilities | | — | | | 319,358 | | | 70,810 | | | — | | | 390,168 | |
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Total current liabilities | | — | | | 673,607 | | | 103,099 | | | — | | | 776,706 | |
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Long-term liabilities: | | | | | | | | | | | | | | | |
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Long-term debt | | — | | | 2,697,077 | | | — | | | — | | | 2,697,077 | |
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Deferred income taxes | | — | | | 639,381 | | | — | | | — | | | 639,381 | |
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Other long-term liabilities | | — | | | 354,533 | | | 1,506 | | | — | | | 356,039 | |
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Total long-term liabilities | | — | | | 3,690,991 | | | 1,506 | | | — | | | 3,692,497 | |
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Total stockholders’ equity | | 831,038 | | | 831,038 | | | 1,845,022 | | | (2,676,060 | ) | | 831,038 | |
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Total liabilities and stockholders’ equity | | $ | 831,038 | | | $ | 5,195,636 | | | $ | 1,949,627 | | | $ | (2,676,060 | ) | | $ | 5,300,241 | |
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| | | | | | | | | | | | | | | | | | | | |
| | 27-Apr-13 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
ASSETS | | | | | | | | | | | | | | | |
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Current assets: | | | | | | | | | | | | | | | |
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Cash and cash equivalents | | $ | — | | | $ | 67,834 | | | $ | 725 | | | $ | — | | | $ | 68,559 | |
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Merchandise inventories | | — | | | 874,326 | | | 121,069 | | | — | | | 995,395 | |
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Other current assets | | — | | | 108,280 | | | 13,562 | | | — | | | 121,842 | |
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Total current assets | | — | | | 1,050,440 | | | 135,356 | | | — | | | 1,185,796 | |
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Property and equipment, net | | — | | | 791,941 | | | 105,460 | | | — | | | 897,401 | |
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Goodwill | | — | | | 1,107,753 | | | 155,680 | | | — | | | 1,263,433 | |
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Intangible assets, net | | — | | | 254,620 | | | 1,539,501 | | | — | | | 1,794,121 | |
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Other assets | | — | | | 43,176 | | | 30,592 | | | — | | | 73,768 | |
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Investments in subsidiaries | | 791,212 | | | 1,860,071 | | | — | | | (2,651,283 | ) | | — | |
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Total assets | | $ | 791,212 | | | $ | 5,108,001 | | | $ | 1,966,589 | | | $ | (2,651,283 | ) | | $ | 5,214,519 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | | | | | | | | |
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Current liabilities: | | | | | | | | | | | | | | | |
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Accounts payable | | $ | — | | | $ | 225,024 | | | $ | 26,213 | | | $ | — | | | $ | 251,237 | |
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Accrued liabilities | | — | | | 359,214 | | | 78,778 | | | — | | | 437,992 | |
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Total current liabilities | | — | | | 584,238 | | | 104,991 | | | — | | | 689,229 | |
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Long-term liabilities: | | | | | | | | | | | | | | | |
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Long-term debt | | — | | | 2,702,028 | | | — | | | — | | | 2,702,028 | |
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Deferred income taxes | | — | | | 617,713 | | | — | | | — | | | 617,713 | |
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Other long-term liabilities | | — | | | 412,810 | | | 1,527 | | | — | | | 414,337 | |
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Total long-term liabilities | | — | | | 3,732,551 | | | 1,527 | | | — | | | 3,734,078 | |
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Total stockholders’ equity | | 791,212 | | | 791,212 | | | 1,860,071 | | | (2,651,283 | ) | | 791,212 | |
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Total liabilities and stockholders’ equity | | $ | 791,212 | | | $ | 5,108,001 | | | $ | 1,966,589 | | | $ | (2,651,283 | ) | | $ | 5,214,519 | |
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| | | | | | | | | | | | | | | | | | | | |
| | Thirteen weeks ended May 3, 2014 |
(Successor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
Revenues | | $ | — | | | $ | 976,197 | | | $ | 188,523 | | | $ | — | | | $ | 1,164,720 | |
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Cost of goods sold including buying and occupancy costs (excluding depreciation) | | — | | | 636,988 | | | 112,071 | | | — | | | 749,059 | |
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Selling, general and administrative expenses (excluding depreciation) | | — | | | 238,719 | | | 35,004 | | | — | | | 273,723 | |
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Income from credit card program | | — | | | (12,066 | ) | | (1,156 | ) | | — | | | (13,222 | ) |
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Depreciation expense | | — | | | 41,535 | | | 4,630 | | | — | | | 46,165 | |
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Amortization of intangible assets and favorable lease commitments | | — | | | 19,176 | | | 12,060 | | | — | | | 31,236 | |
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Other expenses | | — | | | 4,477 | | | 1,550 | | | — | | | 6,027 | |
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Operating earnings | | — | | | 47,368 | | | 24,364 | | | — | | | 71,732 | |
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Interest expense, net | | — | | | 82,222 | | | — | | | — | | | 82,222 | |
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Intercompany royalty charges (income) | | — | | | 33,733 | | | (33,733 | ) | | — | | | — | |
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Equity in loss (earnings) of subsidiaries | | 2,666 | | | (58,097 | ) | | — | | | 55,431 | | | — | |
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(Loss) earnings before income taxes | | (2,666 | ) | | (10,490 | ) | | 58,097 | | | (55,431 | ) | | (10,490 | ) |
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Income tax benefit | | — | | | (7,824 | ) | | — | | | — | | | (7,824 | ) |
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Net (loss) earnings | | $ | (2,666 | ) | | $ | (2,666 | ) | | $ | 58,097 | | | $ | (55,431 | ) | | $ | (2,666 | ) |
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Total other comprehensive earnings (loss), net of tax | | 588 | | | 588 | | | — | | | (588 | ) | | 588 | |
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Total comprehensive (loss) earnings | | $ | (2,078 | ) | | $ | (2,078 | ) | | $ | 58,097 | | | $ | (56,019 | ) | | $ | (2,078 | ) |
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| | | | | | | | | | | | | | | | | | | | |
| | Thirteen weeks ended April 27, 2013 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
Revenues | | $ | — | | | $ | 918,242 | | | $ | 180,025 | | | $ | — | | | $ | 1,098,267 | |
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Cost of goods sold including buying and occupancy costs (excluding depreciation) | | — | | | 557,681 | | | 105,636 | | | — | | | 663,317 | |
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Selling, general and administrative expenses (excluding depreciation) | | — | | | 215,007 | | | 30,923 | | | — | | | 245,930 | |
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Income from credit card program | | — | | | (12,213 | ) | | (1,102 | ) | | — | | | (13,315 | ) |
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Depreciation expense | | — | | | 30,496 | | | 3,571 | | | — | | | 34,067 | |
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Amortization of intangible assets and favorable lease commitments | | — | | | 8,742 | | | 2,894 | | | — | | | 11,636 | |
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Other expenses | | — | | | 2,746 | | | 3,607 | | | — | | | 6,353 | |
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Operating earnings | | — | | | 115,783 | | | 34,496 | | | — | | | 150,279 | |
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Interest expense, net | | — | | | 32,346 | | | — | | | — | | | 32,346 | |
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Intercompany royalty charges (income) | | — | | | 50,882 | | | (50,882 | ) | | — | | | — | |
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Equity in (earnings) loss of subsidiaries | | (70,765 | ) | | (85,378 | ) | | — | | | 156,143 | | | — | |
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Earnings (loss) before income taxes | | 70,765 | | | 117,933 | | | 85,378 | | | (156,143 | ) | | 117,933 | |
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Income tax expense | | — | | | 47,168 | | | — | | | — | | | 47,168 | |
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Net earnings (loss) | | $ | 70,765 | | | $ | 70,765 | | | $ | 85,378 | | | $ | (156,143 | ) | | $ | 70,765 | |
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Total other comprehensive (loss) earnings, net of tax | | (299 | ) | | (299 | ) | | — | | | 299 | | | (299 | ) |
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Total comprehensive earnings (loss) | | $ | 70,466 | | | $ | 70,466 | | | $ | 85,378 | | | $ | (155,844 | ) | | $ | 70,466 | |
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| | | | | | | | | | | | | | | | | | | | |
| | Twenty-six weeks ended May 3, 2014 |
(Successor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
Revenues | | $ | — | | | $ | 2,187,471 | | | $ | 410,042 | | | $ | — | | | $ | 2,597,513 | |
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Cost of goods sold including buying and occupancy costs (excluding depreciation) | | — | | | 1,539,205 | | | 262,866 | | | — | | | 1,802,071 | |
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Selling, general and administrative expenses (excluding depreciation) | | — | | | 505,110 | | | 74,512 | | | — | | | 579,622 | |
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Income from credit card program | | — | | | (25,958 | ) | | (2,493 | ) | | — | | | (28,451 | ) |
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Depreciation expense | | — | | | 82,972 | | | 9,411 | | | — | | | 92,383 | |
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Amortization of intangible assets and favorable lease commitments | | — | | | 38,351 | | | 24,122 | | | — | | | 62,473 | |
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Other expenses | | — | | | 66,582 | | | 3,613 | | | — | | | 70,195 | |
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Operating (loss) earnings | | — | | | (18,791 | ) | | 38,011 | | | — | | | 19,220 | |
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Interest expense, net | | — | | | 160,081 | | | — | | | — | | | 160,081 | |
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Intercompany royalty charges (income) | | — | | | 74,725 | | | (74,725 | ) | | — | | | — | |
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Equity in loss (earnings) of subsidiaries | | 81,351 | | | (112,736 | ) | | — | | | 31,385 | | | — | |
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(Loss) earnings before income taxes | | (81,351 | ) | | (140,861 | ) | | 112,736 | | | (31,385 | ) | | (140,861 | ) |
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Income tax benefit | | — | | | (59,510 | ) | | — | | | — | | | (59,510 | ) |
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Net (loss) earnings | | $ | (81,351 | ) | | $ | (81,351 | ) | | $ | 112,736 | | | $ | (31,385 | ) | | $ | (81,351 | ) |
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Total other comprehensive earnings (loss), net of tax | | 303 | | | 303 | | | — | | | (303 | ) | | 303 | |
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Total comprehensive (loss) earnings | | $ | (81,048 | ) | | $ | (81,048 | ) | | $ | 112,736 | | | $ | (31,688 | ) | | $ | (81,048 | ) |
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| | | | | | | | | | | | | | | | | | | | |
| | Thirteen weeks ended November 2, 2013 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
Revenues | | $ | — | | | $ | 926,436 | | | $ | 202,702 | | | $ | — | | | $ | 1,129,138 | |
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Cost of goods sold including buying and occupancy costs (excluding depreciation) | | — | | | 568,665 | | | 116,743 | | | — | | | 685,408 | |
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Selling, general and administrative expenses (excluding depreciation) | | — | | | 230,090 | | | 36,453 | | | — | | | 266,543 | |
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Income from credit card program | | — | | | (13,271 | ) | | (1,382 | ) | | — | | | (14,653 | ) |
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Depreciation expense | | — | | | 31,057 | | | 3,182 | | | — | | | 34,239 | |
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Amortization of intangible assets and favorable lease commitments | | — | | | 8,773 | | | 2,947 | | | — | | | 11,720 | |
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Other expenses | | — | | | 112,222 | | | 1,523 | | | — | | | 113,745 | |
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Operating (loss) earnings | | — | | | (11,100 | ) | | 43,236 | | | — | | | 32,136 | |
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Interest expense, net | | — | | | 37,315 | | | — | | | — | | | 37,315 | |
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Intercompany royalty charges (income) | | — | | | 32,907 | | | (32,907 | ) | | — | | | — | |
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Equity in loss (earnings) of subsidiaries | | 13,098 | | | (76,143 | ) | | — | | | 63,045 | | | — | |
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(Loss) earnings before income taxes | | (13,098 | ) | | (5,179 | ) | | 76,143 | | | (63,045 | ) | | (5,179 | ) |
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Income tax expense | | — | | | 7,919 | | | — | | | — | | | 7,919 | |
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Net (loss) earnings | | $ | (13,098 | ) | | $ | (13,098 | ) | | $ | 76,143 | | | $ | (63,045 | ) | | $ | (13,098 | ) |
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Total other comprehensive earnings (loss), net of tax | | 1,324 | | | 1,324 | | | — | | | (1,324 | ) | | 1,324 | |
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Total comprehensive (loss) earnings | | $ | (11,774 | ) | | $ | (11,774 | ) | | $ | 76,143 | | | $ | (64,369 | ) | | $ | (11,774 | ) |
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| | | | | | | | | | | | | | | | | | | | |
| | Thirty-nine weeks ended April 27, 2013 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
Revenues | | $ | — | | | $ | 2,948,810 | | | $ | 580,359 | | | $ | — | | | $ | 3,529,169 | |
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Cost of goods sold including buying and occupancy costs (excluding depreciation) | | — | | | 1,867,477 | | | 362,969 | | | — | | | 2,230,446 | |
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Selling, general and administrative expenses (excluding depreciation) | | — | | | 680,374 | | | 101,272 | | | — | | | 781,646 | |
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Income from credit card program | | — | | | (36,062 | ) | | (3,467 | ) | | — | | | (39,529 | ) |
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Depreciation expense | | — | | | 90,667 | | | 10,280 | | | — | | | 100,947 | |
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Amortization of intangible assets and favorable lease commitments | | — | | | 26,228 | | | 9,235 | | | — | | | 35,463 | |
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Other expenses | | — | | | 8,823 | | | 8,858 | | | — | | | 17,681 | |
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Operating earnings | | — | | | 311,303 | | | 91,212 | | | — | | | 402,515 | |
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Interest expense, net | | — | | | 134,762 | | | 3 | | | — | | | 134,765 | |
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Intercompany royalty charges (income) | | — | | | 164,516 | | | (164,516 | ) | | — | | | — | |
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Equity in (earnings) loss of subsidiaries | | (160,816 | ) | | (255,725 | ) | | — | | | 416,541 | | | — | |
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Earnings (loss) before income taxes | | 160,816 | | | 267,750 | | | 255,725 | | | (416,541 | ) | | 267,750 | |
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Income tax expense | | — | | | 106,934 | | | — | | | — | | | 106,934 | |
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Net earnings (loss) | | $ | 160,816 | | | $ | 160,816 | | | $ | 255,725 | | | $ | (416,541 | ) | | $ | 160,816 | |
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Total other comprehensive earnings (loss), net of tax | | 6,624 | | | 6,624 | | | — | | | (6,624 | ) | | 6,624 | |
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Total comprehensive earnings (loss) | | $ | 167,440 | | | $ | 167,440 | | | $ | 255,725 | | | $ | (423,165 | ) | | $ | 167,440 | |
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| | | | | | | | | | | | | | | | | | | | |
| | Acquisition and Twenty-six weeks ended May 3, 2014 |
(Successor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
CASH FLOWS—OPERATING ACTIVITIES | | | | | | | | | | | | | | | |
|
Net (loss) earnings | | $ | (81,351 | ) | | $ | (81,351 | ) | | $ | 112,736 | | | $ | (31,385 | ) | | $ | (81,351 | ) |
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Adjustments to reconcile net (loss) earnings to net cash provided by operating activities: | | | | | | | | | | | | | | | |
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Depreciation and amortization expense | | — | | | 132,313 | | | 33,533 | | | — | | | 165,846 | |
|
Loss on debt extinguishment | | — | | | 7,882 | | | — | | | — | | | 7,882 | |
|
Equity in loss of foreign e-commerce retailer | | — | | | — | | | 3,613 | | | — | | | 3,613 | |
|
Deferred income taxes | | — | | | (112,754 | ) | | — | | | — | | | (112,754 | ) |
|
Non-cash charges related to the Acquisition | | — | | | 145,062 | | | — | | | — | | | 145,062 | |
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Other | | — | | | 834 | | | (212 | ) | | — | | | 622 | |
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Intercompany royalty income payable (receivable) | | — | | | 74,725 | | | (74,725 | ) | | — | | | — | |
|
Equity in loss (earnings) of subsidiaries | | 81,351 | | | (112,736 | ) | | — | | | 31,385 | | | — | |
|
Changes in operating assets and liabilities, net | | — | | | 26,123 | | | (66,201 | ) | | — | | | (40,078 | ) |
|
Net cash provided by operating activities | | — | | | 80,098 | | | 8,744 | | | — | | | 88,842 | |
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CASH FLOWS—INVESTING ACTIVITIES | | | | | | | | | | | | | | | |
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Capital expenditures | | — | | | (66,515 | ) | | (9,114 | ) | | — | | | (75,629 | ) |
|
Acquisition of Neiman Marcus Group LTD LLC | | — | | | (3,388,585 | ) | | — | | | — | | | (3,388,585 | ) |
|
Investment in foreign e-commerce retailer | | — | | | — | | | 35,000 | | | — | | | 35,000 | |
|
Net cash (used for) provided by investing activities | | — | | | (3,455,100 | ) | | 25,886 | | | — | | | (3,429,214 | ) |
|
CASH FLOWS—FINANCING ACTIVITIES | | | | | | | | | | | | | | | |
|
Borrowings under Asset-Based Revolving Credit Facility | | — | | | 170,000 | | | — | | | — | | | 170,000 | |
|
Borrowings under Senior Secured Term Loan Facility | | — | | | 2,950,000 | | | — | | | — | | | 2,950,000 | |
|
Borrowings under Cash Pay Notes | | — | | | 960,000 | | | — | | | — | | | 960,000 | |
|
Borrowings under PIK Toggle Notes | | — | | | 600,000 | | | — | | | — | | | 600,000 | |
|
Repayment of borrowings | | — | | | (2,717,828 | ) | | — | | | — | | | (2,717,828 | ) |
|
Debt issuance costs paid | | — | | | (178,606 | ) | | — | | | — | | | (178,606 | ) |
|
Cash equity contributions | | — | | | 1,556,500 | | | — | | | — | | | 1,556,500 | |
|
Net cash provided by financing activities | | — | | | 3,340,066 | | | — | | | — | | | 3,340,066 | |
|
CASH AND CASH EQUIVALENTS | | | | | | | | | | | | | | | |
|
(Decrease) increase during the period | | — | | | (34,936 | ) | | 34,630 | | | — | | | (306 | ) |
|
Beginning balance | | — | | | 115,045 | | | 1,079 | | | — | | | 116,124 | |
|
Ending balance | | $ | — | | | $ | 80,109 | | | $ | 35,709 | | | $ | — | | | $ | 115,818 | |
|
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| | | | | | | | | | | | | | | | | | | | |
| | Thirteen weeks ended November 2, 2013 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
CASH FLOWS—OPERATING ACTIVITIES | | | | | | | | | | | | | | | |
|
Net (loss) earnings | | $ | (13,098 | ) | | $ | (13,098 | ) | | $ | 76,143 | | | $ | (63,045 | ) | | $ | (13,098 | ) |
|
Adjustments to reconcile net (loss) earnings to net cash provided by operating activities: | | | | | | | | | | | | | | | |
|
Depreciation and amortization expense | | — | | | 42,296 | | | 6,129 | | | — | | | 48,425 | |
|
Equity in loss of foreign e-commerce retailer | | — | | | — | | | 1,523 | | | — | | | 1,523 | |
|
Deferred income taxes | | — | | | (6,326 | ) | | — | | | — | | | (6,326 | ) |
|
Other | | — | | | 5,068 | | | (66 | ) | | — | | | 5,002 | |
|
Intercompany royalty income payable (receivable) | | — | | | 32,907 | | | (32,907 | ) | | — | | | — | |
|
Equity in loss (earnings) of subsidiaries | | 13,098 | | | (76,143 | ) | | — | | | 63,045 | | | — | |
|
Changes in operating assets and liabilities, net | | — | | | 21,469 | | | (44,684 | ) | | — | | | (23,215 | ) |
|
Net cash provided by operating activities | | — | | | 6,173 | | | 6,138 | | | — | | | 12,311 | |
|
CASH FLOWS—INVESTING ACTIVITIES | | | | | | | | | | | | | | | |
|
Capital expenditures | | — | | | (30,051 | ) | | (5,908 | ) | | — | | | (35,959 | ) |
|
Net cash used for investing activities | | — | | | (30,051 | ) | | (5,908 | ) | | — | | | (35,959 | ) |
|
CASH FLOWS—FINANCING ACTIVITIES | | | | | | | | | | | | | | | |
|
Borrowings under Former Asset-Based Revolving Credit Facility | | — | | | 130,000 | | | — | | | — | | | 130,000 | |
|
Repayment of borrowings | | — | | | (126,904 | ) | | — | | | — | | | (126,904 | ) |
|
Net cash provided by financing activities | | — | | | 3,096 | | | — | | | — | | | 3,096 | |
|
CASH AND CASH EQUIVALENTS | | | | | | | | | | | | | | | |
|
(Decrease) increase during the period | | — | | | (20,782 | ) | | 230 | | | — | | | (20,552 | ) |
|
Beginning balance | | — | | | 135,827 | | | 849 | | | — | | | 136,676 | |
|
Ending balance | | $ | — | | | $ | 115,045 | | | $ | 1,079 | | | $ | — | | | $ | 116,124 | |
|
|
| | | | | | | | | | | | | | | | | | | | |
| | Thirty-nine weeks ended April 27, 2013 |
(Predecessor) |
(in thousands) | | Company | | NMG | | Non- | | Eliminations | | Consolidated |
Guarantor |
Subsidiaries |
CASH FLOWS—OPERATING ACTIVITIES | | | | | | | | | | | | | | | |
|
Net earnings (loss) | | $ | 160,816 | | | $ | 160,816 | | | $ | 255,725 | | | $ | (416,541 | ) | | $ | 160,816 | |
|
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: | | | | | | | | | | | | | | | |
|
Depreciation and amortization expense | | — | | | 123,171 | | | 19,515 | | | — | | | 142,686 | |
|
Loss on debt extinguishment | | — | | | 15,597 | | | — | | | — | | | 15,597 | |
|
Equity in loss of foreign e-commerce retailer | | — | | | — | | | 8,858 | | | — | | | 8,858 | |
|
Deferred income taxes | | — | | | (15,501 | ) | | — | | | — | | | (15,501 | ) |
|
Other | | — | | | 4,417 | | | (152 | ) | | — | | | 4,265 | |
|
Intercompany royalty income payable (receivable) | | — | | | 164,516 | | | (164,516 | ) | | — | | | — | |
|
Equity in (earnings) loss of subsidiaries | | (160,816 | ) | | (255,725 | ) | | — | | | 416,541 | | | — | |
|
Changes in operating assets and liabilities, net | | — | | | 15,634 | | | (99,055 | ) | | — | | | (83,421 | ) |
|
Net cash provided by operating activities | | — | | | 212,925 | | | 20,375 | | | — | | | 233,300 | |
|
CASH FLOWS—INVESTING ACTIVITIES | | | | | | | | | | | | | | | |
|
Capital expenditures | | — | | | (92,968 | ) | | (10,595 | ) | | — | | | (103,563 | ) |
|
Investment in foreign e-commerce retailer | | — | | | — | | | (10,000 | ) | | — | | | (10,000 | ) |
|
Net cash used for investing activities | | — | | | (92,968 | ) | | (20,595 | ) | | — | | | (113,563 | ) |
|
CASH FLOWS—FINANCING ACTIVITIES | | | | | | | | | | | | | | | |
|
Borrowings under Former Asset-Based Revolving Credit Facility | | — | | | 100,000 | | | — | | | — | | | 100,000 | |
|
Borrowings under Former Senior Secured Term Loan Facility | | — | | | 500,000 | | | — | | | — | | | 500,000 | |
|
Repayment of borrowings | | — | | | (690,668 | ) | | — | | | — | | | (690,668 | ) |
|
Debt issuance costs paid | | — | | | (9,763 | ) | | — | | | — | | | (9,763 | ) |
|
Net cash used for financing activities | | — | | | (100,431 | ) | | — | | | — | | | (100,431 | ) |
|
CASH AND CASH EQUIVALENTS | | | | | | | | | | | | | | | |
|
Increase (decrease) during the period | | — | | | 19,526 | | | (220 | ) | | — | | | 19,306 | |
|
Beginning balance | | — | | | 48,308 | | | 945 | | | — | | | 49,253 | |
|
Ending balance | | $ | — | | | $ | 67,834 | | | $ | 725 | | | $ | — | | | $ | 68,559 | |
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