8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


Form 8-K

CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report September 26, 2016
Date of earliest event reported September 26, 2016


Commission file no. 333-133184-12


Neiman Marcus Group LTD LLC
(Exact name of registrant as specified in its charter)

Delaware	20-3509435
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1618 Main Street Dallas, Texas	75201
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (214) 743-7600

Not Applicable(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02.         RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The following information is being furnished, not filed, pursuant to Item 2.02. Accordingly, this information will not be incorporated by reference into any registration statement filed by Neiman Marcus Group LTD LLC under the Securities Act of 1933, as amended, unless specifically identified as being incorporated therein by reference.

On September 26, 2016 Neiman Marcus Group LTD LLC issued a press release announcing its results of operations and financial condition for the fiscal fourth quarter and year ended July 30, 2016.  A copy of this press release is attached as Exhibit 99.1.

The press release contains information relating to EBITDA and Adjusted EBITDA. Management has included this information because it believes it provides investors with useful information regarding our results from core operating activities and is a useful basis on which to measure the company's period-to- period performance.

ITEM 9.01.         FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

             (d)          Exhibits.

                            99.1  Press release dated September 26, 2016 announcing financial results for the fiscal fourth quarter and year ended July 30, 2016.      

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

SIGNATURES

		NEIMAN MARCUS GROUP LTD LLC
Date:	September 26, 2016	By:	/s/ T. Dale Stapleton
				T. Dale Stapleton
				Senior Vice President and Chief Accounting Officer
				(principal accounting officer of the registrant)

EX-99.1

Exhibit 99.1

Neiman Marcus Group LTD LLC Reports Fourth Quarter and Fiscal Year 2016 Results

DALLAS--(BUSINESS WIRE)--September 26, 2016--Neiman Marcus Group LTD LLC today reported financial results for the fourth quarter and fiscal year ended July 30, 2016. For the fourth quarter of fiscal year 2016, the Company reported total revenues of $1.13 billion, representing a decrease of 3.3% compared to total revenues of $1.17 billion for the fourth quarter of fiscal year 2015. During the quarter, comparable revenues decreased 4.1%. Including non-cash impairment charges of $466.2 million as described below under “Other Items,” the Company reported a net loss of $407.3 million compared to a net loss of $32.9 million for the fourth quarter of fiscal year 2015. Adjusted EBITDA, which is described on page 7 of this release, for the fourth quarter of fiscal year 2016 was $64.5 million compared to $107.9 million in the prior year.

For fiscal year 2016, the Company reported total revenues of $4.95 billion, representing a decrease of 2.9% compared to total revenues of $5.10 billion in the prior year. During this same period, comparable revenues decreased 4.1%. Including non-cash impairment charges of $466.2 million as described below under “Other Items,” the Company reported a net loss of $406.1 million in fiscal year 2016 compared to net earnings of $14.9 million in the prior year. Fiscal year 2016 Adjusted EBITDA was $584.9 million compared to $710.6 million in the prior year.

Other Items. The Company recorded non-cash impairment charges of $466.2 million in the fourth quarter of fiscal year 2016, consisting of 1) a $199.2 million impairment charge related to the writedown to fair value of goodwill; 2) a $228.9 million impairment charge related to the writedown to fair value of the net carrying value of tradenames; and 3) a $38.1 million impairment charge related to the writedown to fair value of the net carrying value of certain long-lived assets.

Conference Call. A live webcast of the earnings conference call can be accessed through the Investor Information section of the Neiman Marcus Group LTD LLC website at www.neimanmarcusgroup.com on Monday, September 26, 2016 beginning at 9:00 a.m. Central Daylight Time. Following the live broadcast, interested parties may replay the webcast by accessing this website. To access financial information that will be presented during the call, please visit the Investor Information section of the Neiman Marcus Group LTD LLC website at www.neimanmarcusgroup.com.

Non-GAAP Financial Measures. In this press release, the Company's financial results are presented both in accordance with U.S. generally accepted accounting principles (“GAAP”) and using certain non-GAAP financial measures, including Adjusted EBITDA. This non-GAAP financial measure is included to supplement the Company’s financial information presented in accordance with GAAP and because the Company uses such measure to monitor and evaluate the performance of its business and believes the presentation of this measure enhances investors’ ability to analyze trends in the Company’s business and evaluate the Company’s performance relative to other companies in its industry.

For more information regarding the Company’s use of non-GAAP financial measures, including the definition of Adjusted EBITDA, and a reconciliation of such financial measures to net earnings (loss), a GAAP measure, see “Non-GAAP Financial Measures” on page 7 of this press release.

Forward-Looking Statements. This press release contains forward-looking statements. In many cases, forward-looking statements can generally be identified by the use of forward-looking terminology such as “may,” “plan,” “predict,” “expect,” “estimate,” “intend,” “would,” “will,” “could,” “should,” “anticipate,” “believe,” “project” or “continue” or the negative thereof or other similar expressions. The forward-looking statements contained in this press release reflect the Company’s views as of the date of this press release and are based on our expectations and beliefs concerning future events, as well as currently available data as of the date of this press release. While the Company believes there is a reasonable basis for its forward-looking statements, they involve a number of risks, uncertainties, assumptions and changes in circumstances that may cause the Company’s actual results, performance or achievements to differ significantly from those expressed or implied in any forward-looking statement. Therefore, these statements are not guarantees of future events, results, performance or achievements and you should not rely on them. A variety of factors could cause the Company’s actual results to differ materially from the anticipated or expected results expressed in the Company’s forward-looking statements, including those factors described in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections and elsewhere in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. You should keep in mind that the forward-looking statements contained in this press release speak only as of the date of this press release. Except to the extent required by law, the Company undertakes no obligation to update or revise (publicly or otherwise) any forward-looking statements to reflect subsequent events, new information or future circumstances.

NEIMAN MARCUS GROUP LTD LLC
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands)	July 30, 2016		August 1, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	61,843	$	72,974
Merchandise inventories		1,125,325		1,154,844
Other current assets		146,878		126,169
Total current assets		1,334,046		1,353,987
Property and equipment, net		1,588,121		1,477,886
Favorable lease commitments, net		985,534		1,040,440
Other definite-lived intangible assets, net		451,722		521,275
Tradenames		1,807,246		2,036,847
Goodwill		2,072,818		2,272,483
Other assets		17,401		16,844
Total assets	$	8,256,888	$	8,719,762
LIABILITIES AND MEMBER EQUITY
Current liabilities:
Accounts payable	$	317,736	$	342,999
Accrued liabilities		492,646		493,278
Current portion of long-term debt		29,426		29,426
Total current liabilities		839,808		865,703
Long-term liabilities:
Asset-based revolving credit facility		165,000		130,000
Long-term debt		4,419,281		4,426,023
Deferred income taxes		1,296,793		1,440,377
Deferred real estate credits and deferred financing obligations		127,618		45,772
Other long-term liabilities		465,257		398,143
Total long-term liabilities		6,473,949		6,440,315
Total member equity		943,131		1,413,744
Total liabilities and member equity	$	8,256,888	$	8,719,762

NEIMAN MARCUS GROUP LTD LLC
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
	Fourth Quarter Ended						Fiscal Year Ended
(in thousands)	July 30, 2016			August 1, 2015			July 30, 2016			August 1, 2015
Revenues	$	1,128,323		$	1,166,671		$	4,949,472		$	5,095,087
Cost of goods sold including buying and occupancy costs		816,671			802,925			3,322,508			3,305,478
Selling, general and administrative expenses		255,155			267,409			1,117,928			1,162,075
Income from credit card program		(16,014	)		(12,017	)		(60,648	)		(52,769	)
Depreciation expense		57,711			48,960			226,868			185,550
Amortization of intangible assets		13,585			16,189			57,011			82,953
Amortization of favorable lease commitments		13,608			13,652			54,178			54,327
Other expenses		2,615			11,394			27,127			39,474
Impairment charges		466,155			-			466,155			-
Operating earnings (loss)		(481,163	)		18,159			(261,655	)		317,999
Interest expense, net		69,741			72,004			285,596			289,923
Earnings (loss) before income taxes		(550,904	)		(53,845	)		(547,251	)		28,076
Income tax expense (benefit)		(143,658	)		(20,963	)		(141,141	)		13,127
Net earnings (loss)	$	(407,246	)	$	(32,882	)	$	(406,110	)	$	14,949

NEIMAN MARCUS GROUP LTD LLC
OTHER OPERATING DATA
(UNAUDITED)
OTHER DATA:
	Fourth Quarter Ended				Fiscal Year Ended
(in millions)	July 30, 2016		August 1, 2015		July 30, 2016		August 1, 2015
Capital expenditures	$	69.4	$	87.5	$	301.4	$	270.5
Rent expense	$	33.9	$	31.2	$	119.4	$	117.1
Adjusted EBITDA	$	64.5	$	107.9	$	584.9	$	710.6

NEIMAN MARCUS GROUP LTD LLC
NON-GAAP FINANCIAL MEASURES
(UNAUDITED)

To supplement the Company’s financial information presented in accordance with GAAP, it uses Adjusted EBITDA to monitor and evaluate the performance of its business and believes the presentation of this measure enhances investors’ ability to analyze trends in its business and evaluate its performance relative to other companies in its industry. The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, further adjusted to eliminate the effects of items management does not believe are representative of the Company’s ongoing performance. This financial metric is not a presentation made in accordance with GAAP.

Adjusted EBITDA should not be considered as an alternative to operating earnings (loss) or net earnings (loss) as a measure of operating performance. In addition, Adjusted EBITDA is not presented as and should not be considered as an alternative to cash flows as a measure of liquidity. Adjusted EBITDA has important limitations as an analytical tool and should not be considered in isolation, or as a substitute for analysis of the Company’s results as reported under GAAP.

These limitations include the fact that Adjusted EBITDA: (i) excludes certain tax payments that may represent a reduction in cash available to the Company; (ii) excludes certain adjustments for purchase accounting; (iii) does not reflect changes in, or cash requirements for, the Company’s working capital needs, capital expenditures or contractual commitments; (iv) does not reflect the Company’s significant interest expense; and (v) does not reflect the cash requirements necessary to service interest or principal payments on the Company’s debt. Although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and Adjusted EBITDA does not reflect any cash requirements for such replacements. In addition, other companies in the Company’s industry may calculate Adjusted EBITDA differently than it does, limiting its usefulness as a comparative measure.

The following table reconciles net earnings (loss) as reflected in the Company’s consolidated statements of operations prepared in accordance with GAAP to Adjusted EBITDA (figures may not sum due to rounding):

	Fourth Quarter Ended						Fiscal Year Ended
(in millions)	July 30, 2016			August 1, 2015			July 30, 2016			August 1, 2015
Net earnings (loss)	$	(407.2	)	$	(32.9	)	$	(406.1	)	$	14.9
Income tax expense (benefit)		(143.7	)		(21.0	)		(141.1	)		13.1
Interest expense, net		69.7			72.0			285.6			289.9
Depreciation expense		57.7			49.0			226.9			185.6
Amortization of intangible assets and favorable lease commitments		27.2			29.8			111.2			137.3
EBITDA	$	(396.3	)	$	97.0		$	76.4		$	640.8
Impairment charges		466.2			-			466.2			-
Amortization of inventory step-up		-			-			-			6.8
Incremental rent expense		2.7			2.8			10.5			11.0
Transaction and other costs		-			4.3			4.4			19.4
Non-cash stock-based compensation		(14.3	)		(6.3	)		(10.4	)		0.1
Expenses related to cyber-attack, net of insurance recoveries		0.1			-			1.0			4.1
Expenses incurred in connection with openings of new stores / remodels of existing stores		3.6			3.0			15.1			12.3
Expenses incurred in connection with strategic growth initiatives		2.4			5.1			24.3			11.6
Net gain from facility closure		(0.1	)		-			(5.6	)		-
Other expenses		0.1			2.0			2.9			4.3
Adjusted EBITDA	$	64.5		$	107.9		$	584.9		$	710.6

CONTACT:
Neiman Marcus Group LTD LLC
Mark Anderson, 214-757-2934
Director – Finance and Investor Relations