Related party transactions

6 Months Ended

Aug. 03, 2012

Related party transactions

Related party transactions

9.             Related party transactions

From time to time, the Company may conduct business with related parties including KKR and Goldman Sachs & Co., and references herein to these entities include their affiliates. KKR and Goldman, Sachs & Co. indirectly own a significant portion of the Company’s common stock. Two of KKR’s members and a Managing Director of Goldman, Sachs & Co. serve on the Company’s Board of Directors.

KKR and Goldman, Sachs & Co. (among other entities) are or may be lenders, agents or arrangers under the Company’s Term Loan Facility and ABL Facility discussed in further detail in Note 5. The Company made interest payments of approximately $32.1 million and $36.8 million on the Term Loan Facility and $2.6 million and zero on the ABL Facility during the 26-week periods ended August 3, 2012 and July 29, 2011, respectively. In connection with the Term Loan Facility extension, KKR received $0.4 million.  In connection with the ABL Facility and Term Loan Facility extensions, Goldman, Sachs & Co. received $0.1 million and $0.4 million, respectively.

As joint book-running managers in connection with the issuance of the Senior Notes, KKR and Goldman Sachs & Co. received an equivalent share of approximately $2.3 million during the 26-week period ended August 3, 2012.

Goldman, Sachs & Co. was a counterparty to an amortizing interest rate swap, entered into in connection with the Term Loan Facility, which matured on July 31, 2012.  The Company paid Goldman, Sachs & Co. approximately $2.5 million and $10.6 million in the 26-week periods ended August 3, 2012 and July 29, 2011, respectively, pursuant to this swap.

KKR and Goldman, Sachs & Co. served as underwriters in connection with the secondary offerings of the Company’s common stock held by certain existing shareholders that were completed in April and June 2012. The Company did not sell shares of common stock, receive proceeds from such shareholders’ sales of shares of common stock or pay any underwriting fees in connection with the secondary offering. Certain members of the Company’s management exercised registration rights in connection with such offering.

The Company repurchased common stock held by Buck Holdings, L.P. (which is controlled by KKR and Goldman Sachs & Co.) during 2012 as further discussed in Note 2.