Related party transactions

9 Months Ended

Nov. 01, 2013

Related party transactions

Related party transactions

8. Related party transactions

From time to time the Company may conduct business with entities deemed to be related parties under U.S. GAAP, including Buck Holdings, L.P., or “Buck Holdings,” Kohlberg Kravis Roberts & Co. L.P. or “KKR” and Goldman, Sachs & Co., as well as their respective affiliates. As of November 1, 2013, KKR and Goldman, Sachs & Co. indirectly own, through their investments in Buck Holdings, less than 2% of the Company’s common stock and two of KKR’s members and a managing director of Goldman, Sachs & Co. served on the Company’s Board of Directors. Effective December 5, 2013, one of KKR’s members (Mr. Raj Agrawal) and a managing director of Goldman, Sachs & Co. (Mr. Adrian Jones) resigned from the Company’s Board of Directors.

Goldman, Sachs & Co. serves as a lender and agent, and served as arranger under the Company’s senior unsecured credit Facilities discussed in further detail in Note 4. KKR and Goldman, Sachs & Co. served in similar capacities under the Company’s previous senior secured credit facilities. The Company made interest payments totaling approximately $20.9 million and $51.4 million on its current and previous credit facilities combined during the 39-week periods ended November 1, 2013 and November 2, 2012, respectively.  In connection with the commencement of the senior unsecured credit Facilities in April 2013, Goldman, Sachs & Co. received fees of $0.7 million.  In connection with March 2012 amendments to the Company’s previous senior secured credit facilities, KKR received fees of $0.4 million and Goldman, Sachs & Co. received fees of $0.5 million.

KKR and Goldman, Sachs & Co. served as underwriters for the Company’s issuance of Senior Notes in April 2013 and July 2012 as discussed in Note 4. KKR and Goldman, Sachs & Co. received underwriting fees of approximately $0.7 million and $1.5 million, respectively, in connection with the April 2013 transaction and each entity received underwriting fees of approximately $1.2 million in connection with the July 2012 transaction.

KKR and Goldman, Sachs & Co. served as underwriters in connection with secondary offerings of the Company’s common stock held by certain existing shareholders that were executed in March 2013, October 2012, June 2012 and March 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 offerings. Certain members of the Company’s management exercised registration rights in connection with such offerings.

The Company repurchased common stock held by Buck Holdings during 2012 as further discussed in Note 10.