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BORROWING ARRANGEMENTS
6 Months Ended
Jul. 29, 2012
BORROWING ARRANGEMENTS

NOTE B. BORROWING ARRANGEMENTS

Credit Facility

On June 22, 2012, we entered into a Second Amendment to the Fifth Amended and Restated Credit Agreement that renews and amends our existing credit facility and provides for a $300,000,000 unsecured revolving line of credit that may be used for loans or letters of credit. Prior to December 22, 2016, we may, upon notice to the lenders, request an increase in the credit facility of up to $200,000,000, to provide for a total of $500,000,000 of unsecured revolving credit. The credit facility contains certain financial covenants, including a maximum leverage ratio (funded debt adjusted for lease and rent expense to earnings before interest, income tax, depreciation, amortization and rent expense “EBITDAR”), and covenants limiting our ability to dispose of assets, make acquisitions, be acquired (if a default would result from the acquisition), incur indebtedness, grant liens and make investments. As of July 29, 2012, we were in compliance with our financial covenants under the credit facility and, based on current projections, we expect to be in compliance throughout fiscal 2012. The credit facility matures on June 22, 2017, at which time all outstanding borrowings must be repaid and all outstanding letters of credit must be cash collateralized.

We may elect interest rates calculated at (i) Bank of America’s prime rate (or, if greater, the average rate on overnight federal funds plus one-half of one percent, or a rate based on LIBOR plus one percent) plus a margin based on our leverage ratio, or (ii) LIBOR plus a margin based on our leverage ratio. During the thirteen and twenty-six weeks ended July 29, 2012 and July 31, 2011, we had no borrowings under the credit facility, and no amounts were outstanding as of July 29, 2012 or July 31, 2011. Additionally, as of July 29, 2012, $8,670,000 in issued but undrawn standby letters of credit was outstanding under the credit facility. The standby letters of credit were issued to secure the liabilities associated with workers’ compensation and other insurance programs.

Letter of Credit Facilities

As of July 29, 2012, we had three unsecured commercial letter of credit reimbursement facilities for a total of $90,000,000. On August 31, 2012, we renewed these three facilities, each of which now matures on August 30, 2013. The letter of credit facilities contain covenants and provide for events of default that are consistent with our unsecured revolving line of credit. Interest on unreimbursed amounts under the letter of credit facilities accrues at the lender’s prime rate (or if greater, the average rate on overnight federal funds plus one-half of one percent) plus 2.0%. As of July 29, 2012, an aggregate of $21,890,000 was outstanding under the letter of credit facilities, which represents only a future commitment to fund inventory purchases to which we had not taken legal title. The latest expiration possible for any future letters of credit issued under the facilities is now January 27, 2014.

Long-Term Debt

As of July 29, 2012, we had $7,073,000 of long-term debt obligations, consisting primarily of the bond-related debt associated with one of our Memphis-based distribution facilities. As of July 29, 2012, the carrying value of our long-term debt approximates fair value.