Pier 1 Imports, Inc. Announces Amendment of its Revolving Credit Agreement
and Closing of $200 Million Term Loan B
FORT WORTH, Texas -- April 30, 2014
Pier 1 Imports, Inc. (NYSE:PIR) today announced that its wholly owned
subsidiary, Pier 1 Imports (U.S.), Inc., has completed the amendment of its
$350 million senior secured revolving credit facility and successfully
syndicated and closed the previously announced $200 million seven-year senior
secured term loan B.
Proceeds from the $200 million term loan are intended to be used for general
corporate purposes, including, among other things, working capital needs,
capital expenditures, cash dividends and repurchases of the Company’s common
Revolving Credit Facility
The Company’s wholly owned subsidiary, Pier 1 Imports (U.S.), Inc., amended
its $350 million secured, asset-based revolving credit facility to allow
borrowings under a new term loan facility. The revolving credit facility is
secured by the Company’s U.S. and Canadian inventory and the Company’s
third-party credit card receivables and certain other related assets, and is
subject to a floating borrowing base. Additionally, given the new term loan
facility, the facility is also secured on a second lien basis by substantially
all other assets of certain of the Company’s subsidiaries, with certain
exceptions. Substantially all of the other material terms and conditions
applicable to the revolving credit facility remain unchanged. As of April 30,
2014, the Company had no cash borrowings under the revolving credit facility
and $43.0 million in outstanding letters of credit.
Term Loan B Facility
The Company’s wholly owned subsidiary, Pier 1 Imports (U.S.), Inc., entered
into a new $200 million senior secured term loan B facility with Bank of
America, N.A., as administrative and collateral agent, Merrill Lynch, Pierce,
Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as joint lead
arrangers and joint lead bookrunners, and various other agents and the lenders
The Company has the option under the term loan to pay interest at a rate based
on LIBOR, subject to a floor of 1.00%, plus 350 basis points, or at a base
rate, subject to a floor of 2.00%, plus 250 basis points. The term loan
facility is subject to quarterly amortization of principal equal to 0.25% of
the original aggregate principal amount of the loans, with the balance due at
final maturity. In addition, the Company is subject to an annual excess cash
flow repayment requirement, as defined in the agreement, beginning with the
fiscal year ending February 2015.
The term loan facility matures on April 30, 2021, and is secured by a second
lien on all assets previously pledged as security under the revolving credit
facility and a first lien on substantially all other assets of certain of the
Company’s subsidiaries, with certain exceptions.
The term loan facility does not require the Company to comply with any
financial maintenance covenants, but contains certain customary
representations and warranties, affirmative and negative covenants, and
provisions relating to events of default.
Financial Disclosure Advisory
Management’s expectations and assumptions regarding future results are subject
to risks, uncertainties and other factors that could cause actual results to
differ materially from the anticipated results or other expectations expressed
in the forward-looking statements included in this press release. Any
forward-looking projections or statements should be considered in conjunction
with the cautionary statements and risks contained in the Company’s Annual
Report on Form 10-K, and other filings. Refer to the Company’s most recent SEC
filings for any updates concerning these and other risks and uncertainties
that may affect the Company’s operations and performance. The Company assumes
no obligation to update or revise its forward-looking statements even if
experience or future changes make it clear that any projected results
expressed or implied will not be realized.
Pier 1 Imports, Inc. is the original global importer of home décor and
furniture. Information about the Company is available on www.pier1.com.
Pier 1 Imports, Inc.
Cary Turner, 817-252-8400
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