Neiman Marcus Group LTD LLC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2019-06-11: Form 8-K; Period of report 2019-06-11; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
- 2019-06-11: Form 8-K; Period of report 2019-06-07; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
- 2019-06-03: Form 8-K; Period of report 2019-06-03; Description 8.01 Other Events; Details 8.01.
- 2019-06-03: Form 8-K; Period of report 2019-05-31; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2019-06-11 | 8-K | 2019-06-11 | 2.02 Results of Operations and Financial Condition | 2.02 The following information is being furnished, not filed, pursuant to Item 2.02. | a51997521.htm |
| 2019-06-11 | 8-K | 2019-06-07 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On June 7, 2019 (the “Settlement Date”), Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”) completed a comprehensive set of previously announced transactions (collectively, the “Recapitalization Transactions”) to among other things, extend the maturities of the Company’s existing debt obligations by three years. 2.03 To the extent required by Item 2.03 of the Form 8-K, the disclosure set forth above under Item 1.01 above is incorporated by reference into this Item 2.03. | a19-11302_18k.htm |
| 2019-06-03 | 8-K | 2019-06-03 | 8.01 Other Events | 8.01 On June 3, 2019, Neiman Marcus Group LTD LLC (the “Company”) issued a press release announcing that it has priced an unregistered offering of $550.0 million in aggregate principal amount of 14.000% second lien notes due 2024 (the “Second Lien Notes”) at an issue price of 97.000%. | a19-11032_18k.htm |
| 2019-06-03 | 8-K | 2019-05-31 | 8.01 Other Events | 8.01 On May 31, 2019, Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”), issued a press release announcing the expiration and final results for its previously announced offers to exchange (the “Exchange Offers”) any and all of its $960,000,000 aggregate principal amount of existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and $655,746,580 aggregate principal amount of existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”) for a combination of (a) non-voting cumulative preferred shares of Series A Preferred Stock of MYT Holding Co., a U.S. holding company that will indirectly hold, prior to the settlement date of the Exchange Offers, NMG Germany GmbH, which holds and conducts the operations of MyTheresa, accruing dividends at a rate of 10.000% per annum and (b) new third lien notes due 2024, bearing interest payable in cash at a rate of 8.000% per annum in respect of exchanged Existing Cash Pay Notes and 8.750% per annum in respect of exchanged Existing PIK Toggle Notes. | a19-10917_28k.htm |
| 2019-05-31 | 8-K | 2019-05-31 | 8.01 Other Events | 8.01 On May 30, 2019, Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”), issued a press release announcing a one-day extension of its previously announced offers to exchange (the “Exchange Offers”) any and all of its existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”). | a19-10917_18k.htm |
| 2019-05-29 | 8-K | 2019-05-28 | 8.01 Other Events | 8.01 On May 28, 2019, Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”), issued a press release announcing a two-day extension of its previously announced offers to exchange (the “Exchange Offers”) any and all of its existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”). | a19-10754_18k.htm |
| 2019-05-17 | 8-K | 2019-05-17 | 8.01 Other Events | 8.01 On May 17, 2019, Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”), issued a press release announcing the early tender results for its previously announced offers to exchange (the “Exchange Offers”) any and all of its $960,000,000 aggregate principal amount of existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and $655,746,580 aggregate principal amount of existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”) for, (i) as to eligible holders who validly tendered their Existing Notes prior to 5:00 p.m., New York City time, on May 17, 2019 (the “Original Early Tender Date”), on a par-for-par basis, a combination of (a) non-voting cumulative preferred shares of MYT Holding Co., a U.S. holding company (“MYT Holding Co.”) that will indirectly hold, prior to the settlement of the Exchange Offers, NMG Germany GmbH, which holds and conducts the operations of MyTheresa, accruing dividends at a rate of 10.000% per annum (the “MYT Series A Preferred Stock”) and (b) new third lien notes due 2024, bearing interest payable in cash at a rate of 8.000% per annum in respect of exchanged Existing Cash Pay Notes (the “New 8.000% Third Lien Notes”) and 8.750% per annum in respect of exchanged Existing PIK Toggle Notes (the “New 8.750% Third Lien Notes” and, together with the New 8.000% Third Lien Notes, the “New Third Lien Notes”; the New Third Lien Notes, together with the MYT Series A Preferred Stock, are referred to herein as the “Early Tender Consideration”), and (ii) as to eligible holders who validly tender after the Original Early Tender Date but prior to 11:59 p.m., New York City time, on May 24, 2019, unless extended or earlier terminated by the Company (the “Original Expiration Date”), the New Third Lien Notes on a par-for-par basis. | a19-10206_18k.htm |
| 2019-05-16 | 8-K | 2019-05-16 | 8.01 Other Events | 8.01 On May 16, 2019, Neiman Marcus Group LTD LLC (the “Company”) issued a press release announcing that it intends to commence, subject to market and other conditions, a private offering (the “Second Lien Notes Offering”) of $550.0 million in aggregate principal amount of second lien notes due 2024 (the “Second Lien Notes”). | a19-10127_18k.htm |
| 2019-05-16 | 8-K | 2019-05-16 | 8.01 Other Events | 8.01 On May 16, 2019, Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”), issued a press release announcing the early tender results for its previously announced offers to exchange (the “Exchange Offers”) any and all of its $960,000,000 aggregate principal amount of existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and $655,746,580 aggregate principal amount of existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”) for, (i) as to eligible holders who validly tendered their Existing Notes prior to 5:00 p.m., New York City time, on May 15, 2019 (the “Original Early Tender Date”), on a par-for-par basis, a combination of (a) non-voting cumulative preferred shares of MYT Holding Co., a U.S. holding company (“MYT Holding Co.”) that will indirectly hold, prior to the settlement of the Exchange Offers, NMG Germany GmbH, which holds and conducts the operations of MyTheresa, accruing dividends at a rate of 10.000% per annum (the “MYT Series A Preferred Stock”) and (b) new third lien notes due 2024, bearing interest payable in cash at a rate of 8.000% per annum in respect of exchanged Existing Cash Pay Notes (the “New 8.000% Third Lien Notes”) and 8.750% per annum in respect of exchanged Existing PIK Toggle Notes (the “New 8.750% Third Lien Notes” and, together with the New 8.000% Third Lien Notes, the “New Third Lien Notes”; the New Third Lien Notes, together with the MYT Series A Preferred Stock, are referred to herein as the “Early Tender Consideration”), and (ii) as to eligible holders who validly tender after the Original Early Tender Date but prior to 11:59 p.m., New York City time, on May 24, 2019, unless extended or earlier terminated by the Company (the “Expiration Date”), the New Third Lien Notes on a par-for-par basis. | a19-10090_18k.htm |
| 2019-05-13 | 8-K | 2019-05-13 | 8.01 Other Events | 8.01 On April 29, 2019, Neiman Marcus Group LTD LLC, a Delaware limited liability company (the “Company”) announced the commencement of offers to exchange (the “Exchange Offers”) any and all of its $960,000,000 aggregate principal amount of existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and $655,746,580 aggregate principal amount of existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”) for, (i) as to eligible holders who validly tendered their Existing Notes prior to 5:00 p.m., New York City time, on May 10, 2019 (the “Original Early Tender Date”), on a par-for-par basis, a combination of (a) non-voting cumulative preferred shares of MYT Holding Co., a U.S. holding company (“MYT Holding Co.”) that will indirectly hold, prior to the settlement of the Exchange Offers, NMG Germany GmbH, which holds and conducts the operations of MyTheresa, accruing dividends at a rate of 10.000% per annum (the “MYT Series A Preferred Stock”) and (b) new third lien notes due 2024, bearing interest payable in cash at a rate of 8.000% per annum in respect of exchanged Existing Cash Pay Notes (the “New 8.000% Third Lien Notes”) and 8.750% per annum in respect of exchanged Existing PIK Toggle Notes (the “New 8.750% Third Lien Notes” and, together with the New 8.000% Third Lien Notes, the “New Third Lien Notes”; the New Third Lien Notes, together with the MYT Series A Preferred Stock, are referred to herein as the “Early Tender Consideration”), and (ii) as to eligible holders who validly tender after the Original Early Tender Date but prior to 11:59 p.m., New York City time, on May 24, 2019, unless extended or earlier terminated by the Company (the “Expiration Date”), the New Third Lien Notes on a par-for-par basis. | a19-9860_18k.htm |
| 2019-04-30 | 8-K | 2019-04-29 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 Neiman Marcus Group LTD LLC (the “Company”) is filing as Exhibit 99.1 certain information derived from the Confidential Offering Memorandum and Consent Solicitation Statement, dated April 29, 2019 (as it may be supplemented and amended from time to time, the “Offering Memorandum”) that is being disseminated in connection with the Exchange Offers described under Item 8.01. 8.01 On April 29, 2019, the Company issued a press release announcing the commencement, subject to the terms and conditions of the Offering Memorandum, of offers to exchange (the “Exchange Offers”) any and all of its $960,000,000 aggregate principal amount of existing unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Existing Cash Pay Notes”) and $655,746,580 aggregate principal amount of existing unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “Existing PIK Toggle Notes” and, together with the Existing Cash Pay Notes, the “Existing Notes”) for, (i) as to eligible holders who validly tender prior to 5:00 p.m., New York City time, on May 10, 2019 (the “Early Tender Date”), on a par-for-par basis, a combination of (a) non-voting cumulative preferred shares of MYT Holding Co., a U.S. holding company (“MYT Holding Co.”) that will indirectly hold, prior to the settlement of the Exchange Offers, NMG Germany GmbH, which holds and conducts the operations of MyTheresa, accruing dividends at a rate of 10.0% per annum (the “MYT Series A Preferred Stock”) and (b) new third lien notes due 2024, bearing interest payable in cash at a rate of 8.000% per annum in respect of exchanged Existing Cash Pay Notes (the “New 8.000% Third Lien Notes”) and 8.750% per annum in respect of exchanged Existing PIK Toggle Notes (the “New 8.750% Third Lien Notes” and, together with the New 8.000% Third Lien Notes, the “New Third Lien Notes”) and (ii) as to eligible holders who validly tender after the Early Tender Date but prior to 11:59 p.m., New York City time, on May 24, 2019, unless extended or earlier terminated (the “Expiration Date”), the New Third Lien Notes on a par-for-par basis. | a19-9113_18k.htm |
| 2019-04-19 | 8-K | 2019-04-19 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 7.01 On April 19, 2019, Neiman Marcus Group LTD LLC (the “Company”) agreed with requisite consenting holders of the Company’s term loans (the “Term Loans”) under its term loan credit facility and requisite consenting holders of the Company’s unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 and unsecured 8.000% Senior Cash Pay Notes due 2021 (collectively, the “Unsecured Notes”), to amend the deadline for launch of an exchange offer related to the Unsecured Notes in section 12.01(l) of the Transaction Support Agreement, by and among the Company, certain of its affiliates and holders of Term Loans and Unsecured Notes, dated March 25, 2019 and as amended on April 10, 2019 (the “TSA”), from April 22, 2019 to April 29, 2019. | a19-8657_18k.htm |
| 2019-04-11 | 8-K | 2019-04-10 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 7.01 On March 25, 2019, Neiman Marcus Group LTD LLC (the “Company”) announced that it had entered into a Transaction Support Agreement (“TSA”) with holders of more than 55% of the outstanding principal amount of the Company’s term loans (the “Term Loans”) under its term loan credit facility and holders of more than 60% of the aggregate principal amount of the Company’s unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 and unsecured 8.000% Senior Cash Pay Notes due 2021 (collectively, the “Unsecured Notes”). | a19-7984_28k.htm |
| 2019-04-02 | 8-K | 2019-04-02 | 7.01 Regulation FD Disclosure | 7.01 On March 25, 2019, Neiman Marcus Group LTD LLC (the “Company”) announced that it had entered into a Transaction Support Agreement (“TSA”) with holders of more than 55% of the outstanding principal amount of the Company’s term loans (the “Term Loans”) under its term loan credit agreement and holders of more than 60% of the aggregate principal amount of the Company’s unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 and unsecured 8.000% Senior Cash Pay Notes due 2021 (collectively, the “Unsecured Notes”). | a19-7607_18k.htm |
| 2019-03-25 | 8-K | 2019-03-25 | 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 7.01 On March 25, 2019, Neiman Marcus Group LTD LLC (the “Company”), certain of its affiliates, an ad hoc committee of holders (the “Consenting Unsecured Noteholders”) of more than 60% of the aggregate principal amount of the Company’s unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “PIK Toggle Notes”) and the Company’s unsecured 8.000% Senior Cash Pay Notes due 2021 (the “Cash Pay Notes” and, together with the PIK Toggle Notes, the “Unsecured Notes”), an ad hoc committee of holders (the “Consenting Term Lenders”) of more than 55% of the outstanding principal amount of the loans (the “Term Loans”) under the Company’s term loan credit facility (the “Term Loan Facility”), and certain holders of equity interests in the Company’s parent entities (collectively, the “Sponsors,” and, together with the Consenting Unsecured Noteholder and Consenting Term Lenders, the “Consenting Stakeholders”) entered into a transaction support agreement (together with all exhibits, annexes and schedules thereto, the “Transaction Support Agreement”) to define their commitments to commence a comprehensive set of transactions (collectively, the “Recapitalization Transactions”) to among other things, extend the maturities of the Unsecured Notes and the Term Loans by three years. | a19-7151_18k.htm |
| 2019-03-12 | 8-K | 2019-03-12 | 2.02 Results of Operations and Financial Condition | 2.02 The following information is being furnished, not filed, pursuant to Item 2.02. | a51952406.htm |
| 2019-03-01 | 8-K | 2019-03-01 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 To the extent applicable, the disclosures in Item 7.01 below are incorporated herein by reference. 7.01 In connection with previously disclosed discussions to enhance its capital structure, Neiman Marcus Group LTD LLC (the “Company”), an ad hoc committee of holders (the “Noteholders”) of the Company’s unsecured 8.750%/9.500% Senior PIK Toggle Notes due 2021 (the “PIK Toggle Notes”) and the Company’s unsecured 8.000% Senior Cash Pay Notes due 2021 (together with the PIK Toggle Notes, the “Notes”) and an ad hoc committee of holders (the “Term Lenders”) of the loans (the “Term Loans”) under the Company’s term loan credit facility have reached an agreement in principle on the framework of a comprehensive transaction to extend the maturities of the Notes and the Term Loans. | a19-5276_18k.htm |
| 2019-01-28 | 8-K | 2019-01-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 28, 2019, Neiman Marcus Group, Inc. (“Parent”), the indirect parent of the registrant Neiman Marcus Group LTD LLC (“NMG”) announced that James Gold, President, Chief Merchandising Officer, will be resigning from NMG and its subsidiaries and parent entities, effective March 15, 2019. | a19-3539_18k.htm |