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You can download and read online Ann Arbor Review of Books 1. Happy reading Ann Arbor Review of Books 1. This Book have some digital formats such us :paperbook, ebook, kindle, epub, fb2 and another formats. This Month Use this rating to help choose your stay! This rate differed from the federal statutory rate primarily due to the unfavorable impact of recording a valuation allowance against net domestic deferred tax assets.

This non-cash valuation allowance charge was necessary due to the determination during the year that it was more-likely-than-not that a future benefit would not be realized from these assets. Also impacting the effective rate was a non-deductible goodwill impairment charge, offset by the favorable impact of non-taxable book income associated with the re-measure of stock warrants to fair market value.

Due to the factors mentioned above, loss from continuing operations as a percentage of sales decreased to 4. Costs Associated with Turnaround Effort. Over the past three years we have worked to return our business to profitability. This effort included exploring strategic alternatives for our business, including the possible sale of some or all of our business, expense reduction initiatives, supply chain reengineering, management consolidation and staff reductions in our corporate office and in our stores, as well as a reduction in costs associated with remerchandising our stores.

A summary of the costs associated with our turnaround effort follows amounts in millions :. Consulting and legal fees. Severance costs. Retention costs. Multimedia inventory reduction costs, including accelerated depreciation costs. Music inventory markdowns. Subsequent to January 29, , we have incurred and expect to continue to incur significant costs associated with the Chapter 11 Cases and our reorganization. Liquidity and Capital Resources. Analysis of Cash Flow Statement. Operating Activities.

This was primarily due to a larger decrease in our inventory levels net of the change in accounts payable in as compared to In response, vendors stopped shipments of merchandise, resulting in a reduction in inventory levels. The remainder of the increase is due to changes in the timing of payments to employees and to non-merchandise vendors. The remainder of the decrease is due to changes in the timing of payments to employees and to non-merchandise vendors. Investing Activities. Capital expenditures in reflected spending to support the development of our eBookstore on Borders.

In addition, capital spending reflected the opening of one new superstore, as well as maintenance spending on existing stores, distribution centers and management information systems. This was the result of capital expenditures for one new airport store and the maintenance of existing stores, distribution centers and management information systems. Financing Activities. Capital Expenditures. Capital spending in is expected to be relatively flat compared to Sources of Liquidity and Liquidity Outlook.

Pre-Petition Credit Facility. Pre-Petition Term Loan Agreement. Pershing Square Term Loan. Equity Financing. On May 21, , an entity controlled by Bennett S. In connection with the purchase of such shares, the Purchaser was granted warrants to acquire an additional Effective as of May 21, , Bennett S. LeBow and Howard M. Lorber were named directors of the Company, and Mr. LeBow was named the Chairman of the Board of Directors. The Securities Purchase Agreement provides the Purchaser with approval rights with respect to certain corporate and business transactions.

The standstill provisions, other than the restrictions on acquisitions of common stock, are applicable during the Restricted Period. The agreement also included the issuance to Pershing Square of The warrants expire October 9, In the event of a Public Stock Merger defined as a business combination pursuant to which all of the outstanding common stock of the Company is exchanged for, converted into or constitute solely the right to receive common stock listed on a national securities exchange the Company may elect to i keep all the unexercised warrants outstanding after the Public Stock Merger, in which case the warrants will remain outstanding, or ii cause the outstanding warrants to be redeemed for an amount in cash equal to the Cash Redemption Value of the warrants.

Upon the occurrence of any change of control other than a Public Stock Merger, or a delisting of the common stock underlying the warrants from trading on the New York Stock Exchange or the Nasdaq Stock Market, each holder of warrants may elect to i keep such warrants outstanding, or ii require the Company to redeem the warrants for an amount in cash equal to the Cash Redemption Value. Upon our delisting from the New York Stock Exchange on February 16, , the warrant holders elected to keep such warrants outstanding. LeBow, we also entered into a purchase agreement relating to the investment requiring us, subject to obtaining shareholder approval, to issue to Mr.

LeBow stock purchase warrants exercisable to acquire an additional The issuance to Mr. LeBow of the warrants was approved by our shareholders at a special meeting held on September 30, The warrants were issued on September 30, and are exercisable on a gross or cashless basis at any time after the first anniversary of the date of issuance up to and including the fifth anniversary of the date of issuance. Upon the occurrence of any change in control of the Company other than a Public Stock Merger as described above, the holder of the warrants may elect to i cause the warrants to remain outstanding, in which case the warrants will remain outstanding as adjusted pursuant to the anti-dilution adjustment provisions of the warrants, or ii require the Company to redeem the warrants for an amount in cash equal to the Cash Redemption Value.

As a result of the purchase of common stock by Mr. LeBow, we were also required under the terms of our existing agreements with Pershing Square and its affiliates to issue Pershing Square approximately 2. Upon the issuance of the warrants to Mr.

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LeBow, we were required to issue Pershing Square approximately 8. Debt of VIEs. These entities were established by third-party developers to own, construct, and lease two of our store locations. To refinance the debt associated with the construction of these stores, we were required to guarantee the debt of these two entities. As a result, we consolidated these VIEs.

Liquidity after Chapter 11 Bankruptcy Filing. Following our bankruptcy filing on February 16, , our most significant sources of liquidity are funds generated by borrowings under the DIP Credit Agreement and cash generated by operating activities. Borrowings typically peak in the fall as we build inventories in anticipation of the holiday selling season. Conversely, borrowings reach their lowest levels during December. Our liquidity is impacted by a number of factors, including our sales levels and operating performance, and our borrowing capacity under the DIP Credit Agreement.

In addition, the lenders under the DIP Credit Agreement have the right to periodically obtain third party valuations of the liquidation value of our inventory, and the lowering of the liquidation value of our inventory reduces the amount that we are able to borrow under the DIP Credit Agreement. Based upon our current internal financial forecasts, we believe that we will have sufficient amounts available under the DIP Credit Agreement, plus trade credit extended by our vendors and cash generated from operations, to fund our anticipated cash requirements through the end of our fiscal year.

These forecasts depend, however, on several important assumptions, including our ability to obtain vendor credit terms more favorable than those now in place. Virtually all of our major merchandise vendors currently require payment in advance of shipment. Our current internal forecasts assume that we will be able to obtain increased levels of vendor trade credit sufficient to support our continued operations.

Failure to achieve forecasted levels of vendor trade credit, forecasted levels of sales and operating performance or other factors could result in a liquidity shortfall prior to the end of our fiscal year. There can be no assurance that cash on hand, cash generated through operations, and other available funds will be sufficient to meet our reorganization or ongoing cash needs, that we will remain in compliance with all the necessary terms and conditions of the DIP Credit Agreement, or that the lending commitments under the DIP Credit Agreement will not be terminated by the lenders.

As a result, we may be required to consider other alternatives to maximize the potential recovery for our various creditor constituencies, including a possible sale of the Company or certain of our material assets pursuant to Section of the Bankruptcy Code, or the conversion of the Chapter 11 Cases into a liquidation under Chapter 7 of the Bankruptcy Code. Off-Balance Sheet Arrangements. We guarantee the leases of three stores that we previously owned in Australia and New Zealand. These guarantees were required by certain of our landlords as conditions of the leases upon inception, and were not impacted by our disposition of our Australian and New Zealand operations.

On February 17, , the entities that had purchased our Australian and New Zealand operations filed for voluntary administration, a form of insolvency proceeding in Australia that is similar in some respects to a Chapter 11 bankruptcy proceeding in the United States. This event has been considered in the determination of our reserves relating to the lease guarantees.

We also guarantee the leases of two stores that we previously owned in the U. These guarantees were required by certain of our landlords as conditions of the leases upon inception, and were unrelated to our disposition of operations in the U. The leases provide for periodic rent reviews, which could increase our potential liability.

On December 22, , Borders U. Limited ceased operations, a result of filing for administration on November 26, Previously, Borders U. Limited announced that it had agreed to sell the leasehold interests in five stores, including one of the leases guaranteed by the Company, to a fashion retailer. These events have been considered in the determination of our reserves relating to the lease guarantees. We also agreed to indemnify the purchasers of the U. The various guarantees and indemnifications related to our Australian, New Zealand, U.

If, however, we are required to perform under these obligations, there is the potential for a significant adverse impact on our liquidity. Significant Contractual Obligations. The following table summarizes our significant contractual obligations at January 29, , excluding interest expense:. Fiscal Year. Pre-Petition Credit Agreement borrowings. Pre-Petition Term Loan borrowings.

Operating lease obligations. Capital lease obligations. Letters of credit. The table above excludes any amounts related to the payment of uncertain tax positions as we cannot make a reasonably reliable estimate of the periods of cash settlements with the respective taxing authorities.

This range was developed using the interest rate in effect at January 29, and utilized estimates of the amount and timing of borrowings and payments. As the risks associated with the bankruptcy process are significant, we are unable to estimate the amount of financing beyond the current DIP Credit Agreement. Due to these factors, as well as the uncertainty of future borrowing amounts and rates, we cannot make a reasonably reliable estimate of the cash required to pay interest on borrowings in years beyond fiscal This range was based on the historical trend of these expenses, as adjusted for store activity.

Because of the future variability of these amounts, which are dependent on future store count and ongoing negotiations with our landlords, among other things, we cannot make a reasonably reliable estimate in years beyond fiscal Our business is seasonal, with sales significantly higher during the fourth quarter, which includes the holiday selling season.

Operating income loss. Critical Accounting Policies and Estimates. In the ordinary course of business, we make a number of estimates and assumptions relating to the reporting of results of operations and financial condition in the preparation of our financial statements in conformity with accounting principles generally accepted in the United States. Actual results could differ from those estimates under different assumptions and conditions.

We believe that the following discussion addresses our most critical accounting policies and estimates. Long-Lived Assets. The carrying value of long-lived assets is evaluated whenever changes in circumstances indicate the carrying amount of such assets may not be recoverable. If the expected future cash flows are less than the carrying amount of the assets, we recognize an impairment loss for the difference between the carrying amount and the estimated fair value. For stores expected to close prior to the end of their lease lives, we utilize cash flow assumptions consistent with the anticipated method of liquidating inventory in such stores.

We have not made any material changes in the accounting methodology used to calculate long-lived asset impairment losses during the past three years, and we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use in the future.


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However, if actual results are not consistent with our estimates and assumptions used in estimating future cash flows and asset fair values, material additional asset impairment losses could occur. Inventory Reserves. The carrying value of our inventory is affected by reserves for shrinkage i. We have not made any material changes in the accounting methodologies used to establish these reserves during the past three years. Our shrinkage reserve represents anticipated physical inventory losses that have occurred since the last physical inventory date.

Physical inventory counts are taken on a regular basis to ensure the inventory reported in our financial statements is properly stated. During the interim period between physical inventory counts, we reserve for anticipated losses on a location-by-location basis.

Shrinkage estimates are typically based upon our most recent experience of losses for each particular location. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use to calculate our shrinkage reserve. However, if our estimates are inaccurate, we may be exposed to losses or gains that could be material.

Our reserve for the markdown of inventories below cost is based on our estimates of inventory aging, customer demand, the promotional environment, and the anticipated method of disposal. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use to calculate our markdown reserve. However, if our estimates are inaccurate, we may be exposed to losses that could be material.

Costs Associated With Exit Activities. This liability is recorded on the date that we cease to use the leased property, and contains estimates of the amount and duration of potential sublease rental income, which are based upon historical experience and knowledge of the relevant real estate markets. We have not made any material changes in our accounting methodology used to establish this reserve during the past three years, and we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use in the future.

However, if actual results are not consistent with our estimates and assumptions, we may be exposed to losses or gains that could be material. Self-Insured Liabilities. However, we obtain third-party insurance coverage to limit our exposure to these claims. Our self-insured liabilities contain estimates, based in part upon historical experience, of the ultimate cost to settle reported claims and claims incurred but not reported at the balance sheet date.

We have not made any material changes in our accounting methodologies used to establish these reserves during the past three years, and we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use in the future. We guarantee five store leases relating to former subsidiaries in the United Kingdom, Ireland, Australia and New Zealand. Our liabilities for these guarantees contain estimates of the likelihood that we would be required to perform under the guarantees, changes in anticipated rental amounts, and the amount and duration of potential sublease rental income.

We have not made any material changes in our accounting methodology used to establish these reserves during the past three years, and we do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use in the future. Gift Cards. We sell gift cards to our customers and record a liability for the face value of all cards issued and unredeemed within the last 12 months.

A portion of redemption income from gift card activations older than 12 months is deferred and will be recognized based on historical redemption trends. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use to calculate our gift card liability. Income Taxes. We must make certain estimates and judgments in determining income tax expense for financial statement purposes.

These estimates and judgments occur in the calculation of certain tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes. In addition, the calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. We recognize liabilities for anticipated tax issues in the United States and other tax jurisdictions based on an estimate of whether, and to the extent which, additional taxes will be due.

We recognize the tax effects of a position only if it is more-likely-than-not to be sustained based solely on its technical merits as of the reporting date. The more-likely-than-not threshold represents a positive assertion by management that a company is entitled to the economic benefits of a tax position. If a tax position is not considered more-likely-than-not to be sustained based solely on its technical merits, no benefits of the position are to be recognized.

Moreover, the more-likely-than-not threshold must continue to be met in each reporting period to support continued recognition of a benefit. Our effective tax rate in a given financial statement period may be materially impacted by changes in the mix and level of earnings, changes in the expected outcome of audit controversies or changes in the deferred tax valuation allowance.

During , we recorded a non-cash charge related to establishing a full valuation allowance against our domestic net deferred tax assets. In , we reversed a portion of this valuation allowance for losses that could be carried back to earlier tax years through the extended 5-year net operating loss carryback period allowed under the Worker, Homeownership, and Business Assistance Act of We incurred a net operating loss on our federal income tax return and expect another federal net operating loss in , which can potentially be carried forward to offset future taxable income.

We have recorded a full valuation allowance against these carryforwards and all other deferred tax assets as it is more-likely-than-not that a future benefit will not be realized. If, in the future, we realize domestic taxable income on a sustained basis of the appropriate character and within the net operating loss carryforward period, we would be allowed to reverse some or all of this valuation allowance, resulting in an income tax benefit. Further, changes in existing tax laws could also affect valuation allowance needs in the future.

New Accounting Guidance. The new standard also clarifies existing fair value disclosures about the level of disaggregation and about inputs and valuation techniques used to measure the fair value. We adopted the new accounting standard which became effective for the interim reporting period ended May 1, , except for the requirement to provide the Level 3 activity of purchases, sales, issuances, and settlements on a gross basis, which will be effective for fiscal years beginning after December 15, , and for interim periods within those fiscal years.

The adoption of the new standard did not have a material impact our consolidated financial statements. Related Party Transactions.

LeBow, pursuant to which the Purchaser acquired approximately In accordance with the provisions of the Securities Purchase Agreement, effective as of May 21, , Mr. Lorber were elected by action of the Board of Directors as directors of the Company and Mr. LeBow was elected as the Chairman of the Board of Directors. The Securities Purchase Agreement also includes restrictive covenants that require us to obtain the written consent of the Purchaser prior to entering into certain transactions or taking certain other actions. The Securities Purchase Agreement and our other agreements with the Purchaser were approved by our Board of Directors prior to the date Mr.

LeBow and Mr. Lorber joined the Board.

April Wrap Up -- 2019

As a result of the purchase of common stock by the Purchaser, we were required under the terms of our existing agreements with Pershing Square to issue Pershing Square approximately 2. Upon the issuance of warrants to the Purchaser, we were required to issue Pershing Square approximately 8. McGuire was a partner of Pershing Square until January Item 7A. We are exposed to market risk during the normal course of business from changes in interest rates. The exposure to this risk is managed through a combination of normal operating and financing activities, which may include the use of derivative financial instruments.

Currently, however, there are no such instruments outstanding. Interest Rate Risk. We are subject to risk resulting from interest rate fluctuations. LIBOR is the rate upon which our variable rate debt is principally based. Foreign Currency Exchange Risk. Since the sale of our foreign operations, we execute virtually all transactions in U.

As such, we have only insignificant foreign exchange risk. Item 8. Consolidated Statements of Operations for the fiscal years ended January 29, , January 30, , and January 31, Consolidated Balance Sheets as of January 29, and January 30, Consolidated Statements of Cash Flows for the fiscal years ended January 29, , January 30, , and January 31, Notes to Consolidated Financial Statements. Income tax provision benefit. Gain from discontinued operations net of tax.

Loss per common share data Note 3. Loss from continuing operations per common share. Gain from discontinued operations per common share. Net loss per common share. Weighted-average common shares outstanding in millions. See accompanying notes to consolidated financial statements.

Current assets:. Cash and cash equivalents. Merchandise inventories. Accounts receivable and other current assets. Deferred income taxes. Current assets of discontinued operations. Total current assets. Property and equipment, net. Other assets. Non-current assets of discontinued operations.

Current liabilities:. Short-term borrowings and current portion of long-term debt. Trade accounts payable. Accrued payroll and other liabilities. Taxes, including income taxes. Current liabilities of discontinued operations. Total current liabilities. Long-term debt. Other long-term liabilities. Long-term liabilities of discontinued operations. Total liabilities.

Common stock, ,, shares authorized; 72,, and 59,, shares issued and outstanding at January 29, and January 30, , respectively. Accumulated other comprehensive income. Retained deficit. Cash provided by:. Net gain from discontinued operations. Adjustments to reconcile loss from continuing operations to operating cash flows:. Loss on disposal of assets. Stock-based compensation cost income. Decrease increase in warrant liability. Decrease increase in deferred income taxes. Decrease in other long-term assets. Decrease in other long-term liabilities. Write-off of intangible asset. Amortization of term loan discounts.

Cash provided by used for current assets and current liabilities:. Decrease in inventories. Decrease in accounts receivable. Decrease in prepaid expenses. Decrease in accounts payable.

The New Imperialism of Globalized Monopoly-Finance Capital

Increase in taxes payable. Decrease in accrued payroll and other liabilities. Net cash provided by operating activities of continuing operations. Capital expenditures. Proceeds from the sale of discontinued operations. Net cash provided by used for investing activities of continuing operations. Net repayment of credit facility.

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Proceeds from the issuance of term loan. Repayment of funding from prior term loan. Issuance of long-term debt. Deferred financing costs. Repayment of short-term term loan. Repayment of long-term debt. Repayment of long-term capital lease obligations. Issuance of common stock. Equity transaction. Repurchase of common stock. Proceeds from the excess tax benefit of options exercised. Payment of cash dividends. Net cash used for financing activities of continuing operations. Net cash provided by used for operating activities of discontinued operations.

Net cash used for investing activities of discontinued operations. Net cash provided by used for financing activities of discontinued operations. Effect of exchange rates on cash and cash equivalents of discontinued operations. Net cash provided by used for discontinued operations. Net increase decrease in cash and cash equivalents.

Cash and cash equivalents at beginning of year. Cash and cash equivalents at end of year. Supplemental cash flow disclosures:. Interest paid. Net income taxes received. Accumulated Other Comprehensive Income. Retained Earnings. Balance at February 2, Discontinued operations currency translation adjustment. Foreign currency translation adjustments. Comprehensive income. Repurchase and retirement of common stock. Tax benefit of equity compensation. Balance at January 31, Balance at January 30, Discontinued operations currency translation adjustments.

Deconsolidation of VIEs. Balance at January 29, Nature of Business: Borders Group, Inc. As of January 29, , we operated superstores under the Borders name, including in the United States and three in Puerto Rico. We also operated mall-based and other small format bookstores, including stores operated under the Waldenbooks, Borders Express and Borders Outlet names, as well as 27 Borders-branded airport stores.

Previously, our reportable segments consisted of Borders, Waldenbooks, International, and Corporate. As a result of the disposition of our remaining international business, and the organizational, legal, and reporting assimilation of Waldenbooks into Borders, we no longer have multiple reportable segments. As part of the Chapter 11 Cases and as discussed further below, our goal is the development and implementation of a plan of reorganization that meets the standards for confirmation of the Bankruptcy Code.

Confirmation of a Chapter 11 plan or other arrangement could materially alter the classifications and amounts reported in our consolidated financial statements, which do not give effect to any adjustments to the carrying values of assets or amounts of liabilities that might be necessary as a consequence of confirmation of a Chapter 11 plan or the effect of any operational changes that may be implemented.

Principles of Consolidation: The consolidated financial statements include the accounts of the Company and all majority-owned subsidiaries. All significant intercompany transactions and balances have been eliminated. The results of Paperchase Products Limited, as well as subsidiaries through which we had previously operated bookstores in Ireland, the United Kingdom, Australia, New Zealand, and Singapore, are presented as discontinued operations for all periods presented. Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting periods.

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Gitelman, Lisa and Virginia Jackson. Lisa Gitelman Ed. Poetics of Relation. Betsy Wing. Goethe, Johann Wolfgang von. Princeton: Princeton UP, Le Goff, Jacques. Romano Ruggiero and Alfredo Salsano. Turin: Einaudi, Golumbia, David. The Cultural Logic of Computation. Huesos en el desierto. Barcelona: Editorial Anagrama, Goodman, Nelson. Ways of Worldmaking. Indianapolis: Hackett Publishing, Greif, Mark. Grossman, Richard. Working Paper. Authoring and Exploring Vast Narratives, eds.

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