Annual report pursuant to Section 13 and 15(d)

Long-Term Debt

v3.8.0.1
Long-Term Debt
12 Months Ended
Feb. 03, 2018
Debt Disclosure [Abstract]  
Long-Term Debt
Long-Term Debt   
($ in millions)
 
2017
 
2016
Issue:
 
 
 
 
7.95% Debentures Due 2017
 
$

 
$
220

5.75% Senior Notes Due 2018 (1)
 
190

 
265

8.125% Senior Notes Due 2019
 
175

 
400

5.65% Senior Notes Due 2020 (1)
 
360

 
400

2016 Term Loan Facility (Matures in 2023)
 
1,625

 
1,667

5.875% Senior Secured Notes Due 2023 (1)
 
500

 
500

7.125% Debentures Due 2023
 
10

 
10

6.9% Notes Due 2026
 
2

 
2

6.375% Senior Notes Due 2036 (1)
 
388

 
388

7.4% Debentures Due 2037
 
313

 
313

7.625% Notes Due 2097
 
500

 
500

Total debt
 
4,063

 
4,665

Unamortized debt issuance costs
 
(51
)
 
(63
)
Less: current maturities
 
(232
)
 
(263
)
Total long-term debt
 
$
3,780

 
$
4,339

Weighted-average interest rate at year end
 
6.1
%
 
6.3
%
Weighted-average maturity (in years)
 
16 years

 
 
 
(1)
These debt issuances contain a change of control provision that would obligate us, at the holders’ option, to repurchase the debt at a price of 101%. These provisions trigger if there were a beneficial ownership change of 50% or more of our common stock.

During the second quarter of 2017, we settled cash tender offers with respect to portions of our outstanding 5.75% Senior Notes due 2018 (2018 Notes) and 8.125% Senior Notes due 2019 (2019 Notes), resulting in a loss on extinguishment of debt of
$34 million, and amended our $2.35 billion senior secured asset-based revolving credit facility (Revolving Credit Facility), which resulted in a loss on extinguishment of debt of $1 million.

During the fourth quarter of 2017, we repurchased and retired $40 million aggregate principal amount of our outstanding debt resulting in a gain on extinguishment of debt of $2 million.

During the first quarter of 2016, we repurchased and retired $60 million aggregate principal amount of our outstanding debt resulting in a gain on extinguishment of debt of $4 million.

During the second quarter of 2016, we completed the refinancing of our $2.25 billion five-year senior secured term loan facility entered into in 2013 (2013 Term Loan Facility) with an amended and restated $1.688 billion seven-year senior secured term loan credit facility (2016 Term Loan Facility) and the issuance of $500 million of 5.875% Senior Secured Notes due 2023 (Senior Secured Notes), resulting in a loss on extinguishment of debt of $34 million.

The 2016 Term Loan Facility bears interest at a rate of LIBOR (subject to a 1% floor) plus 4.25% and matures on June 23, 2023. We are required to make quarterly repayments in a principal amount equal to $10.55 million during the seven-year term, subject to certain reductions for mandatory and optional prepayments. Proceeds from the 2016 Term Loan Facility and the Senior Secured Notes were used to repay the entire outstanding principal balance of the 2013 Term Loan Facility. The 2016 Term Loan Facility and the Senior Secured Notes are guaranteed by the Company and certain subsidiaries of JCP and are secured by mortgages on certain real estate of JCP and the guarantors.






Scheduled Annual Principal Payments on Long-Term Debt, Excluding Capital Leases Financing Obligation and Note Payable
($ in millions)
 
2018
$
232

2019
217

2020
402

2021
42

2022
42

Thereafter
3,128

Total
$
4,063