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Equity
3 Months Ended
May 04, 2013
Equity [Abstract]  
Equity
Equity

Non-Redeemable Preferred Stock

 
 
Shares
Authorized
 
Number of Shares Outstanding
Amounts in Thousands
Common
Convertible
Ratio
 
No. of
Votes per share
Class (In order of preference)*
 
 
May 4, 2013
 
February 2, 2013
 
May 4, 2013
 
February 2, 2013
 
 
Subordinated Serial Preferred (Cumulative)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Aggregate
 
3,000,000
** 

 

 

 

 
N/A
  
N/A
$2.30 Series 1
 
64,368
  

 
16,203

 
$

 
$
648

 
.83
  
1
$4.75 Series 3
 
40,449
  

 
7,398

 

 
740

 
2.11
  
2
$4.75 Series 4
 
53,764
  

 
3,247

 

 
325

 
1.52
  
1
Series 6
 
800,000
  

 

 

 

 
 
 
100
$1.50 Subordinated Cumulative Preferred
 
5,000,000
  

 
30,067

 

 
902

 
 
 
1
 
 
 
 

 
56,915

 

 
2,615

 
 
 
 
Employees’ Subordinated Convertible Preferred
 
5,000,000
  
46,472

 
46,852

 
1,394

 
1,405

 
1.00
*** 
1
Stated Value of Issued Shares
 
 
 
 
 
 
 
1,394

 
4,020

 
 
 
 
Employees’ Preferred Stock Purchase Accounts
 
 
 
 
 
 
 
(95
)
 
(96
)
 
 
 
 
Total Non-Redeemable Preferred Stock
 
 
 
 
 
 
 
$
1,299

 
$
3,924

 
 
 
 

*    In order of preference for liquidation and dividends.

**
The Company’s charter permits the board of directors to issue Subordinated Serial Preferred Stock in as many series, each with as many shares and such rights and preferences, as the board may designate.

***    Also convertible into one share of $1.50 Subordinated Cumulative Preferred Stock.








Note 7
Equity, Continued
Preferred Stock Transactions

In thousands
Non-Redeemable
Preferred Stock
 
Non-Redeemable
Employees’
Preferred Stock
 
Employees’
Preferred
Stock
Purchase
Accounts
 
Total
Non-Redeemable
Preferred Stock
Balance January 28, 2012
3,621

 
1,437

 
(101
)
 
4,957

Other
(1,006
)
 
(32
)
 
5

 
(1,033
)
Balance February 2, 2013
2,615

 
1,405

 
(96
)
 
3,924

Preferred stock redemptions
(1,462
)
 

 

 
(1,462
)
Other
(1,153
)
 
(11
)
 
1

 
(1,163
)
Balance May 4, 2013
$

 
$
1,394

 
$
(95
)
 
$
1,299



Subordinated Serial Preferred Stock (Cumulative):

The Company issued a notice of mandatory redemption effective April 30, 2013, to its holders of Subordinated Serial Preferred Stock $2.30 Series 1, $4.75 Series 3 and $4.75 Series 4 during the first quarter of Fiscal 2014. The Series 1 preferred stock was redeemed at $40 per share plus accumulated dividends. For the three months ended May 4, 2013, 13,713 shares of Series 1 preferred stock were converted to common stock and 2,490 shares of Series 1 preferred stock were redeemed. The Series 3 and 4 preferred stocks were redeemed at $100 per share plus accumulated dividends. For the three months ended May 4, 2013, 6,046 shares of Series 3 preferred stock were converted to common stock and 1,352 shares of Series 3 preferred stock were redeemed. For the three months ended May 4, 2013, 3,247 shares of Series 4 preferred stock were redeemed. The total cost of the redemption for Series 1, 3 and 4 preferred stock was $0.6 million.

The Company’s shareholders’ rights plan grants to common shareholders the right to purchase, at a specified exercise price, a fraction of a share of subordinated serial preferred stock, Series 6, in the event of an acquisition of, or an announced tender offer for, 15% or more of the Company’s outstanding common stock. Upon any such event, each right also entitles the holder (other than the person making such acquisition or tender offer) to purchase, at the exercise price, shares of common stock having a market value of twice the exercise price. In the event the Company is acquired in a transaction in which the Company is not the surviving corporation, each right would entitle its holder to purchase, at the exercise price, shares of the acquiring company having a market value of twice the exercise price. The rights expire in March 2020, are redeemable under certain circumstances for $0.01 per right and are subject to exchange for one share of common stock or an equivalent amount of preferred stock at any time after the event which makes the rights exercisable and before a majority of the Company’s common stock is acquired.








Note 7
Equity, Continued

$1.50 Subordinated Cumulative Preferred Stock:

The Company issued a notice of mandatory redemption effective April 30, 2013, to its holders of $1.50 Subordinated Cumulative Preferred Stock during the first quarter of Fiscal 2014. The $1.50 Subordinated Cumulative Preferred Stock was redeemed at $30 per share plus accumulated dividends. For the three months ended May 4, 2013, 30,067 shares of $1.50 Subordinated Cumulative Preferred Stock were redeemed. The total cost of the redemption for the $1.50 Subordinated Cumulative Preferred Stock was $0.9 million.

Employees’ Subordinated Convertible Preferred Stock:
Stated and liquidation values are 88 times the average quarterly per share dividend paid on common stock for the previous eight quarters (if any), but in no event less than $30 per share.