and 2011 used cash of $0.2 million, $1.3 million and $15.0 million,  respectively. In fiscal 2013 and 2011, exercises of employee stock  options, net of shares used for withholding tax payments provided  cash of $0.3 million and used cash of $0.8 million, respectively. No  employee stock options were exercised in fiscal 2012; shares used for  withholding tax payments used $1.6 million in fiscal 2012. addition, some of these leases contain various restrictions relating to  change of control of our company. Our leases also subject us to risks  relating to compliance with changing mall rules and the exercise of  discretion by our landlords on various matters, including rights of  termination in some cases. Rents are charged monthly and paid in  advance. Capital Resources.  As of December 28, 2013, we had a cash balance  of $44.7 million, less than half of which was domiciled outside of  the United States. We also have a line of credit, which we can use to  finance capital expenditures and working capital needs throughout  the year. The credit agreement is with U.S. Bank National Association.  On December 21, 2012, we amended the existing bank line of credit  that now provides borrowing capacity of $35 million. Borrowings  under the credit agreement are secured by our assets and a pledge of  65% of our ownership interest in our foreign subsidiaries. The credit  agreement contains various restrictions on indebtedness, liens,  guarantees, redemptions, mergers, acquisitions or sale of assets,  loans, transactions with affiliates, and investments. It prohibits us  from declaring dividends without the bank’s prior consent, unless  such payment of dividends would not violate any terms of the credit  agreement. We are also prohibited from repurchasing shares of  our common stock unless such purchase would not violate any  terms of the credit agreement; we may not use proceeds of the line  of credit to repurchase shares. Borrowings bear interest at LIBOR  plus 1.8%. Financial covenants include maintaining a minimum  tangible net worth, maintaining a minimum fixed charge coverage  ratio (as defined in the credit agreement) and not exceeding a  maximum funded debt to earnings before interest, depreciation and  amortization ratio. On January 22, 2014, we amended the existing  credit agreement, extending the term to December 31, 2015 and  increasing the fixed charge coverage ratio. As of December 28, 2013:  (i) we were in compliance with these covenants; (ii) there were no  borrowings under our line of credit; and (iii) there was a standby  letter of credit of approximately $1.1 million outstanding under the  credit agreement. Giving effect to this standby letter of credit, there  was approximately $33.9 million available for borrowing under the  line of credit.  Our leases in the United Kingdom and Ireland typically have terms of  ten to fifteen years and generally contain a provision whereby every  fifth year the rental rate can be adjusted to reflect the current market  rates. The leases typically provide the lessee with the first right for  renewal at the end of the lease. We may also be required to make  deposits and rent guarantees to secure new leases as we expand. Real  estate taxes also change according to government time schedules to  reflect current market rental rates for the locations we lease. Rents are  charged quarterly and paid in advance.  In fiscal 2014, we expect to spend approximately $15 to $18 million  on capital expenditures. Capital spending in fiscal 2013 totaled $19  million, primarily to support the refresh and repositioning of stores  and investment in infrastructure.  On February 20, 2007, we announced that our board of directors  had authorized a $25 million share repurchase program of our  outstanding common stock. On March 10, 2008, we announced  an expansion of our share repurchase program to $50 million.  Following a series of annual extensions, we announced on February  24, 2014, that our share repurchase program had been extended to  March 31, 2015. We currently intend to purchase up to an aggregate  of $50 million of our common stock in the open market (including  through 10b5-1 plans), through privately negotiated transactions or  through an accelerated repurchase transaction. As of March 7, 2014,  approximately 6.0 million shares at an average price of $7.25 per  share have been repurchased under this program for an aggregate  amount of $43.6 million, leaving $6.4 million of availability under  the program. The primary source of funding for the program has  been, and is expected to be, cash on hand. The timing and amount  of additional share repurchases, if any, will depend on price, market  conditions, applicable regulatory requirements, and other factors.  The program does not require us to repurchase any specific number  of shares and may be modified, suspended or terminated at any time  without prior notice. Shares repurchased under the program have  been, and will continue to be, subsequently retired.  Most of our retail stores are located within shopping malls and all  are operated under leases classified as operating leases. Our leases in  North America typically have a ten-year term and contain provisions  for base rent plus percentage rent based on defined sales levels.  Our leases typically require us to pay personal property taxes, our  pro rata share of real property taxes of the shopping mall, our own  utilities, repairs and maintenance in our store, a pro rata share of the  malls’ common area maintenance and, in some instances, merchant  association fees and media fund contributions. Many of the leases  contain a provision whereby either we or the landlord may terminate  the lease after a certain time, typically in the third or fourth year and  sixth or seventh year of the lease, if a certain minimum sales volume  is not achieved. Many leases contain incentives to help defray the cost  of construction of a new store. Typically, a portion of the incentive  must be repaid to the landlord if we choose to terminate the lease. In  We believe that cash generated from operations and borrowings  under our credit agreement will be sufficient to fund our working  capital and other cash flow requirements for the near future. Our  credit agreement expires on December 31, 2015.  None Off-Balance Sheet Arrangements  2013 FORM 10-K 25 BUILD-A-BEAR WORKSHOP, INC. 