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Debt
3 Months Ended
Mar. 27, 2012
Debt [Abstract]  
Debt

Note 4 – Debt

The Company's debt consisted of the following (in thousands):

 

     March 27,
2012
     December 27,
2011
 

Term Loan

   $ 375,000       $ —     

Senior Notes

     190,000         —     

Revolving Facility ($100 million) ( 1 )

     —           —     

Old Term Loan

     —           197,700   

Old Senior Subordinated Notes

     —           175,000   

Old Revolving Facility ($75 million) ( 1 )

     —           —     
  

 

 

    

 

 

 
     565,000         372,700   

Less current portion

     3,750         13,540   
  

 

 

    

 

 

 
   $ 561,250       $ 359,160   
  

 

 

    

 

 

 

  (1) 

At March 27, 2012, the Company had $72.3 million of borrowing capacity available under its Revolving Facility, net of $27.7 million of outstanding letters of credit and at December 27, 2011, the Company had $57.3 million of borrowing capacity available under its Old Revolving Facility, net of $17.7 million of outstanding letters of credit.

The Company's Senior Secured Credit Facilities were dated December 28, 2011 and consisted of a $100.0 million Revolving Facility and a $375.0 million Term Loan. There were no borrowings outstanding under the Revolving Facility as of March 27, 2012. Interest is paid at LIBOR, the money market rate, or the base rate (as defined), plus an applicable margin based upon a leverage ratio as defined in the credit agreement. Availability under this facility is reduced by letters of credit, of which $27.7 million were issued at March 27, 2012. Commitment fees are paid based upon the unused balance of the facility and the fees are paid at 0.5%. Commitment fees and letter of credit fees are reflected as interest expense. The revolving credit facility is secured by substantially all of the Company's assets and is due December 28, 2016.

Under the Company's $375.0 million Term Loan, interest is paid at LIBOR plus 5.25%, or the base rate (as defined) plus 4.25%, with a LIBOR floor of 1.5%. The combined weighted average rate was 6.75% at March 27, 2012. The principal amount of the Term Loan amortizes in equal quarterly installments in an aggregate annual amount equal to 1% of the original principal amount of the Term Loan, with the balance payable at maturity. The term loan note is secured by substantially all of the Company's assets and is due December 28, 2018.

The Senior Notes bear interest at the rate of 10.5% payable semi-annually in arrears on January 15 and July 15 until maturity of the Notes on December 28, 2020. These Senior Notes are unsecured. Effective January 15, 2016, these Notes may be redeemed at a redemption price of 105.250% plus accrued and unpaid interest until January 15, 2017, when the redemption price becomes 102.625% plus accrued and unpaid interest and remains such until January 15, 2018, when these Senior Notes can be redeemed at the face amount, plus accrued and unpaid interest. The issuance of these Senior Notes was registered under the Securities Act of 1933.

The Company's debt facilities contain restrictions on additional borrowings, certain asset sales, capital expenditures, dividend payments, certain investments and related-party transactions, as well as requirements to maintain various financial ratios. At March 27, 2012, the Company was in compliance with all of its debt covenants.

Based upon the amount of excess cash flow generated during fiscal 2012 and the Company's leverage at fiscal 2012 year end, each of which is defined in the credit agreement for the Term Loan, the Company is required to make an excess cash flow mandatory prepayment. The excess cash flow mandatory prepayment is an annual requirement under the credit agreement and is due 95 days after the end of its current fiscal year. The Company anticipates that it will be required to make a payment in 2013, but such amount cannot be reasonably estimated at this time.

The estimated fair value of the Company's outstanding borrowings was as follows (in thousands):

 

     March 27,
2012
     December 27,
2011
 

Term Loan

   $ 375,938       $ —     

Senior Notes

     205,200         —     

Old Term Loan

     —           197,700   

Senior Subordinated Notes

     —           179,156   
  

 

 

    

 

 

 
   $ 581,138       $ 376,856   
  

 

 

    

 

 

 

Carrying value

   $ 565,000       $ 372,700   

The Company determined the estimated fair value using available market information. However, the fair value estimates presented herein are not necessarily indicative of the amount that the Company's debt holders could realize in an actual market transaction.

On March 28, 2012, the Company refinanced the Term Loan. The refinancing lowered the spread over LIBOR to 4.0% on the Term Loan borrowings, and lowered the Term Loan LIBOR floor to 1.25%. The Company paid a soft call premium of $3.8 million in accordance with the terms of the Senior Secured Credit Facilities plus transaction related expenses of approximately $1.1 million to effectuate the refinancing. Based on the terms of this transaction, $3.2 million of these costs will be capitalized as debt issuance costs and amortized over the term of the related debt. The remaining $1.7 million will be recorded as debt extinguishment expense during the second quarter of 2012. No other changes were made to the Senior Secured Credit Facilities in the refinancing. Additionally, related debt issuance costs of approximately $3.4 million will be written off to debt extinguishment expense during the second quarter of fiscal 2012.