NOTE

– LONG-TERM DEBT

Syndicated Credit Facility

The Company has a syndicated credit facility (the “Facility”) pursuant to which the lenders provide to the Company and certain of its subsidiaries a multicurrency revolving credit facility and provide to the Company a term loan. Interest on base rate loans is charged at varying rates computed by applying a margin depending on the Company

’s consolidated net leverage ratio as of the most recently completed fiscal quarter. Interest on LIBOR-based loans and fees for letters of credit are charged at varying rates computed by applying a margin over the applicable LIBOR rate, depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter. In addition, the Company pays a commitment fee per annum (depending on the Company’s consolidated net leverage ratio as of the most recently completed fiscal quarter) on the unused portion of the Facility.

As of

October1,

2017,

the Company had outstanding

$173.8

million of term loan borrowing and

$60.8

million of revolving loan borrowings under the Facility, and had

$6.0

million in letters of credit outstanding under the Facility. As of

October 1, 2017,

the weighted average interest rate on borrowings outstanding under the Facility was

2.6%.

The

Company is required to make quarterly amortization payments of the term loan borrowing. The amortization payments are due on the last day of the calendar quarter. The quarterly amortization payment amount was

$3.75

million for the

third

quarter of

2017

and will remain this amount for all future quarters until maturity.

The Company is currently in compliance with all covenants under the Facility and anticipates that it will remain in compliance with the covenants for the foreseeable future.

In the

third

quarter of

2017

, the Company amended and restated the syndicated credit facility. The terms and conditions of the amended and restated credit facility (the “Amended Facility”) are substantially similar to the preceding Facility, with the following key changes:

●

The Amended Facility matures in

August

2022;

●

The restricted payments covenant in the Amended Facility has been liberalized (and now allows for, among other things, the repurchase of the full amount of the new share re

purchase program described below); and

●

Permits the potential release of the lenders

’ liens on certain real property and equipment in connection with an anticipated property tax abatement transaction in Georgia.

Interest Rate Risk Management

Shortly after entering into the Amended Facility,

the Company entered into an interest rate swap transaction to fix the variable interest rate on a portion of its term loan borrowings in order to manage a portion of its exposure to interest rate fluctuations. The Company’s objective and strategy with respect to this interest rate swap is to protect the Company against adverse fluctuations in interest rates by reducing its exposure to variability to cash flows relating to interest payments on a portion of its outstanding debt. The Company is meeting its objective by hedging the risk of changes in its cash flows (interest payments) attributable to changes in LIBOR, the designated benchmark interest rate being hedged (the “hedged risk”), on an amount of the Company’s debt principal equal to the outstanding swap notional amount.

Cash Flow Interest Rate Swap

The C

ompany’s interest rate swap is designated and qualifies as a cash flow hedge of forecasted interest payments. The Company reports the effective portion of the fair value gain or loss on the swap as a component of other comprehensive income (or other comprehensive loss). Gains or losses (if any) on any ineffective portion of derivative instruments in cash flow hedging relationships are recorded in the period in which they occur as a component of other expense (or other income) in the Consolidated Condensed Statement of Operations. There were

such gains or losses in the

third

quarter of

2017.

The aggregate notional amount of the swap as of

October 1, 2017

was

$100

million.

As of

October 1, 2017,

the fair value of the cash flow interest rate swap liability was

$0.2

million and was recorded in accrued liabilities.

Other Lines of Credit

Subsidiaries of the Company have an aggregate of the equivalent of

$9.8

million of other lines of credit available at interest rates ranging from

2.5%

6.5%.

As of

October 1, 2017,

there were

borrowings outstanding under these lines of credit.