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Debt, Derivatives and Hedging Activities
9 Months Ended
Feb. 28, 2017
Debt, Derivatives and Hedging Activities [Abstract]  
Debt, Derivatives and Hedging Activities
Debt, Derivatives and Hedging Activities
 
Cintas' senior notes are recorded at cost, net of debt issuance costs. The fair value of the senior notes is estimated using Level 2 inputs based on general market prices. The carrying value and fair value of Cintas' senior notes as of February 28, 2017 were $1,050.0 million and $1,126.4 million, respectively, and as of May 31, 2016 were $1,300.0 million and $1,416.6 million, respectively. On June 1, 2016, Cintas paid the $250.0 million five-year senior notes that matured on that date with cash on hand and proceeds from the issuance of commercial paper.

On August 15, 2016, the Company entered into the Agreement and Plan of Merger (Merger Agreement) pursuant to which the Company will acquire all outstanding shares of G&K Services, Inc. (G&K) for $97.50 per share in cash, for a total enterprise value of approximately $2.2 billion, including acquired net debt. In connection with the Company's entry into the Merger Agreement, as of February 28, 2017, Cintas pre-paid $13.9 million in fees to acquire bridge loan financing. These fees were recorded in prepaid assets on the consolidated condensed balance sheet to be expensed over the life of the bridge loan as applicable. See Note 14 entitled Subsequent Events for more information on the acquisition of G&K.

The credit agreement that supports our commercial paper program was amended on September 16, 2016. The amendment increased the capacity of the revolving credit facility from $450.0 million to $600.0 million and added a $250.0 million term loan facility. The $150.0 million increase in the revolving credit facility took effect upon the consummation of the merger (Merger) contemplated by the Merger Agreement among the Company, G&K and Bravo Merger Sub, Inc. (Merger Sub), a wholly-owned subsidiary of Cintas. The term loan facility shall be only funded upon the consummation of the Merger. The credit agreement has an accordion feature that provides Cintas the ability to request increases to the borrowing commitments under either the revolving credit facility or the term loan facility of up to $250.0 million in the aggregate, subject to customary conditions. The amendment also extended the maturity date of the agreement to September 15, 2021. See Note 14 entitled Subsequent Events for more information on the Merger and impact on the credit agreement.

As of February 28, 2017, there was $99.5 million of commercial paper outstanding with a weighted average interest rate of 1.01% and maturity dates less than 30 days. The fair value of the commercial paper is estimated using Level 2 inputs based on general market prices. Given its short term nature, the carrying value of the outstanding commercial paper approximates fair value. No commercial paper or borrowings on our revolving credit facility were outstanding as of May 31, 2016.

Cintas uses interest rate locks to manage our overall interest expense as interest rate locks effectively change the interest rate of specific debt issuances. The interest rate locks are entered into to protect against unfavorable movements in the benchmark treasury rate related to forecasted debt issuances. Cintas used interest rate lock agreements to hedge against movements in the treasury rates at the time Cintas issued its senior notes in fiscal 2007, fiscal 2008, fiscal 2011 and fiscal 2013. The amortization of the cash flow hedges resulted in an increase to other comprehensive income of $0.4 million and $0.5 million for the three months ended February 28, 2017 and February 29, 2016, respectively. For the nine months ended February 28, 2017 and February 29, 2016, the amortization of the cash flow hedges resulted in an increase to other comprehensive income of $1.2 million and $1.5 million, respectively. As of February 28, 2017, Cintas had multiple interest rate lock agreements in place for forecasted long-term debt issuances. The notional value of the planned debt issuances is $500.0 million of 5-year senior notes and $1.0 billion of 10-year senior notes. As of February 28, 2017, these interest rate locks were recorded at their fair value, which was an asset of $7.3 million included in prepaid expenses and other assets, and recorded as other comprehensive income, net of tax. As of May 31, 2016, the fair value of these interest rate locks was a liability of $19.6 million and were recorded in long-term liabilities and other comprehensive income, net of tax. The interest rate locks had no impact on net income or cash flows from continuing operations for the nine months ended February 28, 2017. See Note 14 entitled Subsequent Events for more information on the outstanding interest rate locks.

Cintas has certain covenants related to debt agreements. These covenants limit Cintas’ ability to incur certain liens, to engage in sale-leaseback transactions and to merge, consolidate or sell all or substantially all of Cintas’ assets. These covenants also require Cintas to maintain certain debt to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) and interest coverage ratios. Cross-default provisions exist between certain debt instruments. If a default of a significant covenant were to occur, the default could result in an acceleration of the maturity of the indebtedness, impair liquidity and limit the ability to raise future capital. Cintas was in compliance with all debt covenants for all periods presented.