XML 99 R16.htm IDEA: XBRL DOCUMENT v2.4.1.9
Debt And Bank Credit Facilities
12 Months Ended
Jan. 03, 2015
Long-term Debt, Unclassified [Abstract]  
Debt And Bank Credit Facilities
Debt and Bank Credit Facilities
The Company's indebtedness as of January 3, 2015 and December 28, 2013 was as follows (in millions):
 
 
January 3,
2015
 
December 28,
2013
 
 
Senior Notes
$
600.0

 
$
750.0

 
Revolving Credit Facility
17.0

 

 
Other
16.8

 
17.4

 
 
633.8

 
767.4

 
Less: Current Maturities
8.4

 
158.4

 
Non-current Portion
$
625.4

 
$
609.0


Senior Notes
At January 3, 2015, the Company had $600.0 million of senior notes (the “Notes”) outstanding. The Notes consist of (i) $500.0 million in senior notes (the “2011 Notes”) in a private placement which were issued in seven tranches with maturities from seven to twelve years and carry fixed interest rates and (ii) $100.0 million in senior notes (the “2007 Notes”) issued in 2007 with a floating interest rate based on a margin over the London Inter-Bank Offered Rate (“LIBOR”). In August 2014, $150.0 million of the 2007 Notes matured. The Company repaid that tranche of the 2007 Notes at maturity with a combination of cash and borrowings under the Prior Revolving Facility (as that term is defined below).
Details on the Notes at January 3, 2015 were (in millions):
 
 
Principal
 
Interest Rate
 
Maturity
Floating Rate Series 2007A
 
100.0

 
Floating (1)
 
August 1, 2017
Fixed Rate Series 2011A
 
100.0

 
4.1%
 
July 1, 2018
Fixed Rate Series 2011A
 
230.0

 
4.8 to 5.0%
 
July 1, 2021
Fixed Rate Series 2011A
 
170.0

 
4.9 to 5.1%
 
July 1, 2023
 
 
$
600.0

 
 
 
 


(1) Interest rates vary as LIBOR varies. At January 3, 2015, the interest rate was 0.9%.

The Company has interest rate swap agreements to manage fluctuations in cash flows resulting from interest rate risk (see also Note 13 of Notes to the Consolidated Financial Statements).
Compliance With Financial Covenants

The Prior Credit Agreement and the Notes require the Company to meet specified financial ratios and to satisfy certain financial condition tests. The Company was in compliance with all financial covenants contained in the Notes and the Prior Credit Agreement as of January 3, 2015.
The Prior Credit Agreement and Prior Revolving Facility
On June 30, 2011, the Company entered into a revolving credit agreement (the “Prior Credit Agreement”) that provided for an aggregate amount of availability under a revolving credit facility of $500.0 million, including a $100.0 million letter of credit subfacility (the “Prior Revolving Facility”). The Prior Revolving Facility permitted borrowing at interest rates based upon a margin above LIBOR. At January 3, 2015, the Company had $17.0 million outstanding on the Prior Revolving Facility and at December 28, 2013, there were no outstanding borrowings on the Prior Revolving Facility. The average balance in direct borrowings under the Prior Revolving Facility was $20.3 million and $0.6 million in fiscal 2014 and fiscal 2013, respectively. The average interest rate paid under the Prior Revolving Facility was 1.4% in fiscal 2014 and 1.4% in fiscal 2013. At January 3, 2015, the Company had approximately $27.2 million in standby letters of credit issued and $455.8 million in available borrowings under the Prior Revolving Facility.

Other Notes Payable

At January 3, 2015, other notes payable of approximately $16.8 million were outstanding with a weighted average interest rate of 2.5%. At December 28, 2013, other notes payable of approximately $17.4 million were outstanding with a weighted average rate of 2.7%..

Based on rates for instruments with comparable maturities and credit quality, which are classified as Level 2 inputs (see also Note 14 of Notes to the Consolidated Financial Statements), the approximate fair value of the Company's total debt was $666.8 million and $779.6 million as of January 3, 2015 and December 28, 2013, respectively.

Maturities of long-term debt are as follows (in millions):
Year
 
 
 
 
 
Amount of Maturity
2015
 
 
 
 
 
$
8.4

2016
 
 
 
 
 
17.5

2017
 
 
 
 
 
103.3

2018
 
 
 
 
 
100.5

2019
 
 
 
 
 
0.5

Thereafter
 
 
 
 
 
403.6

Total
 
 
 
 
 
$
633.8


The New Credit Agreement

In connection with the PTS Acquisition, on January 30, 2015, the Company entered into a Credit Agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A., as Administrative Agent and the lenders named therein, providing for a (i) 5-year unsecured term loan facility in the principal amount of $1.25 billion (the “Term Facility”) and (ii) a 5-year unsecured multicurrency revolving facility in the principal amount of $500.0 million (the “Multicurrency Revolving Facility”) available for general corporate purposes. The Credit Agreement replaced the Prior Credit Agreement, and the Multicurrency Revolving Facility replaced the Prior Revolving Facility. The Term Facility was drawn in full on January 30, 2015 in connection with the closing of the PTS Acquisition.  The loans under the Term Facility require quarterly amortization at a rate starting at 5.0% per annum, increasing to 7.5% per annum after two years and further increasing to 10.0% per annum for the last two years of the facility.

The Credit Agreement requires the Company prepay the loans under the Term Facility with 100% of the net cash proceeds received from specified asset sales and incurrences of borrowed money indebtedness, subject to certain exceptions.

Borrowings under the Credit Agreement bear interest at floating rates based upon indices determined by the currency of the borrowing, plus an applicable margin determined by reference to the Company's consolidated funded debt to consolidated EBITDA ratio or at an alternate base rate.

The Company will pay a non-use fee on the aggregate unused amount of the Multicurrency Revolving Facility at a rate determined by reference to its consolidated funded debt to consolidated EBITDA ratio.

The Credit Agreement contains customary affirmative and negative covenants and events of default for an unsecured financing arrangement, including, among other things, limitations on consolidations, mergers and sales of assets.