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Long-Term Debt
12 Months Ended
Sep. 29, 2013
Long-Term Debt  
Long-Term Debt

9.           Long-Term Debt

              Long-term debt consisted of the following:

 
  Fiscal Year Ended  
 
  September 29,
2013
  September 30,
2012
 
 
  (in thousands)

 
Credit facilities   $ 205,000   $ 79,233  
Other     2,749     3,845  
           

Total long-term debt

    207,749     83,078  

Less: Current portion of long-term debt

 

 

(4,311

)

 

(2,031

)
           

Long-term debt, less current portion

 

$

203,438

 

$

81,047

 
           

              At September 30, 2012, we had a credit agreement that provided for a $460 million five-year revolving credit facility that matured in March 2016. On May 7, 2013, we entered into the Amended Credit Agreement and refinanced the indebtedness under the prior credit agreement. The Amended Credit Agreement is a $665 million senior secured, five-year facility that provides for a $205 million Term Loan Facility and a $460 million Revolving Credit Facility. The Amended Credit Agreement allows us to, among other things, finance certain permitted open market repurchases of our common stock, permitted acquisitions, and cash dividends and distributions. The Revolving Credit Facility includes a $200 million sublimit for the issuance of standby letters of credit, a $20 million sublimit for swingline loans, and a $150 million sublimit for multicurrency borrowings and letters of credit. Borrowings under the Amended Credit Agreement are collateralized by our accounts receivable, the stock of certain of our subsidiaries, and intercompany loans. The Amended Credit Agreement expires on May 7, 2018, or earlier at our discretion upon payment in full of loans and other obligations. We had borrowings outstanding under the Amended Credit Agreement at September 29, 2013 of $205.0 million, entirely under the Term Loan Facility, at a weighted-average interest rate of 1.56% per annum. Borrowings during fiscal 2013 under our credit facilities were at a weighted-average interest rate of 1.84% per annum. At September 29, 2013, there was $12.4 million outstanding in standby letters of credit under the Amended Credit Agreement. At September 29, 2013, we had $447.6 million of available credit under the Revolving Credit Facility, of which $265.5 million could be borrowed without a violation of our debt covenants.

              The Term Loan Facility is subject to quarterly amortization of principal, with no principal payment due in year 1, $10.3 million payable in both years 2 and 3, and $15.4 million payable in both years 4 and 5, respectively, with any unpaid balance due at maturity. The Term Loan may be prepaid at any time without penalty. We may borrow on the Revolving Credit Facility, at our option, at either (a) a Eurocurrency rate plus a margin that ranges from 1.15% to 2.00% per annum, or (b) a base rate for loans in U.S. dollars (the highest of the U.S. federal funds rate plus 0.50% per annum, the bank's prime rate or the Eurocurrency rate plus 1.00%) plus a margin that ranges from 0.15% to 1.00% per annum. In each case, the applicable margin is based on our Consolidated Leverage Ratio, calculated quarterly. The Term Loan Facility is subject to the same interest rate provisions.

              The Amended Credit Agreement contains certain affirmative and restrictive covenants, and customary events of default. The financial covenants provide for a maximum Consolidated Leverage Ratio of 2.50 to 1.00 and a minimum Consolidated Fixed Charge Coverage Ratio of 1.25 to 1.00. Our obligations under the Amended Credit Agreement are guaranteed by certain of our subsidiaries and are secured by first priority liens on (i) the equity interests of certain of our subsidiaries, including those subsidiaries that are guarantors or borrowers under the Amended Credit Agreement, and (ii) our accounts receivable, general intangibles and intercompany loans, and those of our subsidiaries that are guarantors or borrowers. As of September 29, 2013, we met all compliance requirements of these covenants.

              On September 27, 2013, we entered into Amendment No. 1 to the Amended Credit Agreement to amend the definition of "Consolidated EBITDA" for purposes of the financial covenants contained in the Amended Credit Agreement to add back to Consolidated Net Income for the fiscal quarters ending September 29, 2013, December 29, 2013 and March 30, 2014 (i) up to $34 million in non-recurring charges incurred during the fiscal quarter ended June 30, 2013 in connection with corporate restructurings and (ii) up to $36 million in non-cash charges incurred during the fiscal quarter ended June 30, 2013 in connection with the Four Programs referenced in our Form 8-Ks, filed with the SEC on June 18, 2013 and August 7, 2013, and Form 10-Q for the fiscal quarter ended June 30, 2013. Amendment No. 1 also provides that Consolidated EBITDA will be calculated without giving effect to the add-backs referenced above for purposes of determining our applicable margin in effect at any time.

              In fiscal 2013, other debt includes capital leases of $1.8 million, property and equipment loans of $0.1 million, and a bank overdraft facility of $0.9 million at one of our foreign affiliates. In fiscal 2012, other debt includes capital leases of $2.8 million, property and equipment loans of $0.5 million, and a bank overdraft facility of $0.5 million at one of our foreign affiliates.

              We have three letter of credit agreements with three banks to issue up to $40 million in standby letters of credit. The amount of standby letters of credit outstanding under these facilities at September 29, 2013 was $6.5 million, of which $6.4 million was issued in currencies other than the U.S. dollar.

              The following table presents scheduled maturities of our long-term debt:

 
  Amount  
 
  (in thousands)

 
2014   $ 4,311  
2015     10,868  
2016     15,753  
2017     15,379  
2018     161,438  
       

Total

  $ 207,749