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Long-Term Debt
12 Months Ended
Oct. 02, 2016
Long-Term Debt  
Long-Term Debt

9.           Long-Term Debt

              Long-term debt consisted of the following:

                                                                                                                                                                                    

 

 

Fiscal Year Ended

 

 

 

October 2,
2016

 

September 27,
2015

 

 

 

(in thousands)

 

Credit facilities

 

$

346,813

 

$

192,203

 

Other

 

 

198

 

 

673

 

 

 

 

 

 

 

Total long-term debt

 

 

347,011

 

 

192,876

 

Less: Current portion of long-term debt

 

 

(15,510


)

 

(11,904


)

 

 

 

 

 

 

Long-term debt, less current portion

 


$

331,501

 


$

180,972

 

 

 

 

 

 

 

              On May 7, 2013, we entered into a credit agreement that provided for a $205 million term loan facility and a $460 million revolving credit facility both maturing in May 2018. On May 29, 2015, we entered into a third amendment to our credit agreement (as amended, the "Credit Agreement") that extended the maturity date for the term loan and the revolving credit facility to May 2020. The Credit Agreement is a $654.8 million senior secured, five-year facility that provides for a $194.8 million term loan facility ( the "Term Loan Facility") and a $460 million revolving credit facility (the "Revolving Credit Facility"). The 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 $150 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. The interest rate provisions of the term loan and the revolving credit facility did not materially change.

              The Term Loan Facility is subject to quarterly amortization of principal, with $10.3 million payable in year 1, and $15.4 million payable in years 2 through 5. 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 interest rate of the Term Loan Facility at the date of inception was 1.57%. The Credit Agreement expires on May 29, 2020, or earlier at our discretion upon payment in full of loans and other obligations.

              As of October 2, 2016, we had $346.8 million in outstanding borrowings under the Credit Agreement, which was comprised of $176.8 million under the Term Loan Facility and $170 million under the Revolving Credit Facility at a weighted-average interest rate of 1.92% per annum. In addition, we had $1.3 million in standby letters of credit under the Credit Agreement. Our effective weighted-average interest rate on borrowings outstanding at October 2, 2016 under the Credit Agreement, including the effects of interest rate swap agreements described in Note 14, "Derivative Financial Instruments", was 2.52%. At October 2, 2016, we had $288.7 million of available credit under the Revolving Credit Facility, of which $222.4 million could be borrowed without a violation of our debt covenants. In addition, we entered into agreements with three banks to issue up to $53 million in standby letters of credit. The aggregate amount of standby letters of credit outstanding under these additional facilities and other bank guarantees was $25.3 million, of which $6.0 million was issued in currencies other than the U.S. dollar.

              The Credit Agreement contains certain affirmative and restrictive covenants, and customary events of default. The financial covenants provide for a maximum Consolidated Leverage Ratio of 3.00 to 1.00 (total funded debt/EBITDA, as defined in the Credit Agreement) and a minimum Consolidated Fixed Charge Coverage Ratio of 1.25 to 1.00 (EBITDA, as defined in the Credit Agreement minus capital expenditures, cash interest plus taxes plus principal payments of indebtedness including capital leases, notes and post-acquisition payments).

              At October 2, 2016, we were in compliance with these covenants with a consolidated leverage ratio of 1.91x and a consolidated fixed charge coverage ratio of 2.82x. Our obligations under the 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 Credit Agreement, and (ii) our accounts receivable, general intangibles and intercompany loans, and those of our subsidiaries that are guarantors or borrowers.

              At the time of the acquisition, Coffey had an existing secured credit facility with a bank, comprised of an overdraft facility, a term facility and a bank guaranty facility. This facility was amended in March 2016 to extend the term of the existing facility to April 8, 2016, and allow for the issuance of a parent guarantee and release of certain subsidiary guarantors. On April 8, 2016, the facility was amended again to provide for a secured AUD$30 million facility, which may be used by Coffey for bank overdrafts, short-term cash advances or bank guarantees. This facility expires in April 2017, is secured by assets of certain Australian and New Zealand subsidiaries, and is supported by a parent guarantee. At October 2, 2016, amounts outstanding under this facility consisted solely of bank guarantees of $5.6 million.

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

                                                                                                                                                                                    

 

 

Amount

 

 

 

(in thousands)

 

2017

 

$

15,510 

 

2018

 

 

15,425 

 

2019

 

 

15,388 

 

2020

 

 

300,688 

 

2021 and beyond

 

 

 

 

 

 

 

Total

 

$

347,011