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Debt
9 Months Ended
Dec. 30, 2016
Debt Disclosure [Abstract]  
Debt
Debt
The following table summarizes components of our debt:
 
December 30, 2016
 
April 1, 2016
 
Amount
 
Effective
Interest Rate
 
Amount
 
Effective
Interest Rate
 
(In millions, except percentages)
2.75% Senior Notes due June 15, 2017
$
600

 
2.79
%
 
$
600

 
2.79
%
Senior Term Loan A-1 due May 10, 2019
1,000

 
LIBOR plus (1)

 

 
%
Senior Term Loan A-2 due August 1, 2019
800

 
LIBOR plus (1)

 

 
%
Senior Term Loan A-3 due August 1, 2019
200

 
LIBOR plus (1)

 

 
%
4.2% Senior Notes due September 15, 2020
750

 
4.25
%
 
750

 
4.25
%
2.5% Convertible Senior Notes due April 1, 2021
500

 
3.76
%
 
500

 
3.76
%
Senior Term Loan A-5 due August 1, 2021
1,755

 
LIBOR plus (1)

 

 
%
2.0% Convertible Senior Notes due August 15, 2021
1,250

 
2.66
%
 

 
%
3.95% Senior Notes due June 15, 2022
400

 
4.05
%
 
400

 
4.05
%
Total principal amount
7,255

 
 
 
2,250

 
 
Less: Unamortized discount and issuance costs
(117
)
 
 
 
(43
)
 
 
Total debt
7,138

 
 
 
2,207

 
 
Less: Current portion
(780
)
 
 
 

 
 
Total long-term debt
$
6,358

 
 
 
$
2,207

 
 
 
(1)
The senior term facilities bear interest at a rate equal to the London Interbank Offered Rate (“LIBOR”) plus a margin based on the debt rating of our non-credit-enhanced, senior unsecured long-term debt.
The future maturities of debt by fiscal year are as follows as of December 30, 2016:
 
 
December 30, 2016
 
 
(In millions)
Remainder of 2017
 
$
45

2018
 
780

2019
 
180

2020
 
2,180

2021
 
1,430

Thereafter
 
2,640

Total future maturities of debt
$
7,255


Senior Term Facilities and Revolving Credit Facility
On May 10, 2016, we terminated our previous $1.0 billion senior revolving credit facility and entered into a senior unsecured credit facility (the “Credit Agreement”). The Credit Agreement provided for a 5-year revolving credit facility in an amount up to $1.0 billion (the “Revolving Credit Facility”), which is set to expire on May 10, 2021, and a 3-year term loan in an amount of $1.0 billion (the “Senior Term Loan A-1”), which is set to expire on May 10, 2019. On August 1, 2016, in connection with the Blue Coat acquisition, we amended and restated the Credit Agreement (the “Amended and Restated Credit Agreement”) to provide for, among other things, an additional $800 million 3-year term loan (the “Senior Term Loan A-2”) which is set to expire on August 1, 2019. See Note 3 for more information on the Blue Coat acquisition. Interest on any loans drawn under the Revolving Credit Facility as well as the Senior Term Loan A-1 and the Senior Term Loan A-2 are payable according to the terms of the Amended and Restated Credit Agreement. As of December 30, 2016, no amounts were outstanding under the Revolving Credit Facility. The loans under the Amended and Restated Credit Agreement are guaranteed by certain of Symantec’s material domestic subsidiaries.
On August 1, 2016, we entered into a Term Loan Agreement (the “Term Loan Agreement”) with a group of lenders that allows us to borrow an aggregate amount of $2.0 billion, consisting of a $1.8 billion 5-year term loan (the “Senior Term Loan A-5”), with a maturity date of August 1, 2021, and a $200 million 3-year term loan (the “Senior Term Loan A-3”), with a maturity date of August 1, 2019. The Term Loan Agreement closed concurrently with the Blue Coat acquisition on August 1, 2016. Interest on borrowings under the Term Loan Agreement is payable according to the terms of the Term Loan Agreement. On October 3, 2016, the term loans under the Term Loan Agreement were assumed by a foreign subsidiary of Symantec and guaranteed by Symantec and certain of its material domestic and foreign subsidiaries.
We utilized the proceeds of the Senior Term Loan A-2, Senior Term Loan A-3 and Senior Term Loan A-5 (collectively the “Acquisition Term Loans”), to pay a portion of the purchase price for the Blue Coat acquisition. Across each of the facilities which were either amended and restated, or entered into in connection with the close of the Blue Coat acquisition, we paid a total of $52 million of issuance costs. The issuance costs are being amortized over the respective periods of the Acquisition Term Loans and Amended and Restated Credit Facility using the effective interest method. The Amended and Restated Credit Agreement and the Term Loan Agreement include a consolidated leverage ratio covenant. As of December 30, 2016, we were in compliance with all covenants in the indentures governing the credit facilities.
Convertible Senior Notes
On August 1, 2016, we issued 2.0% Convertible Senior Notes due August 15, 2021 (the “Notes”) for an aggregate principal amount of $1.25 billion. An aggregate of $750 million of the Notes were issued to Bain Capital Fund XI, L.P. and Bain Capital Europe Fund IV, L.P. (collectively with their affiliates, “Bain”) and $500 million were issued to Silver Lake Partners IV Cayman (AIV II), L.P. The Notes were issued concurrently on the close date of the Blue Coat acquisition and the proceeds were used to pay a portion of the purchase price for Blue Coat. The fair value of the equity component of the Notes at their issuance date, using level 2 inputs, was $39 million, and is included in additional paid-in capital on our Condensed Consolidated Balance Sheet as of December 30, 2016.
The Notes are convertible into cash, shares of our common stock or a combination of cash and common stock, at our option, at a conversion rate of 48.9860 per $1,000 principal amount (which represents an initial conversion price of approximately $20.41 per share), subject to customary anti-dilution adjustments. If holders of the Notes convert them in connection with a fundamental change, we may be required to provide a make-whole premium in the form of an increased conversion rate, subject to a maximum amount. As of December 30, 2016, the conversion price of the Notes remained approximately $20.41 per share.
With certain exceptions, upon a change in control of Symantec, the holders of the Notes may require that we repurchase all or part of the principal amount of the Notes at a purchase price equal to the principal amount plus accrued and unpaid interest. The Notes are not redeemable by us. The indenture of the Notes includes customary events of default, which may result in the acceleration of the maturity dates of the Notes. In accordance with the provisions of the investment agreement with the holders of the Notes, dated June 12, 2016 and as amended on July 31, 2016, we appointed a designee of Bain to our Board of Directors (the “Board”) on August 1, 2016. Bain’s rights to Board representation will terminate under certain circumstances, including if Bain and its affiliates beneficially own less than 4% of all our outstanding common stock (on an as-converted basis). There are no financial covenants that would trigger an event of default under either of the Notes.