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Debt
9 Months Ended
Feb. 29, 2012
Debt Disclosure [Text Block]

5. Debt


The following table summarizes debt as of the dates indicated:


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 





















 

 

Carrying
Value

 

Fair
Value

 

Carrying
Value

 

Fair
Value

 

Carrying
Value

 

Fair
Value

 















 

 

February 29, 2012

 

May 31, 2011

 

February 28, 2011

 









 

 

 

 

 

 

 

 

 

 

 

 

Lines of Credit (weighted average interest rates of 4.7%, 6.7% and 4.0%, respectively)

 

$

12.6

 

$

12.6

 

$

0.7

 

$

0.7

 

$

6.7

 

$

6.7

 

Loan Agreement:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Revolving Loan

 

 

 

 

 

 

 

 

 

 

 

 

 

Term Loan (interest rates of n/a, 1.0% and 1.1%, respectively)

 

 

 

 

 

 

50.2

 

 

50.2

 

 

60.9

 

 

60.9

 

5% Notes due 2013, net of discount

 

 

152.7

 

 

158.5

 

 

152.5

 

 

156.6

 

 

152.5

 

 

155.3

 





















 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total debt

 

$

165.3

 

$

171.1

 

$

203.4

 

$

207.5

 

$

220.1

 

$

222.9

 





















 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Less lines of credit, short-term debt and current portion of long-term debt

 

 

(12.6

)

 

(12.6

)

 

(43.5

)

 

(43.5

)

 

(49.5

)

 

(49.5

)





















 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total long-term debt

 

$

152.7

 

$

158.5

 

$

159.9

 

$

164.0

 

$

170.6

 

$

173.4

 






















Short-term debt’s carrying value approximates fair value. Fair value of the Loan Agreement approximates its carrying value due to its variable interest rate and consistent credit rating. Fair values of the Notes were estimated based on market quotes, where available, or dealer quotes.


The following table sets forth the maturities of the Company’s debt obligations as of February 29, 2012, for the twelve-month periods ending February 28,


 

 

 

 

 

2013

 

$

12.6

 

2014

 

 

152.7

 






Total debt

 

$

165.3

 







Lines of Credit


As of February 29, 2012, the Company’s domestic credit lines available under unsecured money market bid rate credit lines totaled $20.0. There were no outstanding borrowings under these credit lines at February 29, 2012, May 31, 2011 and February 28, 2011. These credit lines are at the sole discretion of the lender and at an interest rate and term agreed to at the time each loan is made, but not to exceed 365 days. These credit lines may be renewed, if requested by the Company, at the option of the lender.


As of February 29, 2012, the Company had various local currency credit lines, with maximum available borrowings in amounts equivalent to $33.9, underwritten by banks primarily in the United States, Canada, Australia and the United Kingdom. These credit lines are typically available for overdraft borrowings or loans up to 364 days and may be renewed, if requested by the Company, at the sole option of the lender. Borrowings and weighted average interest rates for these lines of credit are presented in the table above.


Loan Agreement


On June 1, 2007, Scholastic Corporation and Scholastic Inc. (each, a “Borrower” and together, the “Borrowers”) entered into a $525.0 credit facility with certain banks (the “Loan Agreement”), consisting of a $325.0 revolving credit component (the “Revolving Loan”) and a $200.0 amortizing term loan component (the “Term Loan”). The Loan Agreement was amended on August 16, 2010, and again on October 25, 2011. The October 25, 2011 amendment effectively extended the maturity of the Revolving Loan facility to June 1, 2014 from June 1, 2012 and provided for the repayment of the outstanding balance of the Term Loan on October 25, 2011.


The Loan Agreement, as amended, is a contractually committed unsecured credit facility that is scheduled to expire on June 1, 2014. The $325.0 Revolving Loan allows the Company to borrow, repay or prepay and reborrow at any time prior to the stated maturity date, and the proceeds may be used for general corporate purposes, including financing for acquisitions and share repurchases. The Loan Agreement also provides for an increase in the aggregate Revolving Loan commitments of the lenders of up to an additional $150.0.


Interest on the Revolving Loan is due and payable in arrears on the last day of the interest period (defined as the period commencing on the date of the advance and ending on the last day of the period selected by the Borrower at the time each advance is made). The interest pricing under the Revolving Loan is dependent upon the Borrower’s election of a rate that is either:


 

 

 

 

A Base Rate equal to the higher of (i) the prime rate, (ii) the prevailing Federal Funds rate plus 0.500% or (iii) the Eurodollar Rate for a one month interest period plus 1% plus an applicable spread ranging from 0.18% to 0.60%, as determined by the Company’s prevailing consolidated debt to total capital ratio.

 

 

 

 

 

                    - or -

 

 

 

 

A Eurodollar Rate equal to the London interbank offered rate (LIBOR) plus an applicable spread ranging from 1.18% to 1.60%, as determined by the Company’s prevailing consolidated debt to total capital ratio.


As of February 29, 2012, the indicated spread on Base Rate Advances was 0.25% and the indicated spread on Eurodollar Rate Advances was 1.25%, both based on the Company’s prevailing consolidated debt to total capital ratio. There were no Revolving Loan Advances outstanding on February 29, 2012.


The Loan Agreement also provides for the payment of a facility fee ranging from 0.20% to 0.40% per annum based upon the Company’s prevailing consolidated debt to total capital ratio. At February 29, 2012, the facility fee rate was 0.25%.


As of February 29, 2012, standby letters of credit outstanding under the Loan Agreement totaled $1.4. The Loan Agreement contains certain covenants, including interest coverage and leverage ratio tests and certain limitations on the amount of dividends and other distributions, and at February 29, 2012, the Company was in compliance with these covenants.


5% Notes due 2013


In April 2003, Scholastic Corporation issued $175.0 of 5% Notes (the “5% Notes”). The 5% Notes are senior unsecured obligations that mature on April 15, 2013. Interest on the 5% Notes is payable semi-annually on April 15 and October 15 of each year through maturity. The Company may at any time redeem all or a portion of the 5% Notes at a redemption price (plus accrued interest to the date of the redemption) equal to the greater of (i) 100% of the principal amount, or (ii) the sum of the present values of the remaining scheduled payments of principal and interest discounted to the date of redemption.