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Borrowings
9 Months Ended
Jul. 06, 2011
Debt Disclosure [Abstract]  
Borrowings

14. Borrowings

Debentures

In connection with the acquisition of Western, the Company issued 14% redeemable subordinated debentures due 2015 (the “Debentures”) in the aggregate principal amount of $22,959. On March 30, 2011, the Company redeemed all of its outstanding Debentures. The Debentures were redeemed for cash at an aggregate redemption price of approximately $23,420, representing 100% of the principal amount outstanding, plus accrued and unpaid interest up to, but not including, March 30, 2011. The Debentures were issued and the redemption was effected pursuant to the provisions of the Indenture, dated March 30, 2010 (the “Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee.  Upon the redemption of the Debentures, the Company’s obligations under the Debentures and the Indenture were satisfied and discharged in accordance with their terms. Included in the Debentures aggregate redemption price of $23,420 was approximately $7,804 of principal and interest paid to the Lion Fund. The payment to the Lion Fund does not appear explicitly in the Company’s condensed consolidated Statement of Cash Flows because of the requirement to consolidate fully the Lion Fund in the Company’s financial statements.

 

 

 

 

Steak n Shake Revolving Credit Facility and Term Loan

As of July 6, 2011, Steak n Shake’s Revolving Credit Facility (“Facility”) enables it to borrow up to $30,000 under a revolving loan, which bears interest based on the London Interbank Offered Rate (“LIBOR”) plus 150 basis points. The Facility is scheduled to expire February 15, 2013. On July 6, 2011, outstanding borrowings under the revolving loan were $21,000 at an interest rate of 1.7%. The Facility was amended effective February 15, 2011 to extend the maturity date and decrease the interest rate of the revolving loan. The lender also made a five-year $20,000 term loan to Steak n Shake under the amendment.  In connection with the issuance of the term loan, Steak n Shake entered into an interest rate swap agreement with the lender for a notional amount of $20,000, which effectively fixes the interest rate on the term loan at 3.25% through its maturity. At July 6, 2011, outstanding borrowings under the term loan were $19,000 at an effective interest rate of 3.25%. The fair value of the interest rate swap was $309 on July 6, 2011 and has been included in Accrued expenses on the condensed consolidated Balance Sheet. 

 

The Facility contains restrictions and covenants customary for credit agreements of these types which, among other things, require Steak n Shake to maintain certain financial ratios, including minimum tangible net worth, as well as restrict the amount of distributions to the parent Company. Additionally, the Facility is not guaranteed by or an obligation of the parent Company; rather the Facility is guaranteed by two Steak n Shake subsidiaries. Steak n Shake was in compliance with all covenants under the Facility as of July 6, 2011.

 

The Facility is secured with the deposit accounts, accounts receivable, inventory, equipment, general intangibles, chattel paper, software, and all other personal property of Steak n Shake (and its two subsidiaries).

 

Other Debt

Other debt amounts include a promissory note secured by 23 acres of real property, line of credit, and notes payable.

 

The carrying amounts for debt reported in the condensed consolidated Balance Sheet do not differ materially from their fair values at July 6, 2011.