XML 26 R14.htm IDEA: XBRL DOCUMENT v3.5.0.2
Debt (Notes)
9 Months Ended
Oct. 31, 2016
Debt Disclosure [Abstract]  
Debt Disclosure
7.
DEBT

(in millions)
October 31, 2016
 
January 31, 2016
 
October 31, 2015
Short-term borrowings:
 
 
 
 
 
Credit Facilities
$
82.5

 
$
76.6

 
$
66.2

Other credit facilities
137.0

 
145.0

 
132.1

 
$
219.5

 
$
221.6

 
$
198.3


Long-term debt:
 
 
 
 
 
Unsecured Senior Notes:
 
 
 
 
 
2010 1.72% Senior Notes, due September 2016 a, b
$

 
$
84.2

 
$
82.6

2012 4.40% Series B Senior Notes, due July 2042 c
250.0

 
250.0

 
250.0

2014 3.80% Senior Notes, due October 2024 d, e
250.0

 
250.0

 
250.0

2014 4.90% Senior Notes, due October 2044 d, e
300.0

 
300.0

 
300.0

2016 0.78% Senior Notes, due August 2026 b, d
95.4

 

 

 
895.4

 
884.2

 
882.6

Less current portion of long-term debt

 
84.2

 
82.6

Less unamortized discounts and debt issuance costs
9.7

 
10.0

 
10.2

 
$
885.7

 
$
790.0

 
$
789.8

a 
These Senior Notes were repaid upon the maturity thereof during the three months ended October 31, 2016 using the proceeds from the issuance of the 0.78% Senior Notes due August 2026.
b 
These Senior Notes were issued, at par, ¥10.0 billion.
c 
The agreements governing these Senior Notes require repayments of $50.0 million in aggregate every five years beginning in 2022.
d 
These agreements require lump sum repayments upon maturity.
e 
These Senior Notes were issued at a discount which will be amortized until the debt maturity.

Credit Facilities. In October 2014, the Registrant entered into a four-year $375.0 million and a five-year $375.0 million multi-bank, multi-currency, committed unsecured revolving credit facility, including letter of credit subfacilities, (collectively, the "Credit Facilities") resulting in a total borrowing capacity of $750.0 million. In October, 2016, the maturity for each of the Credit Facilities was extended for one additional year pursuant to the terms set forth in the respective agreements governing the Credit Facilities. Therefore, the four-year and five-year Credit Facilities will mature in October of 2019 and 2020, respectively. At October 31, 2016, there was $663.8 million available to be borrowed under the Credit Facilities, $3.7 million of letters of credit issued but not outstanding and $82.5 million of borrowings outstanding at a weighted-average interest rate of 1.70%.

Other credit facilities. In July 2016, the Registrant's wholly owned subsidiary, Tiffany & Co. (Shanghai) Commercial Company Limited ("Tiffany-Shanghai"), entered into a three-year multi-bank revolving credit agreement (the "Tiffany-Shanghai Credit Agreement"). The Tiffany-Shanghai Credit Agreement has an aggregate borrowing limit of RMB 990.0 million ($146.0 million at October 31, 2016). The Tiffany-Shanghai Credit Agreement, which matures in July 2019, was made available to refinance amounts outstanding under Tiffany-Shanghai’s previously existing RMB 930.0 million three-year multi-bank revolving credit agreement (the "2013 Agreement"), which expired pursuant to its terms in July 2016, as well as for Tiffany-Shanghai's ongoing general working capital requirements. The six lenders party to the Tiffany-Shanghai Credit Agreement will make loans, upon Tiffany-Shanghai's request, for periods of up to 12 months at the applicable interest rates as announced by the People's Bank of China (provided, that if such announced rate is below zero, the applicable interest rate shall be deemed to be zero). In connection with the Tiffany-Shanghai Credit Agreement, in July 2016 the Registrant entered into a Guaranty Agreement by and between the Registrant and the facility agent under the Tiffany-Shanghai Credit Agreement (the "Guaranty"). At October 31, 2016, there was $105.2 million available to be borrowed under the Credit Agreement and $40.9 million was outstanding at a weighted-average interest rate of 4.35%.

The Tiffany-Shanghai Credit Agreement contains affirmative and negative covenants which are substantially similar to those set forth in the 2013 Agreement including, among others, covenants that limit Tiffany-Shanghai’s ability to pay certain dividends, incur liens and incur certain indebtedness, and the Guaranty requires maintenance by the Registrant of specific financial covenants and ratios, in addition to other requirements and limitations which are substantially similar to the guaranty entered into by the Registrant in respect of the 2013 Agreement.

Senior Notes. In August 2016, the Registrant issued ¥10.0 billion ($95.4 million at October 31, 2016) of 0.78% Senior Notes due August 2026 (the "Notes") in a private transaction. The proceeds from the issuance of the Notes were used to repay the Registrant's ¥10.0 billion 1.72% Senior Notes due September 2016 upon the maturity thereof. The Notes bear interest at a rate of 0.78% per annum, payable semi-annually on February 26 and August 26 of each year, commencing February 26, 2017. The Registrant may redeem all or part of the Notes upon not less than 30 nor more than 60 days' prior notice at a redemption price equal to the sum of (i) 100% of the principal amount of the Notes to be redeemed, plus (ii) accrued and unpaid interest, if any, on those Notes to the redemption date, plus (iii) a make-whole premium as of the redemption date.

At October 31, 2016, the Company was in compliance with all debt covenants.