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Debt
12 Months Ended
Aug. 28, 2021
Debt [Abstract]  
Debt 9. DEBT

Debt at August 28, 2021 and August 29, 2020 consisted of the following:

August 28,

August 29,

2021

2020

Amended Revolving Credit Facility

$

234,000

$

250,000

Uncommitted Credit Facilities

201,500

1,200

Long-Term Note Payable

4,750

-

Private Placement Debt:

2.65% Senior Notes, Series A, due July 28, 2023

75,000

75,000

2.90% Senior Notes, Series B, due July 28, 2026

100,000

100,000

3.79% Senior Notes, due June 11, 2025

20,000

20,000

2.60% Senior Notes, due March 5, 2027

50,000

50,000

3.04% Senior Notes, due January 12, 2023(1)

50,000

50,000

3.42% Series 2018B Notes, due June 11, 2021(1)

-

20,000

2.40% Series 2019A Notes, due March 5, 2024(1)

50,000

50,000

Financing arrangements

191

194

Less: unamortized debt issuance costs

(1,853)

(843)

Total debt, excluding obligations under finance leases

$

783,588

$

615,551

Less: current portion

(201,160)

(2)

(120,986)

(3)

Total long-term debt, excluding obligations under finance leases

$

582,428

$

494,565

(1)Represents private placement debt issued under Shelf Facility Agreements.

(2)Consists of $201,500 from the Uncommitted Credit Facilities (as defined below), $87 from financing arrangements, and net of unamortized debt issuance costs expected to be amortized in the next 12 months.

(3)Consists of $100,000 from the Amended Revolving Credit Facility (as defined below), $1,200 from the Uncommitted Credit Facilities, $20,000 from the 3.42% Series 2018B Notes, due June 11, 2021, $194 from financing arrangements, and net of unamortized debt issuance costs expected to be amortized in the next 12 months.

Amended Revolving Credit Facility

In April 2017, the Company entered into a $600,000 revolving credit facility, which was subsequently amended and extended in August 2021 (as amended, the “Amended Revolving Credit Facility”). The Amended Revolving Credit Facility, which matures on August 24, 2026, provides for a five year unsecured revolving loan facility on a committed basis. The interest rate for borrowings under the Amended Revolving Credit Facility is based on either LIBOR or a base rate, plus a spread based on the Company’s consolidated leverage ratio at the end of each fiscal reporting quarter. The Amended Revolving Credit Facility also includes procedures for the succession from LIBOR to an alternative benchmark rate. Depending on the interest period the Company selects, interest may be payable every one, two or three months. Interest is reset at the end of each interest period. The Company currently elects to have loans under the Amended Revolving Credit Facility bear interest based on LIBOR with one-month interest periods.

The Amended Revolving Credit Facility permits up to $50,000 to be used to fund letters of credit. The Amended Revolving Credit Facility also permits the Company to request one or more incremental term loan facilities and/or to increase the revolving loan commitments in an aggregate amount not to exceed $300,000. Subject to certain limitations, each such incremental term loan facility or revolving loan commitment increase will be on terms as agreed to by the Company, the administrative agent and the lenders providing such financing. Outstanding letters of credit were $4,235 and $16,742 at August 28, 2021 and August 29, 2020, respectively.

Uncommitted Credit Facilities

During fiscal year 2021, the Company entered into two uncommitted credit facilities which, together with the existing uncommitted credit facility entered into during fiscal year 2020, which was subsequently amended during fiscal year 2021 (the “Uncommitted Credit Facilities” and, together with the Amended Revolving Credit Facility, the “Credit Facilities”), total $208,000 in aggregate maximum uncommitted availability, under which $201,500 was outstanding at August 28, 2021. Borrowings under the Uncommitted Credit Facilities are due at the end of the applicable interest period, which is typically one month but may be up to six months and may be rolled over to a new interest period at the option of the applicable lender. The Company’s lenders have, in the past, been willing to roll over the principal amount outstanding under the Uncommitted Credit Facilities at the end of each interest period but may not do so in the future. Each Uncommitted Credit Facility matures within one year of entering into such Uncommitted Credit Facility and contains certain limited covenants which are substantially the same as the limited covenants contained in the Amended Revolving Credit Facility. All of the Uncommitted Credit Facilities are unsecured and rank equally in right of payment with the Company’s other unsecured indebtedness.

Because the interest rates on the Uncommitted Credit Facilities are often lower than the interest rates which are available on the Company’s other sources of financing, the Company has used, and intends to use in the future, the Uncommitted Credit Facilities for opportunistic refinancing of the Company’s existing indebtedness. The Company does not presently view the Uncommitted Credit Facilities as sources of incremental debt financing of the Company due to the uncommitted nature of the Uncommitted Credit Facilities, but reserves the right to use the Uncommitted Credit Facilities to incur additional debt where appropriate under the then existing credit market conditions.

The interest rate on the Uncommitted Credit Facilities is based on LIBOR or the bank’s cost of funds or as otherwise agreed upon by the applicable bank and the Company. The $201,500 outstanding balance at August 28, 2021 and the $1,200 outstanding balance at August 29, 2020 under the Uncommitted Credit Facilities and the $100,000 outstanding balance at August 29, 2020 under the Amended Revolving Credit Facility are included in the Current portion of debt including obligations under finance leases on the Company’s Consolidated Balance Sheets.

During fiscal year 2021, the Company borrowed an aggregate $583,500 and repaid an aggregate $399,200 under the Credit Facilities. As of August 28, 2021 and August 29, 2020, the weighted-average interest rates on borrowings under the Credit Facilities were 1.11% and 1.42%, respectively.

Private Placement Debt

In July 2016, the Company completed the issuance and sale of $75,000 aggregate principal amount of 2.65% Senior Notes, Series A, due July 28, 2023, and $100,000 aggregate principal amount of 2.90% Senior Notes, Series B, due July 28, 2026; in June 2018, the Company completed the issuance and sale of $20,000 aggregate principal amount of 3.79% Senior Notes, due June 11, 2025; and, in March 2020, the Company completed the issuance and sale of $50,000 aggregate principal amount of 2.60% Senior Notes, due March 5, 2027 (collectively, the “Private Placement Debt”). Interest is payable semiannually at the fixed stated interest rates. All of the Private Placement Debt is unsecured.

Shelf Facility Agreements

In January 2018, the Company entered into Note Purchase and Private Shelf Agreements with MetLife Investment Advisors, LLC (the “Met Life Note Purchase Agreement”) and PGIM, Inc. (the “Prudential Note Purchase Agreement” and, together with the Met Life Note Purchase Agreement, the “Shelf Facility Agreements”). Each of the MetLife Note Purchase Agreement and the Prudential Note Purchase Agreement provides for an uncommitted facility for the issuance and sale of up to an aggregate total of $250,000 of unsecured senior notes, at a fixed rate. Pursuant to the terms of the Shelf Facility Agreements, no new unsecured senior notes may be issued and sold after January 12, 2021. As of August 28, 2021, $50,000 aggregate principal amount of 3.04% Senior Notes, due January 12, 2023, and $50,000 aggregate principal amount of 2.40% Senior Notes, due March 5, 2024, were outstanding under notes issued in private placements pursuant to the Shelf Facility Agreements.

In June 2021, the Company paid $20,000 to satisfy its obligation on the 3.42% Series 2018B Notes, due June 11, 2021, associated with the Met Life Note Purchase Agreement referenced above.

Covenants

Each of the Credit Facilities, the Private Placement Debt and the Shelf Facility Agreements imposes several restrictive covenants, including the requirement that the Company maintain a maximum consolidated leverage ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation, amortization and stock-based compensation) of no more than 3.00 to 1.00 (or, at the election of the Company after it consummates a material acquisition, a four-quarter temporary increase to 3.50 to 1.00), and a minimum consolidated interest coverage ratio of EBITDA to total interest expense of at least 3.00 to 1.00, during the terms of the Credit Facilities, the Private Placement Debt, and the Shelf Facility Agreements. At August 28, 2021, the Company was in compliance with the operating and financial covenants of the Credit Facilities, the Private Placement Debt and the Shelf Facility Agreements.

Maturities of Long-Term Debt

Maturities of long-term debt, excluding finance leases and financing obligations, as of August 28, 2021 are as follows:

Maturities of

Fiscal Year

Long-Term Debt

2022

$

2023

125,000

2024

50,000

2025

20,000

2026

334,000

Thereafter

54,750

Total

$

583,750

Financing Arrangements

From time to time, the Company enters into financing arrangements with vendors to purchase certain information technology equipment or software. The equipment or software acquired from these vendors is paid for over a specified period of time based upon the terms agreed to with the applicable vendor. During fiscal years 2021 and 2020, the Company entered into financing arrangements related to certain information technology equipment and software totaling $1,286 and $1,164, respectively.