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Long-Term Debt
6 Months Ended
Mar. 31, 2012
Long-Term Debt [Abstract]  
Long-Term Debt

NOTE 17—LONG-TERM DEBT

The reported value of long-term debt consisted of:

 

                                 
     March 31, 2012     September 30, 2011  
     Balance     Rate     Balance     Rate  

Fixed Rate Senior Notes, Series C

   $ 50.0        5.43   $ 50.0        5.43

Fixed Rate Senior Notes, Series D

     21.4        4.76     32.1        4.76

Fixed Rate Senior Notes, Series E

     100.0        5.57     100.0        5.57

Fixed Rate Senior Notes, Series F

     75.0        5.43     75.0        5.43

Fixed Rate Senior Notes, Series I-1

     75.0        5.56     75.0        5.56

Fixed Rate Senior Notes, Series I-2

     25.0        5.58     25.0        5.58

Fixed Rate Senior Notes, Series J

     100.0        5.93     100.0        5.93

Fixed Rate Senior Notes maturing 2018

     577.5        7.29     577.5        7.29

Floating Rate Senior Notes maturing 2018

     20.0        3.04     20.0        2.80

Fixed Rate Senior Notes maturing 2020

     67.0        7.39     67.0        7.39

4.95% Senior Notes maturing 2020

     300.0        4.95     300.0        4.95

Fixed Rate Senior Notes maturing 2039

     450.0        6.63     450.0        6.63

Fixed Rate Senior Notes, Series 2009A

     50.0        7.45     50.0        7.45

Fixed Rate Senior Notes, Series 2009B

     50.0        7.60     50.0        7.60

2010 Revolving Credit Agreement

     —          n/a        19.9        2.62

2010 Term Loan

     —          n/a        190.0        2.75
    

 

 

           

 

 

         
       1,960.9                2,181.5           

Plus: Unamortized premium (discount), net

     3.1                3.1           

Plus: Unamortized adjustment related to interest rate fair value hedge

     17.2                18.6           

Less: Current portion

     (85.7             (30.7        
    

 

 

           

 

 

         
     $ 1,895.5              $ 2,172.5           
    

 

 

           

 

 

         

On January 17, 2012, Ralcorp amended its indenture associated with its notes dated as of August 4, 2008 ("Indenture"). In addition, the holders consented to certain matters in connection with the separation of the Post cereals business, discussed in Note 4. As amended:

 

 

The Indenture contains covenants that limit Ralcorp's ability and the ability of Ralcorp's subsidiaries to, among other things: cause Ralcorp's leverage ratio to exceed 3.5 to 1 at the end of any fiscal quarter, without paying additional interest, or cause Ralcorp's leverage ratio to exceed 3.75 to 1, at the end of any fiscal quarter, or 3.5 to 1, for the two successive fiscal quarters immediately following a period during which it exceeded 3.5 to 1, in any case; cause Ralcorp's consolidated adjusted net worth to fall below a specified amount; incur priority debt in an amount exceeding 20% of Ralcorp's consolidated adjusted net worth; sell assets, including the stock of its subsidiaries; create certain liens; engage in transactions with affiliates; merge or consolidate with other entities; change the nature of its business or violate foreign assets control regulations. These covenants are subject to important exceptions and qualifications set forth in the Indenture.

 

 

The Indenture provides for the payment of additional interest in the amount of 1.00% in the event that the Company's 6.625% Senior Notes due August 15, 2039 fail to have an investment grade rating from at least two of the rating agencies.

On January 17, 2012, Ralcorp also entered into amendments with respect to the Note Purchase Agreement dated as of May 22, 2003, as amended (the "2003 Note Purchase Agreement"), and the Note Purchase Agreement dated as of May 28, 2009 (the "2009 Note Purchase Agreement"). The amendments to the 2003 Note Purchase Agreement and the 2009 Note Purchase Agreement amend certain covenants so that those covenants are substantially similar to those set forth in the Indenture and consented to certain matters in connection with the separation of Post. These covenants and consents are subject to important exceptions and qualifications set forth in the 2003 Note Purchase Agreement and the 2009 Note Purchase Agreement.

 

On January 20, 2012, the Company entered into a credit agreement with banks ("Term Loan Banks") under which it borrowed $775 as a term loan ("$775 Term Loan"). The proceeds of the $775 Term Loan were used by Ralcorp for general corporate purposes, including the repayment of Ralcorp's or its subsidiaries' outstanding indebtedness. Ralcorp repaid all $550 outstanding under, and terminated, the 2011 Credit Agreement, with no material early termination penalties incurred. Ralcorp also repaid all amounts outstanding under its receivables securitization program and the 2010 Revolving Credit Facility, and partially repaid amounts outstanding under the 2010 Term Loan.

On January 27, 2012, the Company entered into an exchange agreement with the Term Loan Banks or their affiliates. Pursuant to the terms of the exchange agreement, on February 3, 2012, Ralcorp delivered $775 in aggregate principal amount of 7.375% senior notes due 2022 (an obligation of Post Holdings, Inc.) in full satisfaction of the $775 Term Loan. Post initially issued the notes to Ralcorp on February 3, 2012 in connection with an internal reorganization as part of the separation. Post transferred $125 to Ralcorp immediately prior to the separation, partially to purchase certain Post assets from a separate Canadian subsidiary. Ralcorp used a portion of these proceeds to repay all remaining amounts outstanding under the 2010 Term Loan.