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Long-term debt
9 Months Ended
Sep. 29, 2013
Debt Disclosure [Abstract]  
Long-term debt
Long-term debt
The long-term debt of the Company is summarized below:
In thousands of dollars
Sept. 29, 2013
 
Dec. 30, 2012
 
 
 
 
Unsecured floating rate term loan due December 2013 through August 2018
$
154,800

 
$

Unsecured notes bearing fixed rate interest at 8.75% due November 2014
248,990


248,376

Unsecured notes bearing fixed rate interest at 10% due June 2015
62,723


61,286

Unsecured notes bearing fixed rate interest at 6.375% due September 2015
248,889


248,497

Unsecured notes bearing fixed rate interest at 10% due April 2016
177,905


174,241

Unsecured notes bearing fixed rate interest at 9.375% due November 2017 (a)
247,852


247,547

Borrowings under revolving credit agreements expiring August 2018


205,000

Unsecured notes bearing fixed rate interest at 7.125% due September 2018
247,461


247,153

Unsecured notes bearing fixed rate interest at 5.125% due July 2020
591,570

 

Total long-term debt
$
1,980,190


$
1,432,100

 
 
 
 
(a) Callable commencing on November 15, 2013 at 104.688% of the principal amount.
 
 
 

For the first nine months of 2013, the Company’s long-term debt increased by $548.1 million reflecting $746.2 million of additional borrowing and $6.9 million of debt discount amortization partially offset by $205.0 million in repayments under the revolving credit agreements. On September 29, 2013, the Company had unused borrowing capacity of $1.17 billion out of a maximum $1.20 billion under its revolving credit agreement, reflecting $34 million of letters of credit outstanding which count against the total commitment amount.
On July 29, 2013, the Company completed the private placement of $600 million in aggregate principal amount of its 5.125% senior unsecured notes due 2020 (the 2020 Notes).  The 2020 Notes were priced at 98.566% of face value, resulting in a yield to maturity of 5.375%.  Subject to certain exceptions, the 2020 Notes may not be redeemed by the Company prior to July 15, 2016. The 2020 Notes were issued in a private offering that is exempt from the registration requirements of the Securities Act of 1933.  The 2020 Notes are guaranteed on a senior basis by the subsidiaries of the Company that guarantee its revolving credit facility, term loan and its notes maturing in 2014 and thereafter.  The Company used the net proceeds to repay the outstanding indebtedness under its revolving credit facilities.  Remaining proceeds will be used to repay its outstanding unsecured notes and/or for general corporate purposes.
On October 3, 2013, the Company completed the private placement of $600 million in aggregate principal amount of its 5.125% senior unsecured notes due 2019 (the 2019 Notes) and $650 million in aggregate principal amount of its 6.375% senior unsecured notes due 2023 (the 2023 Notes, and collectively with the 2019 Notes, the Merger Financing Notes).  The 2019 Notes were priced at 98.724% of face value, resulting in a yield to maturity of 5.375%.  Subject to certain exceptions, the 2019 Notes may not be redeemed by the Company prior to October 15, 2016. The 2023 Notes were priced at 99.086% of face value, resulting in a yield to maturity of 6.500%.  Subject to certain exceptions, the 2023 Notes may not be redeemed by the Company prior to October 15, 2018. The Merger Financing Notes were issued in a private offering that is exempt from the registration requirements of the Securities Act of 1933.  The Merger Financing Notes are guaranteed on a senior basis by the subsidiaries of the Company that guarantee its revolving credit facility, term loan and its notes maturing in 2014 and thereafter.  The net proceeds from the offering of the Merger Financing Notes were deposited into an escrow account and are held by a bank escrow agent, where such proceeds will remain until the satisfaction of certain conditions, including the consummation of the proposed acquisition of Belo. Upon the closing of the Merger, the net proceeds from the sale of the Merger Financing Notes plus available cash will be used to finance the acquisition. Any remaining proceeds may be used for general corporate purposes. If the Company determines in its sole discretion that the Belo acquisition will not be completed without any amendment, modification or waiver that is materially adverse to the holders of the Merger Financing Notes, or if the Merger has not been consummated on or prior to June 27, 2014 (subject to extension to July 31, 2014 in certain circumstances), the Company will redeem all of the Merger Financing Notes of each series at a redemption price equal to 100% of the aggregate offering price of such series, plus accrued and unpaid yield, if any, to the date of the special mandatory redemption. The escrowed funds would be applied, together with additional funds provided by the Company, to pay for such special mandatory redemption.
On August 5, 2013, the Company entered into an agreement to replace, amend and restate its existing revolving credit facilities with a credit facility expiring on August 5, 2018, which was further amended on September 24, 2013 (the Amended and Restated Credit Agreement).  Total commitments under the Amended and Restated Credit Agreement are $1.20 billion. Subject to total leverage ratio limits, the Amended and Restated Credit Agreement eliminates the Company’s restriction on incurring additional indebtedness. The maximum total leverage ratio permitted by the Company’s Amended and Restated Credit Agreement is 3.5x for the first 18 months following the closing date (August 5, 2013), reducing to 3.25x from the 18th to the 30th month anniversary of the closing date, and then reducing to 3.0x thereafter, provided that if the Company completes its proposed acquisition of Belo, then each maximum total leverage ratio for the applicable period is increased by 0.5x. Commitment fees on the revolving credit agreement are equal to 0.375% - 0.50% of the undrawn commitments, depending upon the Company’s leverage ratio, and are computed on the average daily undrawn balance under the revolving credit agreement and paid each quarter. Under the Amended and Restated Credit Agreement, the Company may borrow at an applicable margin above the Eurodollar base rate (LIBOR loan) or the higher of the Prime Rate, the Federal Funds Effective Rate plus 0.50%, or the one month LIBOR rate plus 1.00% (ABR loan). The applicable margin is determined based on the Company’s leverage ratio but differs between LIBOR loans and ABR loans. For LIBOR based borrowing, the margin varies from 1.75% to 2.50%. For ABR based borrowing, the margin will vary from 0.75% to 1.50%. Based on the Company’s leverage ratio as of September 29, 2013, the Company’s applicable margins were 2.00% and 1.00%, respectively. The Company also borrowed $154.8 million under a new five-year term loan. The interest rate on the term loan is equal to the rate for a LIBOR loan under the Amended and Restated Credit Agreement. Both the revolving credit loans and the term loan are guaranteed by the Company’s wholly-owned material domestic subsidiaries.