Long-Term Debt

On May 17, 2019, we entered into a Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent, and other lenders. The Credit Agreement provides for a five-year secured term loan facility in an aggregate principal amount of $175.0 million and a five-year secured revolving loan facility in an aggregate principal amount of up to $75.0 million, along with other components and options, such as a letter of credit, swing line, or expansion of the revolver, currently not in use, which are more fully described in the Credit Agreement.

We used the $175.0 million of term loan proceeds and an initial $31.5 million revolving loan draw at closing to (i) repay the $204.4 million obligation outstanding under our existing Credit Agreement (the “Existing Credit Agreement”) with Jefferies Finance LLC, as administrative agent, and (ii) pay fees and expenses totaling $2.1 million incurred in connection with the new Credit Agreement. The revolving loan may be used for working capital and general corporate purposes. With the repayment of our obligations under the Existing Credit Agreement, we wrote off the remaining unamortized balance of the related original issue discount and debt costs, which we recorded as a $2.2 million loss on refinancing in Other (expense) income, net on our Consolidated Statements of Operations in the second quarter of fiscal 2019.

At our option, the term loan and the revolving loan (collectively, "long-term debt") accrue interest at a per annum rate based on either (i) the base rate plus a margin ranging from 0.25% to 1.00%, determined based on our total leverage ratio or (ii) the London Interbank Offered Rate ("LIBOR") for interest periods of 1, 2, 3 or 6 months plus a margin ranging from 1.25% to 2.00%, determined based on our total leverage ratio. The base rate is defined as the highest of (i) the federal funds rate, plus 0.50%, (ii) Wells Fargo Bank, National Association’s prime rate or (iii) the LIBOR rate for a 1-month interest period plus 1.00%. As of June 29, 2019, the effective interest rate on the term loan was 4.34%, and the effective interest rate on the revolving loan was 4.65%. Additionally, we pay a commitment fee of 0.25% on the unused portion of the revolving loan.

The term loan is payable through a combination of (i) required quarterly installments of approximately $4.4 million, and (ii) any payments due upon certain issuances of additional indebtedness and certain asset dispositions, with any remaining outstanding principal amount due and payable on the maturity date of the term loan. The revolving loan is payable at our discretion, with any remaining outstanding principal amount due and payable on the maturity date of the revolving loan.

In the first quarter of fiscal 2019, we made voluntary and mandatory principal payments totaling approximately $26.9 million under the Existing Credit Agreement. In the second quarter of fiscal 2019, prior to entering into the new Credit Agreement, we made principal payments totaling approximately $31.8 million under the Existing Credit Agreement, including a total of $25.0 million in voluntary payments and $6.8 million as a required excess cash flow payment. Following the closing of our new Credit Agreement, we made a total of $15.0 million in voluntary payments on our long-term debt. As of June 29, 2019, we had approximately $191.5 million outstanding under the Credit Agreement.

Subsequent to June 29, 2019, but before the filing date of this report, we committed to and made an additional $25.0 million voluntary payment.

The Credit Agreement contains customary affirmative and negative covenants, including covenants limiting the ability of the Company to, among other things, incur debt, grant liens, undergo certain fundamental changes, make investments, make certain restricted payments, dispose of assets, enter into transactions with affiliates, and enter into burdensome agreements, in each case, subject to limitations and exceptions set forth in the Credit Agreement. We are also required to maintain compliance with a total leverage ratio and an interest coverage ratio, in each case, determined in accordance with the terms of the Credit Agreement. We were in compliance with all such covenants in all respects at June 29, 2019.

We account for the original issue discount and the debt issuance costs as a reduction to the carrying value of our long-term debt on our Consolidated Balance Sheets, and we amortize the discount and costs to Interest expense in our Consolidated Statements of Operations over the contractual term, using the effective interest method. We determine the Current portion of long-term debt as the sum of the required quarterly installments to be made over the next twelve months, reduced by the original issue discount and the debt issuance costs to be amortized over the next twelve months.

The fair value of our long-term debt approximates the carrying value, which is reflected in our Consolidated Balance Sheets as follows:



(In thousands)	June 29, 2019			December 29, 2018
Principal amount	$	191,500		$	263,033
Unamortized original issue discount and debt costs	(2,023		)	(3,386		)
Less: Current portion of long-term debt	(17,190		)	(8,290		)
Long-term debt, net of current portion	$	172,287		$	251,357

Interest expense related to our long-term debt was included in Interest expense on our Consolidated Statements of Operations as follows:



	Three Months Ended				Six Months Ended
(In thousands)	June 29, 2019		June 30, 2018		June 29, 2019		June 30, 2018
Contractual interest	$	2,989	$	4,762	$	7,305	$	9,290
Amortization of debt issuance costs and discount	528		551		1,215		1,058
Total interest expense related to long-term debt	$	3,517	$	5,313	$	8,520	$	10,348

Expected future principal payments are based on the schedule of required quarterly installments, adjusted for known voluntary payments. As of June 29, 2019, expected future principal payments on our long-term debt was as follows:



Fiscal year	(in thousands)

2019 (remaining 6 months)	33,750
2020	17,500
2021	17,500
2022	17,500
2023	17,500
2024	87,750
	$	191,500