XML 30 R19.htm IDEA: XBRL DOCUMENT v3.3.1.900
Long-Term Debt
3 Months Ended
Dec. 26, 2015
Long-Term Debt  
Long-Term Debt

12. Long-Term Debt

 

On June 29, 2015, the Company entered into a new Credit Agreement, by and among the Company and Keurig Trading Sàrl, a wholly-owned subsidiary of the Company, as borrowers, Bank of America, N.A., as administrative agent, and the other lenders named therein (the “Credit Agreement”) that provides for a $1,800,000,000 unsecured revolving credit facility (the “New Revolving Facility”) comprised of a $1,300,000,000 U.S. revolving credit facility under which the Company may obtain extensions of credit, subject to the satisfaction of customary conditions, in U.S. Dollars (the “U.S. Revolver”) and a $500,000,000 alternative currency facility under which the Company and Keurig Trading Sàrl, a wholly owned subsidiary of the Company, may obtain extensions of credit, subject to the satisfaction of customary conditions, in U.S. Dollars or in Canadian Dollars, Euros, Pounds Sterling, Yen, Swiss Franc and any other currency that is approved by the administrative agent and appropriate lenders or U.S. letter of credit issuer pursuant to the terms of the Credit Agreement (the “Alternative Currency Revolver”).  The New Revolving Facility includes a $200,000,000 subfacility for the issuance of letters of credit, and a $50,000,000 sublimit for swing line loans restricted to borrowings in U.S. Dollars only.

 

The Credit Agreement permits the Company to request increases to the New Revolving Facility, and/or the establishment of one or more new term loan commitments, in an aggregate amount not to exceed $750,000,000 (the “Incremental Credit Facility”).  The lenders under the New Revolving Facility will not be under any obligation to provide any such increases or new term loan commitments, and the availability of such additional increases and/or establishment of new term loan commitments is subject to customary terms and conditions.

 

Long-term debt outstanding consists of the following (in thousands):

 

 

 

December 26, 2015

 

September 26, 2015

 

U.S. Revolver

 

$

480,000 

 

$

330,000 

 

Other

 

1,010 

 

1,045 

 

 

 

 

 

 

 

Total long-term debt

 

481,010 

 

331,045 

 

Less current portion

 

270 

 

279 

 

 

 

 

 

 

 

Long-term portion

 

$

480,740 

 

$

330,766 

 

 

 

 

 

 

 

 

 

 

Interest rates per year on the New Revolving Facility at the option of the Company, are (i) LIBOR plus an applicable margin based on the Company’s leverage ratio, or (ii) the Alternate Base Rate (defined as the highest of the Bank of America prime rate, the Federal Funds rate plus 0.50%, and one-month LIBOR plus 1.00%) plus an applicable margin based on the Company’s leverage ratio.  Under the New Revolving Facility, initially, the applicable margin for base rate loans and eurocurrency rate loans is a percentage per annum equal to 0.125% and 1.125%, respectively, and U.S. letter of credit fees will be a percentage per annum equal to 1.125%.  Beginning with the delivery date of financial statements for the fiscal year ending September 26, 2015, the applicable margin with respect to the U.S. Revolver and the Alternative Currency Revolver and the U.S. letter of credit fees will be subject to adjustments based upon the Company’s consolidated leverage ratio ranging from, in the case of the applicable margin with respect to base rate loans, 0.125% to 0.75%, in the case of the applicable margin with respect to eurocurrency rate loans, 1.125% to 1.75%, and in the case of U.S. letter of credit fees, 1.125% to 1.75%.

 

Under the New Revolving Facility, the Company is required to pay a quarterly commitment fee on the unused portion of the U.S. Revolver and the Alternative Currency Revolver in the range of, based on the Company’s consolidated leverage ratio, 0.15% to 0.25% of the dollar amount of such unused portion, unless the Company elects to reduce the aggregate commitments under the U.S. Revolver and the Alternative Currency Revolver at the Company’s option without penalty or premium.

 

The Credit Agreement contains customary representations, warranties and affirmative and negative covenants.  Further, the Credit Agreement contains a financial covenant requiring that the Company must maintain a minimum consolidated interest coverage ratio of 3.00:1.00.  The Credit Agreement also contains a financial covenant requiring that the Company not exceed a maximum consolidated leverage ratio of 3.25:1.00, which maximum consolidated leverage ratio may be increased on a temporary basis to 3.50:1.00 in connection with certain material acquisitions and subject to certain conditions.  At December 26, 2015, the Company was in compliance with these covenants.

 

In connection with the Credit Agreement, approximately $4.1 million of incremental deferred financing fees were recorded on the Consolidated Balance Sheet and included in Other Long-Term Assets in the fourth quarter of fiscal 2015.  The deferred financing fees are amortized as interest expense over the life of the respective loan using a method that approximates the effective interest rate method.

 

Our average effective interest rate on debt outstanding as of December 26, 2015 and September 26, 2015 was 1.4% and 1.3%, respectively, excluding amortization of deferred financing charges and interest on capital leases and financing obligations, and including the effect of interest rate swap agreements.

 

At December 26, 2015 and September 26, 2015, the Company had $7.0 million and $5.4 million in outstanding letters of credit under the Credit Agreement, respectively.

 

The Company did not have any interest rate swap agreements in effect as of December 26, 2015.

 

Maturities

 

Scheduled maturities of long-term debt are as follows (in thousands):

 

Fiscal Year

 

 

 

Remainder of 2016

 

$

270 

 

2017

 

281 

 

2018

 

295 

 

2019

 

164 

 

2020

 

480,000 

 

Thereafter

 

 

 

 

 

 

 

 

$

481,010