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Debt
9 Months Ended
Dec. 30, 2011
Debt [Abstract]  
DEBT

Outstanding debt consists of the following, in order of seniority:

  As of
(in thousands)December 30, 2011 April 1, 2011
Revolving line of credit $ 116,250 $ -
2008 Notes  202,526   195,643
Capital lease obligations   298   780
Total debt   319,074   196,423
 Less: Current portion of long-term debt  192   761
Long-term debt $ 318,882 $ 195,662

Revolving Line of Credit

The Company maintains an asset-based revolving line of credit (the “RLOC”) under a credit agreement (the “Credit Agreement”). As of April 1, 2011, the Credit Agreement permitted maximum borrowings of up to $200.0 million, with increased borrowing capacity to $250.0 million via an accordion feature. Availability of borrowings (“Availability”) was based on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements less any outstanding letters of credit. Borrowings under the RLOC bore interest at the bank's prime rate plus an applicable margin based on a fixed charge coverage ratio, or at LIBOR plus an applicable margin based on a fixed charge coverage ratio. Additionally, the RLOC bore interest at a fixed rate of 0.25% for any unused portion of the facility.

On November 16, 2011, the Company amended and restated the Credit Agreement with the following features and key terms: (i) a five-year term, maturing on November 16, 2016; (ii) a facility size of $300.0 million, with increased borrowing capacity of $100.0 million via an accordion feature; and (iii) conditional covenants based on the Company's borrowing availability and fixed charge coverage ratio requirements. Availability depends on a borrowing base calculation consisting of accounts receivable and inventory, subject to satisfaction of certain eligibility requirements, and certain other reserves. Borrowings under the RLOC bear interest at the bank's base rate or at LIBOR plus applicable margins. Additionally, the RLOC incurs fees at a fixed rate of 0.25% for any unused portion of the facility.

Under the RLOC, the Company and certain of its subsidiaries are subject to certain covenants, including but not limited to, limitations on: (i) selling or transferring assets, (ii) making certain permitted investments, and (iii) incurring additional indebtedness and liens. However, these covenants may not apply if the Company maintains sufficient Availability under the credit facility and satisfies fixed charge coverage ratios.

 

Based on the amended terms of the Credit Agreement, and in accordance with ASC 470-10 Debt – Overall, outstanding borrowings on the RLOC were classified within Revolving line of credit and long-term debt, excluding current portion on the Consolidated Balance Sheets as of December 30, 2011. Prior to the amendment, the Credit Agreement contained both a subjective acceleration clause and a lock-box arrangement, and in accordance with ASC 470-10, borrowings were classified within Revolving line of credit and current portion of long-term debt on the Consolidated Balance Sheets as of April 1, 2011.

 

Borrowings under the RLOC are anticipated to fund future requirements for working capital, capital expenditures, acquisitions, repurchases of the Company's common stock, and the issuance of letters of credit, if necessary.


The Company had $116.3 million in outstanding borrowings under the RLOC as of December 30, 2011. After reducing availability for outstanding borrowings and letter of credit commitments, the Company has sufficient assets based on eligible accounts receivable and inventory to borrow an additional $169.2 million (not including additional Availability via the accordion feature) under the RLOC. The average daily interest rate, excluding debt issuance costs and unused line fees, for the nine months ended December 30, 2011 was 2.60%. There were no outstanding borrowings under the RLOC as of April 1, 2011.

2008 Notes

In August 2008, the Company issued $230.0 million principal amount 3.125% senior convertible notes, which mature on August 1, 2014 (the “2008 Notes”). Interest on the notes is payable semiannually in arrears on February 1 and August 1 of each year. The notes will be convertible into cash up to the principal amount of the notes and shares of the Company's common stock for any conversion value in excess of the principal amount under certain circumstances. The ability of note holders to convert is assessed on a quarterly basis and is dependent on the trading price of the Company's stock during the last 30 trading days of each quarter (“Contingent Conversion Trigger”). The Contingent Conversion Trigger was not met during the three months ended December 30, 2011; therefore, the notes may not be converted. As of December 30, 2011, the if-converted value exceeded the principal amount of the 2008 Notes by $32,241.

The principal balances, unamortized discounts and net carrying amounts of the liability components and the equity components for the Company's 2008 Notes as of December 30, 2011 and April 1, 2011 are as follows:

  Liability Component Equity Component
(in thousands) Principal  Unamortized  Net Carrying  Carrying Amount
2008 Notes Balance Discount Amount Pretax (a)
As of December 30, 2011 $ 230,000 $ (27,474) $ 202,526 $ 55,636
             
As of April 1, 2011 $ 230,000 $ (34,357) $ 195,643 $ 55,636

(a) The Company recognized a deferred tax liability of $20,523 related to the issuance of the 2008 Notes.