Quarterly report pursuant to Section 13 or 15(d)

Long-Term Debt

v3.20.4
Long-Term Debt
3 Months Ended
Jan. 02, 2021
Debt Disclosure [Abstract]  
Long-Term Debt

Note 7—Long-Term Debt

The table below presents our debt obligations as of the periods presented (in thousands):

 

 

 

Effective

Interest Rate (1)

 

January 2,

2021

 

 

October 3,

2020

 

 

December 28,

2019

 

Term Loan—due on August 16, 2023

 

3.65%

(2)

$

809,093

 

 

$

811,178

 

 

$

819,520

 

Senior Unsecured Notes—due on August 16, 2024

 

 

 

 

 

 

 

390,000

 

 

 

390,000

 

ABL Credit Facility

 

2.50%

(3)

 

 

 

 

 

 

 

6,300

 

Total long-term debt

 

 

 

 

809,093

 

 

 

1,201,178

 

 

 

1,215,820

 

Less: current portion of long-term debt

 

 

 

 

(8,341

)

 

 

(8,341

)

 

 

(8,341

)

Less: noncurrent ABL Credit Facility

 

 

 

 

 

 

 

 

 

 

(6,300

)

Less: unamortized discount

 

 

 

 

(2,317

)

 

 

(9,348

)

 

 

(11,049

)

Less: deferred financing charges

 

 

 

 

(3,041

)

 

 

(3,939

)

 

 

(4,874

)

Long-term debt, net

 

 

 

$

795,394

 

 

$

1,179,550

 

 

$

1,185,256

 

 

(1)

Effective interest rates as of January 2, 2021.

(2)

Carries interest at a specified margin over LIBOR of 3.50% with a minimum LIBOR of 0.00%.

(3)

Carries interest at a specific margin of 0.75% and 1.00% with respect to Base Rate loans and between 1.75% and 2.00% with respect to Eurodollar Rate loans with a minimum LIBOR of 0.75%.

Repayment of the Term Loan.    We are required to make principal repayments equal to 0.25% of the Term Loan principal amount as stated in the third amendment executed February 27, 2018 on the last day of December, March, June, and September. We are also required to repay the term loan based on an annual calculation of excess cash flow, as defined in the agreement. At January 2, 2021, no amount of excess cash flow was required to be repaid.

The Term Loan does not require us to comply with any financial covenants. The Term Loan contains customary events of default, including default upon the nonpayment of principal, interest, fees or other amounts, or the occurrence of a change of control. No event of default had occurred under the Term Loan as of January 2, 2021 or October 3, 2020.

Principal maturities for the Term Loan are as follows as of January 2, 2021 (in thousands):

 

2021

 

$

6,256

 

2022

 

 

8,341

 

2023

 

 

794,496

 

Total

 

$

809,093

 

 

Repayment of the ABL Credit Facility—We are obligated to pay the lender a commitment fee of 0.375% per annum, payable quarterly in arrears. We are also obligated to pay a commission on all outstanding letters of credit as well as customary administrative, issuance, fronting, amendment, payment, and negotiation fees. No amounts are outstanding on the $200.0 million ABL Credit Facility as of January 2, 2021 and October 3, 2020, respectively. The amount available was reduced by $11.6 million of existing standby letters of credit as of January 2, 2021 and October 3, 2020, respectively.

The ABL Credit Facility does not require us to comply with any financial covenants. The ABL Credit Facility contains customary events of default, including default upon the nonpayment of principal, interest, fees or other amounts, or the occurrence of a change of control. No event of default had occurred under the ABL Credit Facility as of January 2, 2021 and October 3, 2020.

Repayment of the Senior Unsecured Notes—The Senior Unsecured Notes principal of $390.0 million was paid in full on November 3, 2020 resulting in a loss on debt extinguishment of $7.3 million. The Senior Unsecured Notes were guaranteed on a senior basis by us and all our present and future domestic wholly owned subsidiaries. Interest-only payments on the Senior Unsecured Notes were payable quarterly on January 10, April 10, July 10, and October 10 of each year. We incurred interest of 8.50% plus LIBOR, subject to a minimum rate of 1.00%, on the Senior Unsecured Notes. The Senior Unsecured Notes had restrictive covenants that limited the ability to, among other things, incur or guarantee additional indebtedness or issue preferred stock; pay dividends and make other restricted payments; incur restrictions on the payment of dividends or other distributions; create or incur certain liens; make certain investments; transfer or sell assets; engage in transactions with affiliates; and merge or consolidate with other companies or transfer all or substantially all of our assets.

Representations and covenants—The Term Loan and ABL Credit Facility contain customary representations and warranties, covenants, and conditions to borrowing. No event of default had occurred as of January 2, 2021 and October 3, 2020.

Interest Rate Cap Agreements

In March 2017, we entered into interest rate cap agreements in order to manage the variability of cash flows related to a portion of our floating rate indebtedness. Pursuant to the agreements, we have capped LIBOR at 3.00% with respect to the aggregate notional amount of $750.0 million through the expiration of the agreements in March 2021. In the event LIBOR exceeds 3.00% we will pay interest at the capped rate. In the event LIBOR is less than 3.00%, we will pay interest at the prevailing LIBOR rate.

The fair value of the interest rate cap agreements was zero as of January 2, 2021 and October 3, 2020. We did not recognize any change in value of the interest rate cap agreements for the three months ended January 2, 2021 and October 3, 2020, respectively.