Annual report pursuant to Section 13 and 15(d)

Borrowings

v2.4.1.9
Borrowings
12 Months Ended
Dec. 28, 2014
Debt Disclosure [Abstract]  
Borrowings
Borrowings
Borrowings as of December 28, 2014, and December 29, 2013, are summarized below (in thousands):
 
 
2014
 
2013
 
 
Borrowings
 
Weighted
Average
Interest Rate
 
Borrowings
 
Weighted
Average
Interest Rate
Revolving credit facility and other long-term debt
 
$
139,375

 
1.71
%
 
$
79,375

 
1.73
%
Capital lease obligations
 
8,521

 
5.11
%
 
9,339

 
5.43
%
Total debt and capital lease obligations
 
147,896

 
 

 
88,714

 
 

Less: Current portion
 
(583
)
 
 

 
(826
)
 
 

Long-term debt and capital lease obligations
 
$
147,313

 
 

 
$
87,888

 
 


Maturities of long-term debt and capital lease obligations as of December 28, 2014 are as follows (in thousands):
2015
$
583

2016
535

2017
564

2018
598

2019
139,136

Thereafter
6,480

 
$
147,896


On December 14, 2012, the Company terminated its prior credit arrangements and entered into a credit facility (“Previous Credit Facility”) with a consortium of banks. The Previous Credit Facility provided for a $225 million revolving line of credit with a sublimit for the issuance of up to $25 million in letters of credits and swingline loans up to $15 million and included an option to increase the amount available under the credit facility up to an additional $100 million in the aggregate, subject to lenders’ participation. Borrowings under the Previous Credit Facility were subject to rates based on LIBOR plus a spread based on leverage or a base rate plus a spread based on leverage (base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus .50% and (c) LIBOR for an Interest Period of one month plus 1%). The Previous Credit Facility had a maturity date of December 14, 2017. Borrowings under the Previous Credit Facility were secured by first priority liens and security interests in substantially all of the Company’s assets, including the capital stock of certain Company subsidiaries, and were available for financing activities including restaurant construction costs, working capital and general corporate purposes, including, among other uses, to refinance certain indebtedness, permitted acquisitions and redemption of capital stock. As the result of refinancing, in fiscal year 2012, the Company recorded a non-cash, pre-tax charge of approximately $2.9 million, comprised of a write-off of unamortized fees from the prior credit arrangements of $1.7 million and a charge related to the de-designation of an interest rate swap of $1.2 million (see Note 9, Derivative and Other Comprehensive Income). As of December 29, 2013, the Company had outstanding borrowings under the Previous Credit Facility of $78.5 million, in addition to amounts issued under letters of credit of $8.1 million, which reduced the amount available under the credit facility but were not recorded as debt.
On July 2, 2014, the Company replaced the Previous Credit Facility with a new credit facility (“New Credit Facility”) with the same group of lenders. The New Credit Facility provides for a $250 million revolving line of credit with a sublimit for the issuance of up to $25 million in letters of credit and swingline loans up to $15 million, and includes an option to increase the amount available under the credit facility up to an additional $100 million in the aggregate, subject to the lenders’ participation. The New Credit Facility also provides a Canadian Dollar borrowing sublimit equivalent to $20 million. Borrowings under the New Credit Facility, if denominated in US Dollars, are subject to rates based on the London Interbank Offered Rate (“LIBOR”) plus a spread based on leverage or a base rate plus a spread based on leverage (base rate is the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus .50% and (c) LIBOR for an Interest Period of one month plus 1%). Borrowings under the New Credit Facility, if denominated in Canadian Dollars, are subject to rates based on LIBOR plus a spread based on leverage or a base rate plus a spread based on leverage (base rate is the highest of (a) the Canadian Prime Rate and (b) the Canadian Dealer Offered Rate (“CDOR Rate”) for an interest period of one month plus 1%).
The New Credit Facility matures on July 2, 2019. Borrowings under the New Credit Facility are secured by first priority liens and security interests in substantially all of the Company’s assets, including the capital stock of certain Company subsidiaries, and are available for financing activities including restaurant construction costs, working capital and general corporate purposes, including, among other uses, to refinance certain indebtedness, permitted acquisitions, and redemption of capital stock. As of December 28, 2014, the Company had outstanding borrowings under the New Credit Facility of $138.5 million, in addition to amounts issued under letters of credit of $8.2 million, which reduced the amount available under the credit facility but were not recorded as debt.
Loan origination costs associated with the New Credit Facility were $0.7 million and are included as deferred costs in Other assets, net in the accompanying consolidated balance sheets. Unamortized debt issuance costs were $1.8 million and $1.4 million as of December 28, 2014 and December 29, 2013.
The Company has a pay fixed/receive variable interest rate swap agreement with Rabobank International, Utrecht (“Rabobank”) to hedge a portion of the floating interest rate on its credit facilities. The terms of the Company’s interest rate swap with Rabobank were unaffected by the replacement of the Company’s Previous Credit Facility with the New Credit Facility on July 2, 2014. Refer to Note 9, Derivative and Other Comprehensive Income.
The Company is subject to a number of customary covenants under its New Credit Facility, including limitations on additional borrowings, acquisitions, capital expenditures, share repurchases, lease commitments, dividend payments, and requirements to maintain certain financial ratios. The Company was in compliance with such covenants as of December 28, 2014.