Red Robin Gourmet Burgers, Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Borrowings

Borrowings

12 Months Ended

Dec. 27, 2015

Borrowings as of December 27, 2015 and December 28, 2014 are summarized below (in thousands):



	2015					2014
	Borrowings			Weighted Average Interest Rate		Borrowings			Weighted Average Interest Rate
Revolving credit facility and other long-term debt	$	202,875		1.82	%	$	139,375		1.71	%
Capital lease obligations	7,972			4.89	%	8,521			5.11	%
Total debt and capital lease obligations	210,847					147,896
Less: Current portion	(531		)			(583		)
Long-term debt and capital lease obligations	$	210,316				$	147,313

Maturities of long-term debt and capital lease obligations as of December 27, 2015 are as follows (in thousands):



2016	$	531
2017	561
2018	595
2019	202,633
2020	684
Thereafter	5,843
	$	210,847

On July 2, 2014, the Company replaced its previous credit facility with a new credit facility (the “Credit Facility”) with the same group of lenders which provided 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 included 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. On December 21, 2015, the Company entered into the First Amendment (the “Amendment”) to the Credit Facility to increase the revolving line of credit available under the Credit Facility from $250 million to $325 million. No other material changes to the terms of the Credit Facility were made pursuant to the Amendment.

The Credit Facility also provides a Canadian Dollar borrowing sublimit equivalent to $20 million. Borrowings under the Credit Facility, if denominated in U.S. 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 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 Credit Facility matures on July 2, 2019. Borrowings under the 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 27, 2015, the Company had outstanding borrowings under the Credit Facility of $202.0 million, in addition to amounts issued under letters of credit of $7.9 million, which reduced the amount available under the credit facility but were not recorded as debt.

Loan origination costs associated with the Amendment to the Credit Facility in December 2015 and the origination of the Credit Facility in July 2014 were $0.3 million and $0.7 million. These costs are included as deferred costs in Other assets, net in the accompanying Consolidated Balance Sheets, except for the current portion of these costs which are included in Prepaid expenses and other current assets. Unamortized debt issuance costs were $1.7 million and $1.8 million as of December 27, 2015 and December 28, 2014.

The Company is subject to a number of customary covenants under its 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 27, 2015.