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Debt | 12 Months Ended
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Dec. 28, 2013
Debt Disclosure [Abstract] |
Debt | Note 5 – Debt Credit Facilities On September 12, 2012, we entered into a new $500 million revolving credit agreement (the “Credit Agreement”) with a $200 million ex pansion feature, which expires o n September 12, 2017. This credit facility replaced our then existing $400 million revolving credit facility with a $100 million expansion fea ture, which would have expired o n September 5, 2013. The re were no borrowings outstanding under this revolving credit facility as of December 28, 2013. The interest rate is based on USD LIBOR plus a spread based on our leverage ratio at the end of each financial reporting quarter. The Credit Agreement provides, among other things, that we are required to maintain certain interest coverage and maximum leverage ratios, and contains customary representations, warranties and affirmative covenants. The Credit Agreement also contains customary negative covenants, subject to negotiated exceptions on liens, indebtedness, significant corporate changes (including mergers), dispositions and certain restrictive agreements. As of December 28, 2013, there were $10.1 million of letters of cred it provided to third parties under the credit facility. As of December 28, 2013, we had various other short-term bank credit lines available, of which approximately $29.5 million was outstanding. At December 28, 2013, borrowings under all of our credit lines had a weighted average interest rate of 2.73%. Private Placement Facilities On August 10, 2010, we entered into $400 million private placement facilities with two insurance companies. On April 30, 2012, we increased our available credit facilities by $375 million by entering into a new agreement with one insurance company and amending our existing agreements with two insurance companies. These facilities are available on an uncommitted basis at fixed rate economic terms to be agreed upon at the time of issuance, from time to time during a three year issuance period, through April 26, 2015. The facilities allow us to issue senior promissory notes to the lenders at a fixed rate based on an agreed upon spread over applicable treasury notes at the time of issuance. The term of each possible issuance will be selected by us and can range from five to 15 years (with an average life no longer than 12 years). The proceeds of any issuances under the facilities will be used for general corporate purposes, including working capital and capital expenditures, to refinance existing indebtedness and/or to fund potential acquisitions. The agreements provide, among other things, that we maintain certain maximum leverage ratios, and contain restrictions relating to subsidiary indebtedness, liens, affiliate transactions, disposal of assets and certain changes in ownership. These facilities contain make-whole provisions in the event that we pay off the facilities prior to the applicable due dates. The components of our private placement facility borrowings as of December 28, 2013 are presented in the following table:
|  | Amount of |  |  |  |  |
|  | Borrowing |  | Borrowing |  |
Date of Borrowing |  | Outstanding |  | Rate |  | Due Date
September 2, 2010 |  | $ | 100,000 |  | 3.79 | % |  | September 2, 2020
January 20, 2012 |  |  | 50,000 |  | 3.45 |  |  | January 20, 2024
January 20, 2012 (1) |  |  | 50,000 |  | 3.09 |  |  | January 20, 2022
December 24, 2012 |  |  | 50,000 |  | 3.00 |  |  | December 24, 2024
|  | $ | 250,000 |  |  |  |  |
(1) Annual repayments of approximately $7.1 million for this borrowing will commence on January 20, 2016.
Henry Schein Animal Health During the first quarter of 2013, we repaid the then outstanding debt related to the Henry Schein Animal Health (“HSAH”), formerly Butler Schein Animal Health, transaction using our existing Credit Agreement. As part of this transaction, we recorded a one-time interest expense charge of $6.2 million related to the accelerated amortization of deferred financing costs. U.S. Trade Accounts Receivable Securitization On April 17, 2013, we entered into a facility agreement of up to $300 million with a bank, as agent, based on the securitization of our U.S. trade accounts receivable. The new facility allowed us to replace public debt (approximately $220 million), which had a higher interest rate at HSAH during February 2013 and provide d funding for working capital and general corporate purposes. The financing was structured as an asset-backed securitization program with pricing committed for up to three years. The borrowings outstanding under this securitization facility were $16 0 million as of December 28, 2013. At December 28, 2013, t he interest rate on borrowings under this facility is based on the average asset-backed commercial paper rate of 21 basis points plus 75 basis points, for a combined rate of 0.96%. We are required to pay a commitment fee of 30 basis points on the daily balance of the unused portion of the facility if usage is greater than or equal to 50% of the facility limit or a commitment fee of 35 basis points on the daily balance of the unused portion of the facility if usage is less than 50% of the facility limit. Borrowings under this facility are presented as a component of Long-term debt within our consolidated balance sheet. Long-term debt Long-term debt consisted of the following:
|  |  | December 28, |  | December 29,
|  |  | 2013 |  | 2012
Private placement facilities |  | $ | 250,000 |  | $ | 250,000
U.S. trade accounts receivable securitization |  |  | 160,000 |  |  | -
Notes payable to banks at a weighted-average interest rate of 8.23% |  |  | 73 |  |  | 11,352
Butler Schein Animal Health Supply notes payable to banks (net of discount of |  |  |  |  |  |
| $0 million and $0.7 million) |  |  | - |  |  | 220,439
Various collateralized and uncollateralized loans payable with interest, |  |  |  |  |  |
| in varying installments through 2018 at interest rates ranging |  |  |  |  |  |
| from 2.4% to 5.41% |  |  | 44,091 |  |  | 21,178
Capital lease obligations (see Note 17) |  |  | 1,510 |  |  | 3,144
Total |  |  | 455,674 |  |  | 506,113
Less current maturities |  |  | (5,441) |  |  | (17,992)
| Total long-term debt |  | $ | 450,233 |  | $ | 488,121
As of December 28, 2013, the aggregate amounts of long-ter m debt, including capital lease obligations, maturing in each of the next five years and thereafter are as follows:
| 2014 | $ | 5,441 |
| 2015 |  | 3,223 |
| 2016 |  | 170,336 |
| 2017 |  | 17,801 |
| 2018 |  | 30,302 |
| Thereafter |  | 228,571 |
|  | Total | $ | 455,674 |

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 02 -Paragraph 19, 20, 22 -Article 5 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.19,20,22) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 + Details
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