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Debt
9 Months Ended
Oct. 03, 2020
Debt Disclosure [Abstract]  
Debt

(8) Debt

A summary of long-term debt, net of unamortized debt issuance costs and unamortized original issue premium (discount), and the related weighted average interest rates is shown below (in millions):

 

 

October 3, 2020

 

 

 

 

 

 

 

Unamortized

 

 

Unamortized

 

 

 

 

 

 

Weighted

 

 

 

Long-Term

 

 

Debt

 

 

Original Issue

 

 

Long-Term

 

 

Average

 

Debt Instrument

 

Debt

 

 

Issuance Costs

 

 

Premium (Discount)

 

 

Debt, Net

 

 

Interest Rate

 

Credit Agreement — Term Loan Facility

 

$

225.0

 

 

$

(0.7

)

 

$

-

 

 

$

224.3

 

 

1.360%

 

3.8% Senior Notes due 2027 (the "2027 Notes")

 

 

750.0

 

 

 

(4.2

)

 

 

(3.7

)

 

 

742.1

 

 

3.885%

 

4.25% Senior Notes due 2029 (the "2029 Notes")

 

 

375.0

 

 

 

(2.7

)

 

 

(1.0

)

 

 

371.3

 

 

4.288%

 

3.5% Senior Notes due 2030 (the "2030 Notes")

 

 

350.0

 

 

 

(2.7

)

 

 

(0.7

)

 

 

346.6

 

 

3.525%

 

5.25% Senior Notes due 2049 (the "2049 Notes")

 

 

625.0

 

 

 

(6.3

)

 

 

14.3

 

 

 

633.0

 

 

5.103%

 

Other

 

 

1.4

 

 

 

-

 

 

 

-

 

 

 

1.4

 

 

N/A

 

 

 

$

2,326.4

 

 

$

(16.6

)

 

$

8.9

 

 

 

2,318.7

 

 

 

 

 

Less — Current portion

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(18.9

)

 

 

 

 

Long-term debt

 

 

 

 

 

 

 

 

 

 

 

 

 

$

2,299.8

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

Unamortized

 

 

Unamortized

 

 

 

 

 

 

Weighted

 

 

 

Long-Term

 

 

Debt

 

 

Original Issue

 

 

Long-Term

 

 

Average

 

Debt Instrument

 

Debt

 

 

Issuance Costs

 

 

Discount

 

 

Debt, Net

 

 

Interest Rate

 

Credit Agreement — Term Loan Facility

 

$

234.4

 

 

$

(1.0

)

 

$

-

 

 

$

233.4

 

 

2.880%

 

5.25% Senior Notes due 2025 (the "2025 Notes")

 

 

650.0

 

 

 

(4.2

)

 

 

-

 

 

 

645.8

 

 

5.250%

 

2027 Notes

 

 

750.0

 

 

 

(4.7

)

 

 

(4.1

)

 

 

741.2

 

 

3.885%

 

2029 Notes

 

 

375.0

 

 

 

(2.9

)

 

 

(1.1

)

 

 

371.0

 

 

4.288%

 

2049 Notes issued 2019

 

 

325.0

 

 

 

(3.3

)

 

 

(5.3

)

 

 

316.4

 

 

5.363%

 

 

 

$

2,334.4

 

 

$

(16.1

)

 

$

(10.5

)

 

 

2,307.8

 

 

 

 

 

Less — Current portion

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14.1

)

 

 

 

 

Long-term debt

 

 

 

 

 

 

 

 

 

 

 

 

 

$

2,293.7

 

 

 

 

 

Senior Notes

The issuance, maturity and interest payment dates of the Company's senior unsecured 2027 Notes, 2029 Notes, 2030 Notes and 2049 Notes (together, the "Notes") are shown below:

Note

 

Issuance Date(s)

 

Maturity Date

 

Interest Payment Dates

2027 Notes

 

August 2017

 

September 15, 2027

 

March 15 and September 15

2029 Notes

 

May 2019

 

May 15, 2029

 

May 15 and November 15

2030 Notes

 

February 2020

 

May 30, 2030

 

May 30 and November 30

2049 Notes

 

May 2019 and February 2020

 

May 15, 2049

 

May 15 and November 15

 

In February 2020, the Company issued $350.0 million in aggregate principal amount at maturity of 2030 Notes and an additional $300.0 million in aggregate principal amount at maturity of 2049 Notes. The 2030 Notes have a stated coupon rate of 3.5% and were issued at 99.774% of par, resulting in a yield to maturity of 3.525%. The 2049 Notes have a stated coupon rate of 5.25% and were issued at 106.626% of par, resulting in a yield to maturity of 4.821%.

The net proceeds from the offering were $669.1 million after original issue discount. The proceeds were used to redeem the $650.0 million in aggregate principal amount of 2025 Notes at a redemption price equal to 102.625% of the principal amount of such 2025 Notes, plus accrued interest.

In connection with these transactions, the Company recognized a loss of $21.1 million on the extinguishment of debt and paid related issuance costs of $5.9 million in the nine months ended October 3, 2020.

Covenants

Subject to certain exceptions, the indentures governing the Notes contain certain investment-grade style restrictive covenants that, among other things, limit the ability of the Company to: (i) create or permit certain liens and (ii) consolidate, merge or sell all or substantially all of the Company’s assets. The indentures governing the Notes also provide for customary events of default.

As of October 3, 2020, the Company was in compliance with all covenants under the indentures governing the Notes.

Credit Agreement

The Company's unsecured credit agreement (the "Credit Agreement"), dated August 8, 2017, consists of a $1.75 billion revolving credit facility (the "Revolving Credit Facility") and a $250.0 million term loan facility (the "Term Loan Facility"). In February 2020, the Company entered into an agreement to extend the maturity date of the Revolving Credit Facility by one year to August 8, 2024. The maturity date of the Term Loan Facility remains August 8, 2022.

In connection with the extension agreement, the Company paid related issuance costs of $1.0 million.

As of October 3, 2020 and December 31, 2019, there were no borrowings outstanding under the Revolving Credit Facility. As of October 3, 2020 and December 31, 2019, there were $225.0 million and $234.4 million, respectively, of borrowings outstanding under the Term Loan Facility.

In March 2020, as a proactive measure in response to the COVID-19 pandemic, the Company borrowed $1.0 billion under the Revolving Credit Facility, which was repaid in full in September 2020.

In the first nine months of 2020, the Company made required principal payments of $9.4 million under the Term Loan Facility.

Advances under the Revolving Credit Facility and the Term Loan Facility generally bear interest based on (i) the Eurocurrency Rate (as defined in the Credit Agreement) or (ii) the Base Rate (as defined in the Credit Agreement) plus a margin, determined in accordance with a pricing grid. The range and the rate as of October 3, 2020, are shown below (in percentages):

 

 

Eurocurrency Rate

 

 

Base Rate

 

 

 

 

 

 

 

 

 

 

 

Rate as of

 

 

 

 

 

 

 

 

 

 

Rate as of

 

 

 

Minimum

 

 

Maximum

 

 

October 3, 2020

 

 

Minimum

 

 

Maximum

 

 

October 3, 2020

 

Revolving Credit Facility

 

 

1.00

%

 

 

1.60

%

 

 

1.10

%

 

 

0.00

%

 

 

0.60

%

 

 

0.10

%

Term Loan Facility

 

 

1.125

%

 

 

1.90

%

 

 

1.25

%

 

 

0.125

%

 

 

0.90

%

 

 

0.25

%

A facility fee, which ranges from 0.125% to 0.30% of the total amount committed under the Revolving Credit Facility, is payable quarterly.

Covenants

The Credit Agreement contains various customary representations, warranties and covenants by the Company, including, without limitation, (i) covenants regarding maximum leverage, (ii) limitations on fundamental changes involving the Company or its subsidiaries and (iii) limitations on indebtedness and liens.

As of October 3, 2020, the Company was in compliance with all covenants under the Credit Agreement.

Other

As of October 3, 2020, other long-term debt consists of amounts outstanding under a finance lease.

For further information related to the Company's debt, see Note 6, "Debt," to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019.