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Long-Term Debt, Net
12 Months Ended
Jan. 30, 2021
Debt Disclosure [Abstract]  
Long-Term Debt, Net

9.  Long-Term Debt, Net

The Company’s long-term debt consisted of the following as of January 30, 2021:

 

January 30,

 

(In thousands)

2021

 

Convertible notes principal

$

415,025

 

Less: unamortized discount

 

89,735

 

Convertible notes, net

$

325,290

 

Revolving credit facility borrowings

 

 

Total long-term debt, net

$

325,290

 

 

 

 

 

Convertible Notes - Equity portion, net of tax

 

68,330

 

 

Convertible notes

In April 2020, the Company issued $415 million aggregate principal amount of convertible senior notes due in 2025 (the “Notes”) in a private placement to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933. The Notes have a stated interest rate of 3.75%, payable semi-annually. The Company may redeem the Notes, in whole or in part, at any time beginning April 2023.  The Company used the net proceeds from the offering for general corporate purposes.

The Company does not have the right to redeem the Notes prior to April 17, 2023. On or after April 17, 2023 and prior to the fortieth scheduled trading day immediately preceding the maturity date, the Company may redeem all or any portion of the Notes, at its option, for cash, if the last reported sale price of AEO’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period. Beginning January 2025, noteholders may convert their Notes for approximately 115.1 shares of common stock per $1,000 principal amount of the Notes, equivalent to a conversion price of approximately $8.69 per share.

The Company has the right to settle conversions in any combination of cash and shares of common stock. However, the Company intends to settle the original principal portion of the Notes in cash and any conversion value above the principal in stock. Because of this repayment policy, only the conversion spread portion of the amount owed is reflected as dilutive in earnings per share.

The effective interest rate for the Notes is 10.0% and we calculated the effective yield using a market approach.  The remaining amortization period of the discount was 4.25 years  as of January 30, 2021.

Interest expense for the Notes was:

 

Year ended January 30,

 

(In thousands)

2021

 

Cash interest expense

$

11,857

 

Amortization of discount

$

12,517

 

Total interest expense

$

24,374

 

 

The following table discloses conversion amounts if the Notes were all converted as of the end of the period:

  

January 30,

 

(In thousands, except per share amounts)

2021

 

Number of shares convertible

 

47,780

 

Conversion price per share

$

8.69

 

Value in excess of principal if converted

$

512,646

 

 

Revolving credit facilities

In January 2019, the Company entered into an amended and restated Credit Agreement (“Credit Agreement”) for five-year, syndicated, asset-based revolving credit facilities (the “Credit Facilities”). The Credit Agreement provides senior secured revolving credit for loans and letters of credit up to $400 million, subject to customary borrowing base limitations.

All obligations under the Credit Facilities are unconditionally guaranteed by certain subsidiaries. The obligations under the Credit Agreement are secured by a first-priority security interest in certain working capital assets of the borrowers and guarantors, consisting primarily of cash, receivables, inventory and certain other assets, and will be further secured by first-priority mortgages on certain real property.

As of January 30, 2021, the Company was in compliance with the terms of the Credit Agreement and had $7.9 million outstanding in stand-by letters of credit. No loans were outstanding under the Credit Agreement as of January 30, 2021. In March 2020, the Company borrowed $330.0 million on the Credit Facilities and repaid the borrowings by August 2020.

The interest rate for borrowing under the Credit Facilities is one month LIBOR, plus an adjusted spread based on leverage as reflected in the Credit Facilities.  The weighted average interest rate on borrowings under the Credit Facilities during Fiscal 2020 was 1.66% and the total interest expense for Fiscal 2020 was $2.5 million.