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SUBSEQUENT EVENTS | 9 Months Ended
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Apr. 27, 2024
Subsequent Events [Abstract] |
SUBSEQUENT EVENTS | NOTE 16—SUBSEQUENT EVENTS On May 1, 2024, the Company entered into an amendment (the “First ABL Amendment”) to the ABL Loan Agreement. The First ABL Amendment provides for (i) the creation of a First In, Last Out (“FILO”) tranche of incremental loans of $130 million under the ABL Loan Agreement (the “ABL FILO Loan”) with an Applicable Margin (as defined in the ABL Loan Agreement) equal to SOFR plus 2.50% per annum (or a base rate plus 1.5% per annum), (ii) the removal of the obligation of the Canadian Obligors (as defined in the ABL Loan Agreement) to provide credit support for U.S. Revolver Loans (as defined in the ABL Loan Agreement) and (iii) other administrative changes. The ABL FILO Loan is subject to a borrowing base which is based on 5% of eligible accounts receivable, plus 5% of eligible credit card receivables, plus 5% of the net orderly liquidation value of eligible inventory, plus 5% of the value of eligible pharmacy receivables of each U.S. Obligor (as defined in the ABL Loan Agreement). On May 1, 2024, the $130 million of ABL FILO Loan proceeds were used to make a voluntary prepayment on the Term Loan Facility as further described below. On May 1, 2024, the Company entered into an amendment (the “Fourth Term Loan Amendment”) further amending the Term Loan Agreement. The Fourth Term Loan Amendment provides for the refinancing of the existing term loans that resulted in (i) the reduction of the principal amount of the Term Loan Facility to $500 million, (ii) the extension of the maturity to May 1, 2031 (but with a springing maturity to (a) the date 91 days prior to the expiration of the Company’s distribution contract with Whole Foods Market Distribution, Inc. (“Whole Foods Market”) if such agreement shall not have been extended beyond the term of the Term Loan Facility, and (b) 91 days prior to the maturity of the Senior Notes, in the event that at least $100 million in principal amount outstanding of such Senior Notes remains outstanding on such date), (iii) a change in the applicable margin over (a) a base rate from 2.25% to 3.75% per annum, or (b) a SOFR rate from 3.25% to 4.75% per annum, (iv) the appointment of JPMorgan Chase Bank, N.A., as replacement administrative and collateral agent, (v) the addition of UNFI Wholesale, Inc. (“UNFI Wholesale”) and UNFI Distribution Company, LLC (“UNFI Distribution”) as co-borrowers (the Company, UNFI Wholesale, UNFI Distribution, and Supervalu collectively, the “Term Borrowers”), and (vi) other administrative changes. In conjunction with the Fourth Term Loan Amendment, the Company made a voluntary prepayment of $145 million on the Term Loan Facility funded with the $130 million of ABL FILO Loan proceeds (described above) and incremental borrowings under the ABL Credit Facility. In connection with the Fourth Term Loan Amendment and prepayment, the Company expects to incur a loss on debt extinguishment of $10 million in the fourth quarter of fiscal 2024 related to unamortized debt issuance costs and a loss on unamortized original issue discount. On May 21, 2024, the Company entered into an amended and restated distribution agreement with Whole Foods Market, which, among other things, extended the term of the agreement from September 27, 2027 to May 20, 2032, and which satisfies the extension requirement in the Term Loan Agreement.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147483399/855-10-50-2 + Details
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