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Debt | 6 Months Ended
--- | ---
Apr. 04, 2021
Debt Disclosure [Abstract] |
DEBT | DEBT Debt consists of the following:
|  | April 4, 2021 |  | September 30, 2020 |  |  |  |
(in millions) |  | Amount |  | Rate |  | Amount |  | Rate |  |  |  |  |  |  |  |
Spectrum Brands Inc. |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Revolver Facility, variable rate, expiring June 30, 2025 |  | $ | — |  |  | — | % |  | $ | — |  |  | — | % |  |  |  |  |  |  |  |
Term Loan Facility, variable rate, due March 3, 2028 |  | 400.0 |  |  | 2.5 | % |  | — |  |  | — | % |  |  |  |  |  |  |  |
6.125% Notes, due December 15, 2024 |  | — |  |  | — | % |  | 250.0 |  |  | 6.1 | % |  |  |  |  |  |  |  |
5.75% Notes, due July 15, 2025 |  | 450.0 |  |  | 5.8 | % |  | 1,000.0 |  |  | 5.8 | % |  |  |  |  |  |  |  |
4.00% Notes, due October 1, 2026 |  | 500.6 |  |  | 4.0 | % |  | 499.1 |  |  | 4.0 | % |  |  |  |  |  |  |  |
5.00% Notes, due October 1, 2029 |  | 300.0 |  |  | 5.0 | % |  | 300.0 |  |  | 5.0 | % |  |  |  |  |  |  |  |
5.50% Notes, due July 15, 2030 |  | 300.0 |  |  | 5.5 | % |  | 300.0 |  |  | 5.5 | % |  |  |  |  |  |  |  |
3.875% Notes, due March 15, 2031 |  | 500.0 |  |  | 3.9 | % |  | — |  |  | — | % |  |  |  |  |  |  |  |
Other notes and obligations |  | 2.6 |  |  | 7.7 | % |  | 3.2 |  |  | 7.6 | % |  |  |  |  |  |  |  |
Obligations under capital leases |  | 156.4 |  |  | 5.7 | % |  | 160.5 |  |  | 5.6 | % |  |  |  |  |  |  |  |
Total Spectrum Brands, Inc. debt |  | 2,609.6 |  |  |  |  | 2,512.8 |  |  |  |  |  |  |  |  |  |  |
Unamortized discount on debt |  | (1.0) |  |  |  |  | — |  |  |  |  |  |  |  |  |  |  |
Debt issuance costs |  | (38.4) |  |  |  |  | (36.5) |  |  |  |  |  |  |  |  |  |  |
Less current portion |  | (18.6) |  |  |  |  | (15.3) |  |  |  |  |  |  |  |  |  |  |
Long-term debt, net of current portion |  | $ | 2,551.6 |  |  |  |  | $ | 2,461.0 |  |  |  |  |  |  |  |  |  |  |
The Revolver Facility is subject to either adjusted LIBOR plus margin ranging from 1.75% to 2.75% per annum, or base rate plus margin ranging from 0.75% to 1.75% per annum. The LIBOR borrowings are subject to a 0.75% LIBOR floor. Our Revolver Facility allows for the LIBOR rate to be phased out and replaced with the Secured Overnight Financing Rate and therefore we do not anticipate a material impact by the expected upcoming LIBOR transition. As a result of borrowings and payments under the Revolver Facility, the Company had borrowing availability of $576.6 million at April 4, 2021, net of outstanding letters of credit of $23.4 million. On March 3, 2021, the Company, through its wholly owned subsidiary, Spectrum Brands, Inc ("SBI"), completed its offering of $500.0 million aggregate principal amount of its 3.875% Senior Notes due March 2031, and entered into a new Term Loan Facility (as defined below) in the aggregate principal amount of $400.0 million, expiring March 2028. Using the proceeds received, the Company redeemed $250.0 million aggregate principal amount of the 6.125% Notes in a cash tender offer and call and $550.0 million aggregate principal amount of the 5.75% Notes in a cash tender offer, with a make whole premium of $23.4 million and a write-off of unamortized debt issuance costs of $7.9 million recognized as interest expense for the three and six month periods ended April 4, 2021. Spectrum Term Loan Facility On March 3, 2021, the Company entered into the first amendment (the "Amended Credit Agreement") to the Amended and Restated Credit Agreement (the "Credit Agreement") dated as of June 30, 2020. The Amended Credit Agreement includes certain modified terms from the existing Credit Agreement to provide for a new term loan facility (the “Term Loan Facility”). The Term Loan Facility is in an aggregate principal amount of $400.0 million and will mature on March 3, 2028. The Term Loan Facility is subject to a rate per annum equal to either (1) the LIBO Rate (as defined in the Amended Credit Agreement), subject to a 0.50% floor, adjusted for statutory reserves, plus a margin of 2.00% per annum or (2) the Alternate Base Rate (as defined in the Amended Credit Agreement), plus a margin of 1.00% per annum. The Term Loan Facility allows for the LIBO rate to be phased out and replaced with the Secured Overnight Financing Rate and therefore we do not anticipate a material impact to the expected upcoming LIBOR transition. The Term Loan Facility was issued net of a $1.0 million discount and the Company incurred $5.1 million of debt issuance costs, which is being amortized with a corresponding charge to interest expense over the remaining life of the loan. Pursuant to a guarantee agreement, SB/RH and the direct and indirect wholly-owned material domestic subsidiaries of SBI have guaranteed SBI’s obligations under the Amended Credit Agreement and related loan documents. Pursuant to the Security Agreement, dated as of June 23, 2015, SBI and such subsidiary guarantors have pledged substantially all of their respective assets to secure such obligations and, in addition, SB/RH has pledged the capital stock of SBI to secure such obligations. Subject to certain mandatory prepayment events, the Term Loan Facility is subject to repayment according to scheduled amortizations, with the final payment of amount outstanding, plus accrued and unpaid interest, due at maturity. The Amended Credit Agreement contains customary affirmative and negative covenants, including, but not limited to, restrictions on the Company and its restricted subsidiaries’ ability to incur indebtedness, create liens, make investments, pay dividends or make certain other distributions, and merge or consolidate or sell assets, in each case subject to certain exceptions set forth in the Amended Credit Agreement. 3.875% Notes On March 3, 2021, SBI issued $500.0 million aggregate principal amount of 3.875% Senior Notes due 2031 (the "3.875% Notes") and entered into the indenture governing the 3.875% Notes (the “2031 Indenture”). The 3.875% Notes mature on March 15, 2031 and are unconditionally guaranteed, on a senior unsecured basis, by SB/RH and by SBI’s existing and future domestic subsidiaries that guarantee indebtedness under the Amended Credit Agreement. SBI may redeem all or part of the 3.875% Notes at any time on or after March 15, 2026 at certain fixed redemption prices as set forth in the 2031 Indenture. In addition, prior to March 15, 2026, SBI may redeem the Notes at a redemption price equal to 100% of the principal amount plus a “make-whole” premium, plus accrued and unpaid interest. Before March 15, 2024, the Company may redeem up to 35% of the aggregate principal notes with cash equal to the net proceeds that SBI raises in equity offerings at specified redemption price as set forth in the 2031 Indenture. Further, the 2031 Indenture requires SBI to make an offer to repurchase all outstanding 3.875% Notes upon the occurrence of a change of control of SBI, as defined in the 2031 Indenture. The 2031 Indenture contains covenants limiting, among other things, the ability of the Company and its direct and indirect restricted subsidiaries to incur additional indebtedness, create liens, engage in sale-leaseback transactions, pay dividends or make distributions in respect of capital stock, purchase or redeem capital stock, make investments or certain other restricted payments, sell assets, issue or sell stock of restricted subsidiaries, enter in transactions with affiliates, or effect a merger or consolidation. In addition, the 2031 Indenture provides for customary events of default, including failure to make required payments, failure to comply with certain agreements or covenants, failure to make payments when due or an acceleration of certain other indebtedness, and certain events of bankruptcy and insolvency. The Company recorded $7.6 million of fees in connection with the offering of the 3.875% Notes, which have been capitalized as debt issuance costs and are being amortized over the remaining life of the 3.875% Notes.

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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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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