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Long-Term Debt
12 Months Ended
Sep. 24, 2016
Long-Term Debt [Abstract]  
Long-Term Debt

7. Long-Term Debt

 

Long-term debt and short-term loans are summarized as follows:

 





 

 

 

 

 

 



 

 

 

 

 

 



 

2016

 

2015

Bonds payable:

 

 

 

 

 

 

          Senior notes, interest rate of 5.75%, maturing 2023

 

$

700,000,000 

 

$

700,000,000 

          Recovery Zone Facility Bonds, maturing 2036

 

 

86,150,000 

 

 

90,680,000 

Outstanding line of credit, weighted average interest rate of 4.50% for 2015

 

 

 

 

460,005 

Notes payable:

 

 

 

 

 

 

Due to banks, weighted average interest rate of 3.38% for 2016 and 3.29% for 2015

 

 

98,429,184 

 

 

103,507,307 

Due to other financial institutions, weighted average interest rate of  7.58% for 2015

 

 

 

 

695,480 

Less unamortized prepaid loan costs

 

 

(8,105,090)

 

 

(9,289,265)

Total long-term debt

 

 

876,474,094 

 

 

886,053,527 

Less current portion

 

 

10,000,629 

 

 

11,367,710 

Long-term debt, net of current portion

 

$

866,473,465 

 

$

874,685,817 

 

In June 2013, the Company issued $700.0 million aggregate principal amount of senior notes due in 2023 (the “Notes”) in a private placement.  The Notes bear an interest rate of 5.75% per annum and were issued at par. The Company filed a registration statement with the Securities and Exchange Commission and exchanged the private placement notes with registered notes.



The Company may redeem all or a portion of the Notes at any time on or after June 15, 2018 at the following redemption prices (expressed as percentages of the principal amount), if redeemed during the 12-month period beginning June 15 of the years indicated below:





 



 

Year

 

2018

102.875%

2019

101.917%

2020

100.958%

2021 and thereafter

100.000%



The Company has a $175.0 million line of credit (the “Line”) that matures in June 2018The Line provides the Company with various interest rate options based on the prime rate, the Federal Funds Rate, or the London Interbank Offering Rate (“LIBOR”). The Line allows the Company to issue up to $30.0 million in unused letters of credit, of which $9.4 million of unused letters of credit were issued at September 24, 2016.  The Company is not required to maintain compensating balances in connection with the Line.  At September 24, 2016 the Company had no borrowing outstanding under the Line.



On December 29, 2010, the Company completed the funding of $99.7 million of Recovery Zone Facility Bonds (the “Bonds”) for construction and equipping of an approximately 830,000 square foot new warehouse and distribution center to be located in Buncombe County, North Carolina (the “Project”).  The final maturity date of the Bonds is January 1, 2036.



The Bonds were issued by the Buncombe County Industrial Facilities and Pollution Control Financing Authority and were purchased by certain financial institutions.  Under a Continuing Covenant and Collateral Agency Agreement (the “Covenant Agreement”) between the financial institutions and the Company, the financial institutions would hold the Bonds until January 2, 2018, subject to certain events.   Mandatory redemption of the Bonds by the Company in the annual amount of $4.5 million began on January 1, 2014. 



In connection with the offering of the Notes, the Company extended the maturity date of the Covenant Agreement from January 2, 2018 to June 30, 2021 and modified certain interest rate options and covenants. The Company may redeem the Bonds without penalty or premium at any time prior to June 30, 2021.

 

Interest earned by bondholders on the Bonds is exempt from Federal and North Carolina income taxation.  The interest rate on the Bonds is equal to one month LIBOR (adjusted monthly) plus a credit spread, adjusted to reflect the income tax exemption.



The Company’s obligation to repay the Bonds is collateralized by the Project.  Additional collateral was required in order to meet certain loan to value criteria in the Covenant Agreement.  The Covenant Agreement incorporates substantially all financial covenants included in the Line.



The Notes, the Bonds and the Line contain provisions that under certain circumstances would permit lending institutions to terminate or withdraw their respective extensions of credit to the Company. Included among the triggering factors permitting the termination or withdrawal of the Line to the Company are certain events of default, including both monetary and non-monetary defaults, the initiation of bankruptcy or insolvency proceedings, and the failure of the Company to meet certain financial covenants designated in its respective loan documents. The Company was in compliance with all financial covenants related to the Notes, the Bonds and Line at September 24, 2016.



The Company’s long-term debt agreements generally have cross-default provisions which could result in the acceleration of payments due under the Company’s line of credit, Bond and Notes indenture in the event of default under any one instrument.

 

At September 24, 2016, property and equipment with an undepreciated cost of approximately $249 million was pledged as collateral for long-term debt. Long-term debt and Line agreements contain various restrictive covenants requiring, among other things, minimum levels of net worth and maintenance of certain financial ratios. In addition, certain loan agreements containing provisions outlining minimum tangible net worth requirements restrict the ability of the Company to pay cash dividends in excess of the current annual per share dividends paid on the Company’s Class A and Class B Common Stock. Further, the Company is prevented from paying cash dividends at any time that it is in default under the indenture governing the Notes. In addition, the terms of the indenture may restrict the ability of the Company to pay additional cash dividends based on certain financial parameters.



Components of interest costs are as follows:

 





 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

2016

 

2015

 

2014

Total interest costs

 

$

47,807,738 

 

$

47,378,270 

 

$

46,846,912 

Interest capitalized

 

 

(1,477,434)

 

 

(371,496)

 

 

(277,048)

Interest expense

 

$

46,330,304 

 

$

47,006,774 

 

$

46,569,864 

 

Maturities of long-term debt at September 24, 2016 are as follows:







 

 

 



 

 

 

Fiscal Year

 

 

 

2017

 

$

11,303,409 

2018

 

 

49,640,389 

2019

 

 

7,970,200 

2020

 

 

13,266,859 

2021

 

 

71,310,883 

Thereafter

 

 

731,087,444 

Less unamortized prepaid loan costs

 

 

(8,105,090)

Total

 

$

876,474,094