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Long-Term Debt (Notes)
12 Months Ended
Aug. 31, 2019
Debt Disclosure [Abstract]  
Debt Disclosure
Long-Term Debt

On November 8, 2016, we entered into a $125.0 million credit agreement ("ABL") and a $300.0 million loan agreement ("Term Loan") with JPMorgan Chase Bank, N.A. ("JPMorgan Chase"), as administrative agent ("Credit Agreement") and certain lenders from time to time party thereto. The loan parties under the ABL and Term Loan are Winnebago Industries, Inc. and all material direct and indirect domestic subsidiaries, and the obligations under the Credit Agreement are secured by a security interest in substantially all of our assets and those of our subsidiaries.

Under the ABL, we have a five-year credit facility on a revolving basis, subject to availability under a borrowing base consisting of eligible accounts receivable and eligible inventory. The ABL is available for issuance of letters of credit to a specified limit of $10.0 million. We pay a commitment fee of 0.25% on the average daily amount of the facility available, but unused. We can elect to base the interest rate on various rates plus specific spreads depending on the amount of borrowings outstanding. We currently pay interest on ABL borrowings at a floating rate based upon LIBOR plus 1.25%. The amount that may be borrowed under the ABL was increased to $165.0 million as of September 21, 2018. On October 22, 2019, our ABL credit facility was amended and restated to increase the commitments thereunder to $192.5 million, which includes a $19.25 million letter of credit facility, and to extend the maturity to October 22, 2024 (subject to certain factors which may accelerate the maturity date). In addition to JPMorgan Chase, BMO Harris Bank N.A. and Goldman Sachs Bank USA are also committing lenders under the ABL credit facility.

Under the Term Loan, we can elect to base the interest rate on various rates plus specific spreads. The interest rate as of August 31, 2019 was based on LIBOR plus 2.32%. The Term Loan agreement currently requires quarterly payments in the amount of $2.8 million until December 31, 2019 at which time the quarterly payments change to $3.8 million, with all amounts then outstanding due on November 8, 2023. We have made voluntary prepayments that have extended the opportunity to defer quarterly payments, at our option, until December 31, 2019. There are mandatory prepayments for proceeds of new debt other than debt permitted under the Term Loan, sale of significant assets or subsidiaries, and excess cash flow as such terms are defined in the Term Loan. Incremental term loans of up to $125.0 million are available if certain financial ratios and other conditions are met.

We amortize debt issuance costs on a straight-line basis over the term of the associated debt agreement. If early principal payments are made on the Term Loan, a proportional amount of the unamortized issuance costs is expensed. During Fiscal 2018 as part of our amended Credit Agreement, we incurred $1.1 million of costs related to our ABL that are being amortized over the five-year term of the agreement and $10.5 million of costs related to our Term Loan that are being amortized over the seven-year term of the agreement. Unamortized debt issuance costs of $0.6 million related to the voluntary prepayment on the Term Loan were expensed in Fiscal 2018.

The Credit Agreement contains certain financial covenants. As of August 31, 2019, we were in compliance with all financial covenants of the Credit Agreement.

The components of long-term debt are as follows:
(in thousands)
August 31, 2019
 
August 25, 2018
ABL
$

 
$
38,532

Term Loan
260,000

 
260,000

Long-term debt, excluding debt issuance costs
260,000

 
298,532

Debt issuance cost, net
(5,706
)
 
(7,091
)
Long-term debt
254,294

 
291,441

Less current maturities
8,892

 

Long-term debt, less current maturities
$
245,402

 
$
291,441



As of August 31, 2019, the fair value of long-term debt, excluding debt issuance costs, was $255.8 million. As of August 25, 2018, the fair value of long-term debt, excluding debt issuance costs, approximated the carrying value.

Aggregate contractual maturities of debt in future fiscal years, are as follows:
(in thousands)
Amount
Fiscal 2020
$
10,250

Fiscal 2021
15,000

Fiscal 2022
15,000

Fiscal 2023
15,000

Fiscal 2024
$
204,750

Total Term Loan
$
260,000