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Note 6 - Debt
3 Months Ended
Jun. 27, 2026
Notes to Financial Statements  
Long-Term Debt [Text Block]

6.

Debt

 

Finance Obligation — On September 15, 2024, the Company entered into a $21.3 million financing agreement with Wells Fargo Equipment Finance, Inc. for a can manufacturing line located at one of the Company’s plant facilities. The associated finance obligation has a maturity date of September 14, 2031 and a monthly payment of $0.3 million comprised of principal and interest at a fixed rate of 5.56%. As of June 27, 2026, the principal balance of the finance obligation was $16.7 million, of which $2.8 million is included within the current portion of long-term debt, finance and lease obligations on the condensed consolidated balance sheet.

 

Long-term debt is comprised of the following (in thousands):

 

   

As of:

 
   

June 27,

   

June 28,

   

March 31,

 
   

2026

   

2025

   

2026

 

Revolving credit facility

  $ 1,000     $ 10,363     $ 1,000  
                         

Term Loan A-2

                       

Outstanding principal

    199,750       264,750       253,500  

Unamortized debt issuance costs

    (387 )     (616 )     (444 )

Term Loan A-2, net

    199,363       264,134       253,056  
                         

Total long-term debt

    200,363       274,497       254,056  

Less current portion

    15,000       15,000       15,000  

Long-term debt, less current portion

  $ 185,363     $ 259,497     $ 239,056  

 

Revolving Credit Facility — On December 23, 2024, the Company entered into a Loan and Security Agreement (the “Agreement”), with Wells Fargo Bank, National Association as agent for the various lenders of a senior revolving credit facility of up to $450.0 million that is seasonally adjusted to a maximum of $400.0 million during the calendar months of April through July (the “Revolver”).

 

The Agreement refinanced and replaced in its entirety the Fourth Amended and Restated Loan and Security Agreement dated as of March 24, 2021, as amended from time to time, with Bank of America, N.A. as agent, issuing bank, and syndication agent, and BofA Securities, Inc. as lead arranger (the “2021 Agreement”). The Agreement maintains many of the key characteristics of the 2021 Agreement including the variable interest rate based on the Secured Overnight Financing Rate (“SOFR”) plus an applicable margin, type of collateral, borrowing base requirements and financial covenant calculation, if applicable.

 

The Revolver is secured by the majority of the Company’s accounts receivable and inventories and contains borrowing base requirements as well as a financial covenant, if certain circumstances apply. The Company utilizes its Revolver for general corporate purposes, including seasonal working capital needs, to pay debt principal and interest obligations, and to fund capital expenditures and acquisitions. Seasonal working capital needs are affected by the growing cycles of the vegetables the Company packages. The majority of vegetable inventories are produced during the months of June through November and are then sold over the following twelve months. Payment terms for vegetable produce are generally three months but may vary and range from approximately one to seven months. Therefore, the Company’s need to draw on the Revolver may fluctuate significantly throughout the year.

 

The interest rate benchmark for borrowings under the Revolver is based upon SOFR plus an applicable margin, as defined in the Agreement. In order to maintain availability of funds under the revolving credit facility, the Company pays a commitment fee on the unused portion of the Revolver. As of June 27, 2026, the unused portion of the Revolver was $398.6 million. The Revolver has a five-year term and matures on December 24, 2029. Accordingly, the Revolver balance is included in long-term debt on the accompanying condensed consolidated balance sheets.

 

In connection with the Revolver refinance, certain lenders exited the syndicate and were replaced by new syndicate members. The portion of the transaction in which certain lenders exited was accounted for as an extinguishment resulting in the write-off of an immaterial amount of unamortized deferred costs. The portion of the transaction comprised of lenders that remained in the syndicate was accounted for as a modification, resulting in the Company continuing to defer the remaining unamortized costs over the term of the Revolver. Additionally, the Company incurred $1.6 million of debt issuance costs which are deferred over the term of the Revolver and amortized on a straight-line basis.

 

The Revolver contains customary affirmative and negative covenants, including covenants that restrict, with specific exceptions, the Company’s ability to incur additional indebtedness, incur liens, pay dividends on the Company’s capital stock, make other restricted payments, including investments, transfer all or substantially all of the Company’s assets, enter into consolidations or mergers, and enter into transactions with affiliates. The Revolver also requires the Company to meet a financial covenant related to a minimum fixed charge coverage ratio if (a) an event of default under the Agreement has occurred or (b) availability under the credit facility is less than the greater of (i) 10% of the commitments then in effect and (ii) $30.0 million.

 

The following table summarizes certain quantitative data for Revolver borrowings during fiscal year 2027 and fiscal year 2026 (in thousands):  

 

   

As of:

 
   

June 27,

   

June 28,

   

March 31,

 
   

2026

   

2025

   

2026

 

Outstanding borrowings

  $ 1,000     $ 10,363     $ 1,000  

Interest rate

    4.87 %     5.64 %     4.92 %

 

   

Three Months Ended

 
   

June 27,

   

June 28,

 
   

2026

   

2025

 

Maximum amount of borrowings drawn during the period

  $ 1,501     $ 15,717  

Average outstanding borrowings

  $ 1,020     $ 3,818  

Weighted average interest rate

    4.97 %     5.61 %

 

Term Loans — On January 20, 2023, the Company entered into a Second Amended and Restated Loan and Guaranty Agreement with Farm Credit East, ACA (the “Term Loan Agreement”) which governs two term loans, as summarized below:

 

Term Loan A-1: The Term Loan Agreement provides for the continuation of a $100.00 million unsecured term loan with a maturity date of June 1, 2025 and fixed interest rate of 3.3012%. Quarterly principal payments were $1.0 million on Term Loan A-1. Upon maturity during fiscal year 2026, the Company paid the Term Loan A-1 in full using available cash on hand of $81.0 million.

 

Term Loan A-2: The Term Loan Agreement adds an additional term loan in the amount of $175.0 million that will mature on January 20, 2028, and is secured by a portion of the Company’s property, plant and equipment. Term Loan A-2 bears interest at a variable interest rate based upon SOFR plus an additional margin determined by the Company’s leverage ratio. Quarterly payments of principal outstanding on Term Loan A-2 in the amount of $1.5 million commenced on March 1, 2023.

 

On May 23, 2023, the Term Loan Agreement was amended by the Second Amended and Restated Loan and Guaranty Agreement Amendment which amended, restated and replaced in its entirety Term Loan A-2 (the “Amendment”). The Amendment provides a single advance term facility in the principal amount of $125.0 million to be combined with the outstanding principal balance of $173.5 million on Term Loan A-2 into one single $298.5 million term loan (“Amended Term Loan A-2”). Amended Loan Term A-2 is secured by a portion of the Company’s property, plant and equipment and bears interest at a variable interest rate based upon SOFR plus an additional margin determined by the Company’s leverage ratio. Quarterly payments of principal outstanding on Amended Term Loan A-2 in the amount of $3.75 million commenced on June 1, 2023. The Amendment continued all aspects of Term Loan A-1, as defined in the Term Loan Agreement, through the maturity date of such loan. In connection with the Amended Term Loan A-2, the Company incurred $1.1 million of financing costs which are deferred and amortized over the life of the term loan. On May 1, 2026, the Company utilized a portion of its available cash on hand to make a voluntary pre-payment of $50.0 million to reduce the outstanding principal balance of the Amended Term Loan A-2. No pre-payment penalty was incurred. As of June 27, 2026, the interest rate on Amended Term Loan A-2 was 5.40%.

 

The Amendment for Term Loan A-1 and Term Loan A-2 (collectively, the “Term Loans”) contains restrictive covenants usual and customary for loans of its type, in addition to financial covenants including minimum EBITDA and minimum tangible net worth which apply to both Terms Loans described above.

 

The Company expects to maintain or have access to sufficient liquidity to retire or refinance long-term debt at maturity or otherwise, from operating cash flows, access to the capital markets, and its Revolver. The Company periodically evaluates opportunities to refinance its debt; however, any refinancing is subject to market conditions and other factors, including financing options that may be available to the Company from time to time, and there can be no assurance that the Company will be able to successfully refinance any debt on commercially acceptable terms, if at all.

 

As of June 27, 2026, the Company was in compliance with all covenants for its revolving credit facility and term loan agreement.

 

Standby Letters of Credit — The Company has standby letters of credit for certain insurance-related requirements. The Company’s standby letters of credit are automatically renewed annually, unless the issuer gives cancellation notice in advance. On June 27, 2026, the Company had $0.4 million in outstanding standby letters of credit. These standby letters of credit are supported by the Company’s Revolver and reduce borrowings available under the Revolver.