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Note 10 - Long-term Debt, Net
 6 Months Ended
Dec. 29, 2024
Notes to Financial Statements  
Debt Disclosure [Text Block]

Note 10 – Long-term debt, net

 

The Company’s current and long-term debt consists of the following:

 

  

December 29, 2024

  

June 30, 2024

 
  

(in thousands)

 

Revolver

 $-  $- 

Term Loans

  160,000   190,000 

Deferred financing costs

  (2,526)  (2,887)

Total debt

  157,474   187,113 

Less: current maturities of long-term debt

  -   10,000 

Long-term debt, net

 $157,474  $177,113

 

On June 27, 2023, the Company, certain of its U.S. subsidiaries, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent entered into a Third Amended and Restated Credit Agreement (the “Third Amended Credit Agreement”). The Third Amended Credit Agreement amended and restated the Company’s Second Amended and Restated Credit Agreement, dated as of May 31, 2019 (as amended by the First Amendment, dated as of August 20, 2020, the Second Amendment, dated as of November 8, 2021, and the Third Amendment, dated as of August 29, 2022). The Third Amended Credit Agreement, among other modifications: (i) increased the amount of the outstanding term loan (“Term Loan”) to $200 million, (ii) decreased the amount of the commitments in respect of the revolving credit facility to $225 million, subject to a seasonal reduction to an aggregate amount of $125 million for the period from January 1 to August 1, (iii) extended the maturity date of the outstanding Term Loan and the revolving credit facilities to June 27, 2028, and (iv) increased the applicable interest rate margins for SOFR and base rate loans by 25 basis points.

 

For each borrowing under the Existing Credit Agreement (as defined below), the Company may elect that such borrowing bear interest at an annual rate equal to either: ( 1) a base rate plus an applicable margin varying based on the Company’s consolidated leverage ratio, where the base rate is the highest of (a) the prime rate, (b) the New York fed bank rate plus 0.5%, and (c) an adjusted SOFR rate for a one-month interest period plus 1% or ( 2) an adjusted SOFR rate plus an applicable margin varying based on the Company’s consolidated leverage ratio. The adjusted SOFR rate includes a credit spread adjustment of 0.1% for all interest periods.
 

 

On January 28, 2025, the Company, certain of its U.S. subsidiaries, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, entered into a First Amendment (the “First Amendment”) to the Third Amended Credit Agreement. The First Amendment amended the Third Amended Credit Agreement (the Third Amended Credit Agreement, as amended by the First Amendment, the “Existing Credit Agreement”) by, among other modifications, (1) revising the definition of “Consolidated EBITDA” to (x) provide that extraordinary, unusual or non-recurring cash expenses or losses may be added back to Consolidated Net Income in the calculation of Consolidated EBITDA, (y) clarify that expenses or losses in connection with the implementation or integration of operational systems, information technology or similar upgrades are deemed to constitute extraordinary, unusual or non-recurring expenses or losses, and (z) include an additional add-back to Consolidated EBITDA for the amount of any restructuring charge, accrual, reserve (and increases to existing reserves) or expense, (2) clarifying the application of optional prepayments of Term Loans under the Existing Credit Agreement toward scheduled principal payments of such Term Loans, and (3) revising the definition of “Consolidated Fixed Charges” to clarify that applicable scheduled principal payments of indebtedness are included in Consolidated Fixed Charges only to the extent not offset by the application of prepayments of such indebtedness.

 

The Existing Credit Agreement requires that while any borrowings or commitments are outstanding the Company comply with certain financial covenants and affirmative covenants as well as certain negative covenants that, subject to certain exceptions, limit the Company’s ability to, among other things, incur additional indebtedness, make certain investments and make certain restricted payments. The Company was in compliance with these covenants as of December 29, 2024.  The Existing Credit Agreement is secured by substantially all of the assets of the Company.

 

The principal of the Term Loan is payable at a rate of $2.5 million for the first 8 quarterly installments beginning on September 29, 2023, increasing to a quarterly payment of $5.0 million, commencing on September 26, 2025, for the remaining 11 payments, with the remaining balance of $125.0 million due upon maturity on June 27, 2028.  

 

During the three months ended December 29, 2024, the Company elected to optionally pay down an incremental $25.0 million against the outstanding Term Loan balance.  This payment will be applied toward the installment payments, noted above in direct order of maturity.  

 

Future principal Term Loan payments under the Third Amended Credit Agreement are as follows:  $0.0 million – remainder of fiscal 2025 ,  $0.0 million – fiscal 2026 ,  $20.0 million – fiscal 2027 , and  $140.0 million – fiscal 2028 .