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Long-Term Debt
12 Months Ended
Jan. 02, 2016
Debt Disclosure [Abstract]  
Long-Term Debt

Note 6 – Long-Term Debt

Long-term debt consists of the following:

 

(In thousands)

January 2, 2016

 

 

January 3, 2015

 

Senior secured revolving credit facility, due January 2020

$

 

394,982

 

 

$

 

403,201

 

6.625% Senior Notes due December 2016

 

 

 

 

 

 

50,000

 

Senior secured term loan, due January 2020

 

 

34,842

 

 

 

 

46,989

 

Capital lease obligations (Note 9)

 

 

58,599

 

 

 

 

64,420

 

Other, 2.61% - 9.25%, due 2016 - 2020

 

 

6,558

 

 

 

 

5,658

 

 

 

 

494,981

 

 

 

 

570,268

 

Less current portion

 

 

19,003

 

 

 

 

19,758

 

Total long-term debt

$

 

475,978

 

 

$

 

550,510

 

 

In January 2015, SpartanNash Company and certain of its subsidiaries amended its secured revolving credit facility. The principal changes of the amendment were to reduce the Base and Eurodollar interest rates by 0.25% and to extend the maturity date of the agreement, which was set to expire on November 19, 2018, to January 9, 2020. The amended credit facility (the “Credit Agreement”) provides for borrowings of $1.0 billion, consisting of three tranches: a $900 million secured revolving credit facility (Tranche A), a $40 million secured revolving credit facility (Tranche A-1), and a $60 million term loan (Tranche A-2). The Company has the ability to increase the size of the Credit Agreement by an additional $400 million, subject to certain conditions in the Credit Agreement. The Company’s obligations under the related Credit Agreement are secured by substantially all of the Company’s personal and real property. The Company may repay all loans in whole or in part at any time without penalty.

Availability under the Credit Agreement is based upon advance rates on certain asset categories owned by the Company, including, but not limited to the following: inventory, accounts receivable, real estate, prescription lists, cigarette tax stamps, and rolling stock.

The Credit Agreement imposes certain requirements, including: limitations on dividends and investments (including distributions to subsidiaries designated as unrestricted subsidiaries), limitations on the Company’s ability to incur debt, make loans, acquire other companies, change the nature of the Company’s business, enter a merger or consolidation, or sell assets. These requirements can be more restrictive depending upon the Company’s Excess Availability as defined under the Credit Agreement.

Borrowings under the three tranches of the credit facility bear interest at the Company’s option as either Eurodollar loans or Base Rate loans, subject to a grid based upon excess availability, as defined in the Credit Agreement. As of January 2, 2016, the interest rate terms are as follows:

 

Credit

 

Outstanding

 

 

 

 

 

 

Facility

 

as of

 

 

 

 

 

 

Tranche

 

January 2, 2016

 

 

Eurodollar Rate

 

Base Rate

Tranche A

 

$

 

360,973

 

 

LIBOR plus 1.50% to 2.00%

 

Greater of:

(i) the Federal Funds Rate plus 1.00% to 1.50%

 

 

 

 

 

 

 

 

 

 

(ii) the Eurodollar Rate plus 1.50% to 2.00%

 

 

 

 

 

 

 

 

 

 

(iii) the prime rate plus 0.50% to 1.00%

Tranche A-1

 

$

 

34,008

 

 

LIBOR plus 2.75% to 3.25%

 

Greater of:

(i) the Federal Funds Rate plus 2.25% to 2.75%

 

 

 

 

 

 

 

 

 

 

(ii) the Eurodollar Rate plus 2.75% to 3.25%

 

 

 

 

 

 

 

 

 

 

(iii) the prime rate plus 1.75% to 2.25%

Tranche A-2

 

$

 

34,843

 

 

LIBOR plus 5.50%

 

Greater of:

(i) the Federal Funds Rate plus 5.00%

 

 

 

 

 

 

 

 

 

 

(ii) the Eurodollar Rate plus 5.50%

 

 

 

 

 

 

 

 

 

 

(iii) the prime rate plus 4.50%

The Company also incurs an unused line of credit fee on the unused portion of the loan commitments at a rate ranging from 0.25% to 0.375%.

As of January 2, 2016 and January 3, 2015, the secured revolving credit facilities and senior secured term loan had total outstanding borrowings of $429.8 million and $450.2 million, respectively. The Credit Agreement requires that the Company maintain excess availability of 10% of the borrowing base, as defined in the Credit Agreement. The Company is in compliance with all financial covenants as of January 2, 2016 and had excess availability after the 10% requirement of $334.3 million and $406.8 million at January 2, 2016 and January 3, 2015, respectively. The credit facility provides for the issuance of letters of credit, of which $11.1 million and $11.5 million were outstanding as of January 2, 2016 and January 3, 2015, respectively.

In November 2015, the Company called for redemption all of the outstanding $50.0 million aggregate principal amount of the 6.625% Senior Notes due December 2016 (the “Notes”). The Company redeemed the Notes for cash, using borrowings under its revolving credit facility, on December 15, 2015. Notes called for redemption became due and payable on the redemption date at a cash redemption price of 101.65625% of the principal amount of the Notes, plus accrued and unpaid interest. A loss on debt extinguishment of $1.2 million was incurred consisting of the redemption premium and the write-off of unamortized issuance costs. As a result of the redemption, the Company expects to reduce annual interest expense by approximately $2.0 million, assuming no future interest rate increases.

The weighted average interest rate for all borrowings, including loan fee amortization, was 3.90% for the fiscal year ended January 2, 2016.

At January 2, 2016, aggregate annual maturities and scheduled payments of long-term debt are as follows:

 

(In thousands)

 

 

 

 

 

 

 

Fiscal Year

 

 

 

 

 

 

 

2016

 

 

 

$

 

19,003

 

2017

 

 

 

 

 

18,906

 

2018

 

 

 

 

 

20,231

 

2019

 

 

 

 

 

12,379

 

2020

 

 

 

 

 

399,778

 

Thereafter

 

 

 

 

 

24,684

 

Total

 

 

 

$

 

494,981