XML 62 R15.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Long-Term Debt
12 Months Ended
Dec. 28, 2019
Debt Disclosure [Abstract]  
Long-Term Debt

Note 7 – Long-Term Debt

Long-term debt consists of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28,

 

 

December 29,

 

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2019

 

 

2018

 

Senior secured revolving credit facility, due December 2023

$

 

640,409

 

 

$

 

600,852

 

Senior secured term loan, due December 2023

 

 

 

 

 

 

60,000

 

Finance lease obligations (Note 10)

 

 

44,966

 

 

 

 

39,558

 

Other, 2.61% - 8.75%, due 2020 - 2026

 

 

8,633

 

 

 

 

4,447

 

Total debt - principal

 

 

694,008

 

 

 

 

704,857

 

Unamortized debt issuance costs

 

 

(5,455

)

 

 

 

(6,797

)

Total debt

 

 

688,553

 

 

 

 

698,060

 

Less current portion

 

 

6,349

 

 

 

 

18,263

 

Total long-term debt

$

 

682,204

 

 

$

 

679,797

 

On December 18, 2018, SpartanNash Company and certain of its subsidiaries entered into an amendment (the “Amendment”) to the Company’s Amended and Restated Loan and Security Agreement (the “Credit Agreement”). The principal changes of the amendment included an extension of the maturity date of the loans from December 20, 2021 to December 18, 2023, the ability to increase the size of the Tranche A revolving loan to $975 million from $900 million, an amendment to the interest rate grid such that rates for the Tranche A-1 revolving loans ($40 million capacity) are now LIBOR plus 2.25% to LIBOR plus 2.50%, a reload of the Tranche A-2 term loan ($60 million capacity) and a reset of certain advance rates for the borrowing base. In the third quarter of 2019, the Company executed an early payment of the Tranche A-2 term loan. The Company has the ability to increase the size of the Credit Agreement by an additional $325 million, subject to certain conditions. The Company’s obligations under the 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, 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 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. The interest rate terms for each of the aforementioned tranches are as follows:

Credit

 

Outstanding as of

 

 

 

 

 

 

Facility

 

December 28, 2019

 

 

 

 

 

 

Tranche

 

(In thousands)

 

 

Eurodollar Rate

 

Base Rate

Tranche A

 

$

 

609,599

 

 

LIBOR plus 1.25% to 1.50%

 

Greater of:

(i) the Federal Funds Rate plus 0.75% to 1.00%

 

 

 

 

 

 

 

 

 

 

(ii) the Eurodollar Rate plus 2.25% to 2.50%

 

 

 

 

 

 

 

 

 

 

(iii) the prime rate plus 0.25% to 0.50%

Tranche A-1

 

$

 

30,810

 

 

LIBOR plus 2.25% to 2.50%

 

Greater of:

(i) the Federal Funds Rate plus 1.75% to 2.00%

 

 

 

 

 

 

 

 

 

 

(ii) the Eurodollar Rate plus 2.25% to 2.50%

 

 

 

 

 

 

 

 

 

 

(iii) the prime rate plus 1.25% to 1.50%

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

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 December 28, 2019 and had Excess Availability after the 10% requirement of $236.8 million and $262.0 million at December 28, 2019 and December 29, 2018, respectively. The Credit Agreement provides for the issuance of letters of credit, of which $11.7 million were outstanding as of December 28, 2019 and December 29, 2018.

The weighted average interest rate for all borrowings, including loan fee amortization, was 4.56% for 2019.

At December 28, 2019, aggregate annual maturities and scheduled payments of long-term debt are as follows:

(In thousands)

2020

 

 

2021

 

 

2022

 

 

2023

 

 

2024

 

 

Thereafter

 

 

Total

 

Total borrowings

$

 

6,349

 

 

$

 

4,410

 

 

$

 

3,830

 

 

$

 

644,102

 

 

$

 

3,971

 

 

$

 

31,346

 

 

$

 

694,008