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EXCEL - IDEA: XBRL DOCUMENT - Roundy's, Inc.Financial_Report.xls
10-Q - FORM 10-Q - Roundy's, Inc.d414626d10q.htm
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EX-32.1 - SECTION 1350 CERTIFICATION OF CEO AND CFO - Roundy's, Inc.d414626dex321.htm
EX-31.2 - CERTIFICATION STATEMENT OF CFO PURSUANT TO SECTION 302 - Roundy's, Inc.d414626dex312.htm
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EX-31.1 - CERTIFICATION STATEMENT OF CEO PURSUANT TO SECTION 302 - Roundy's, Inc.d414626dex311.htm
v2.4.0.6
LONG-TERM DEBT
9 Months Ended
Sep. 29, 2012
LONG-TERM DEBT

9. LONG-TERM DEBT

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

 

     December 31, 2011      September 29, 2012  

Term Loan

   $ —         $ 671,625   

First Lien Loan

     634,217         —     

Second Lien Loan

     150,000         —     

Capital Lease Obligations, 7.6% to 10%, due 2012 to 2021

     36,426         35,061   

Other long-term debt

     1,645         1,496   
  

 

 

    

 

 

 
     822,288         708,182   

Less: Unamortized discount on Term Loan

     —           9,179   

Less: Unamortized discount on Second Lien Loan

     2,147         —     

Less: Current maturities

     10,789         11,007   
  

 

 

    

 

 

 

Long-term debt, net of current maturities

   $ 809,352       $ 687,996   
  

 

 

    

 

 

 

In connection with our IPO on February 13, 2012, RSI entered into a new senior credit facility (the “Refinancing”), consisting of a $675 million term loan (the ‘‘Term Facility’’) and a $125 million revolving credit facility (the ‘‘Revolving Facility’’ and together with the Term Facility, the ‘‘New Credit Facilities”) with the Term Facility maturing in February 2019 and the Revolving Facility maturing in February 2017. We used the net proceeds from the IPO, together with borrowings under the New Credit Facilities, to refinance our existing indebtedness and to pay accrued interest thereon and related prepayment premiums.

Borrowings under the New Credit Facilities bear interest, at our option, at (i) adjusted LIBOR (subject to a 1.25% floor) plus 4.5% or (ii) an alternate base rate plus 3.5%. In addition, there is a fee payable quarterly in an amount equal to 0.5% per annum of the undrawn portion of the Revolving Facility. The terms of the New Credit Facilities contain customary provisions regarding prepayments and restrictive covenants, and are also secured by substantially all of our tangible and intangible assets.

In connection with the Refinancing, we recognized a loss on debt extinguishment of $13.3 million, which consists primarily of the write-off of $4.5 million of previously capitalized financing costs, the write-off of the remaining unamortized discount of $2.1 million on our old second lien loan that was repaid, prepayment premiums on our old first and second lien loans that were repaid and certain fees and expenses of $2.0 million related to the New Credit Facilities.

As of September 29, 2012, there were no outstanding borrowings under the Revolving Facility. Outstanding letters of credit, totaling $30.1 million on September 29, 2012, reduce availability under the Revolving Facility.

Prior to the Refinancing, our long-term debt included a first lien senior credit facility consisting of a term loan and $95 million revolving credit agreement (together, the “First Lien Credit Agreement) and a second lien credit facility (“Second Lien Credit Agreement”). Our first and second lien loans and the revolving credit facility bore interest based upon LIBOR or base rate options. Under the LIBOR option for the first lien loan and revolving credit facility, the applicable rate was LIBOR plus 5.00% (subject to a floor of 2.0%) and under the base rate option for the first lien loan and revolving credit facility, the applicable rate of interest was the base rate plus 4.00%. For the portion of our first lien loan which matured in November 2011, the applicable rate of interest was LIBOR plus 3.50% and under the base rate option, the applicable interest rate was the base rate plus 2.50%. On April 16, 2010, the Company borrowed $150 million under the Second Lien Credit Agreement to pay dividends to our preferred and common shareholders. This second lien loan was issued at a 2% discount and was to mature in April 2016. This loan bore interest based upon LIBOR or base rate options. Under the LIBOR option, the applicable rate was LIBOR plus 8.0% (subject to a floor of 2%) and under the base rate option, the applicable rate was the base rate plus 7.0%.

Our credit agreement contains various restrictive covenants which, among other things: (i) prohibit us from prepaying other indebtedness; (ii) require us to maintain specified financial ratios; and (iii) limit our capital expenditures. In addition, the credit agreement limits our ability to declare or pay dividends.

At September 29, 2012, we were in compliance with all financial covenants relating to our indebtedness.