Dollar General 2015 Annual Report Download - page 135

10-K
DOLLAR GENERAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. Current and long-term obligations (Continued)
affirmative and negative covenants that, among other things, restrict, subject to certain exceptions, the
Company’s and its subsidiaries’ ability to: incur additional liens; sell all or substantially all of the
Company’s assets; consummate certain fundamental changes or change in the Company’s lines of
business; and incur additional subsidiary indebtedness. The Facilities also contain financial covenants
which require the maintenance of a minimum fixed charge coverage ratio and a maximum leverage
ratio. As of January 29, 2016, the Company was in compliance with all such covenants. The Facilities
also contain customary events of default.
As of January 29, 2016, under the Revolving Facility, the Company had borrowing availability of
$722.0 million. In addition, the Company had outstanding letters of credit totaling $38.7 million,
$27.0 million of which were issued under the Revolving Facility.
The Company incurred a pretax loss of $0.3 million for the write off of debt issuance costs
associated with the refinancing of its credit facilities, which is reflected in Other (income) expense in
the consolidated statement of income for the year ended January 29, 2016.
On October 20, 2015, the Company issued $500.0 million aggregate principal amount of 4.150%
senior notes due 2025 (the ‘‘2025 Senior Notes’’), net of discount of $0.8 million, which are scheduled
to mature on November 1, 2025. Interest on the 2025 Senior Notes is payable in cash on May 1 and
November 1 of each year, commencing on May 1, 2016. The Company incurred $4.4 million of debt
issuance costs associated with the issuance of the 2025 Senior Notes. The net proceeds from the sale of
the 2025 Senior Notes were used, together with borrowings under the Facilities, to repay all of the
outstanding borrowings under the then-existing credit agreement and for general corporate purposes.
Collectively, the 2025 Senior Notes and the Company’s other Senior Notes due 2017, 2018 and 2023 as
reflected in the table above comprise the ‘‘Senior Notes’’, each of which were issued pursuant to an
indenture as supplemented and amended by supplemental indentures relating to each series of Senior
Notes (as so supplemented and amended, the ‘‘Senior Indenture’’).
The Company may redeem some or all of its Senior Notes at any time at redemption prices set
forth in the Senior Indenture. Upon the occurrence of a change of control triggering event, which is
defined in the Senior Indenture, each holder of the Senior Notes has the right to require the Company
to repurchase some or all of such holder’s Senior Notes at a purchase price in cash equal to 101% of
the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the repurchase
date.
The Senior Indenture contains covenants limiting, among other things, the ability of the Company
and its subsidiaries to (subject to certain exceptions): consolidate, merge, sell or otherwise dispose of all
or substantially all of the Company’s assets; and to incur or guarantee indebtedness secured by liens on
any shares of voting stock of significant subsidiaries.
The Senior Indenture also provides for events of default which, if any of them occurs, would
permit or require the principal of and accrued interest on the Senior Notes to become or to be
declared due and payable, as applicable.
Scheduled debt maturities, including capital lease obligations, for the Company’s fiscal years listed
below are as follows (in thousands): 2016—$1,379; 2017—$501,290; 2018—$400,892; 2019—$1,020;
2020—$676,980; thereafter—$1,409,835.
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