Einstein Bros 2005 Annual Report Download - page 54

http://www.sec.gov/Archives/edgar/data/949373/000110465906016136/a06-3178_110k.htm[9/11/2014 10:13:03 AM]
· $15 million revolving credit facility;
· $80 million first lien term loan;
· $65 million second lien term loan; and
· $25 million subordinated term loan.
$15 Million Revolving Credit Facility—the Revolving Facility has a maturity date of March 31, 2011 and provides for interest based upon the
prime rate or LIBOR plus a margin. The margin may increase or decrease up to 0.25% based upon our consolidated leverage ratio as defined in the
agreement. The initial
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NEW WORLD RESTAURANT GROUP, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (Continued)
margin is at prime plus 2.00% or LIBOR plus 3.00%. This facility may be used in whole or in part for letters of credit.
$80 Million First Lien Term Loan—the First Lien Term Loan has a maturity date of March 31, 2011 and provides for a floating interest rate
based upon the prime rate or LIBOR plus a margin. The margin may increase or decrease 0.25% based upon our consolidated leverage ratio as
defined in the agreement. The initial margin is prime plus 2.00% or LIBOR plus 3.00%. The facility is fully amortizing with quarterly principal
reductions and interest payments over the term of the loan as follows:
For the 2006 fiscal year ending January 2, 2007
$1.425 million
For the 2007 fiscal year ending January 1, 2008 $3.325 million
For the 2008 fiscal year ending December 30, 2008 $5.950 million
For the 2009 fiscal year ending December 29, 2009 $11.250 million
For the 2010 fiscal year ending December 28, 2010 $32.150 million
For the 2011 fiscal quarter ending March 29, 2011 $25.900 million
In addition to the repayment schedule discussed above, the First Lien Term Loan also requires additional principal reductions based upon a
percentage of excess cash flow as defined in the loan agreement in any fiscal year. The First Lien Term Loan also provides us the opportunity to
repay the Second Lien Term Loan or the subordinated loan with the proceeds of a capital stock offering provided that certain consolidated leverage
ratios are met.
In the event that we have not extended the maturity date of the Series Z to a date that is on or after July 26, 2012 or redeemed the Series Z by
December 30, 2008, then the Revolving Facility and the First Lien Term Loan will mature on December 30, 2008.
$65 Million Second Lien Term Loan—the Second Lien Term Loan has a maturity date of February 28, 2012 and provides for a floating
interest rate based upon the prime rate plus 5.75% or LIBOR plus 6.75%. Interest is payable in arrears on a quarterly basis. The Second Lien Term
Loan has a prepayment penalty of 2.0% and 1.0% of the amount of any such optional prepayment that occurs prior to the first or second
anniversary date, respectively. The Second Lien Term Loan requires principal reductions based upon a percentage of excess cash flow (as defined
in the credit agreement) in any fiscal year and is also subject to certain mandatory prepayment provisions. In the event that we have not extended
the maturity date of the Series Z to a date that is on or after July 26, 2012 or redeemed the Series Z by March 30, 2009, then the Second Lien Term
Loan will mature on March 30, 2009.
$25 Million Subordinated Term Loan—the Subordinated Term Loan has a maturity date of February 28, 2013, carries a fixed interest rate of
13.75% per annum and requires a quarterly cash interest payment in arrears at 6.5% and quarterly paid-in kind interest that is added to the
principal balance outstanding at 7.25%. The Subordinated Term Loan is held by affiliates of Greenlight Capital. Based on an original issue
discount of 2.5%, proceeds of approximately $24.4 million were loaned to the Company. The Subordinated Term Loan is subject to certain
mandatory prepayment provisions. In the event that we have not extended the maturity date of the Series Z to a date that is on or after July 26, 2013
or redeemed the Series Z by June 29, 2009, then the Subordinated Term Loan will mature on June 29, 2009.
All the loans have usual and customary covenants including consolidated leverage ratios, fixed charge coverage ratios, limitations on capital
expenditures, etc. The loans are all guaranteed by our material subsidiaries. The Revolving Facility and the First Lien Term Loan and the related
guarantees are secured