Henry Schein 2009 Annual Report Download - page 54

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42
In 2004, we completed an issuance of $240.0 million of convertible debt. These notes are senior
unsecured obligations bearing a fixed annual interest rate of 3.0% and are due to mature on August 15, 2034.
Interest on the notes is payable on February 15 and August 15 of each year. The notes are convertible into
our common stock at a conversion ratio of 21.58 shares per one thousand dollars of principal amount of notes,
which is equivalent to a conversion price of $46.34 per share, under the following circumstances:
• if the price of our common stock is above 130% of the conversion price measured over a
specified number of trading days;
• during the five-business-day period following any 10-consecutive-trading-day period in which the
average of the trading prices for the notes for that 10-trading-day period was less than 98% of the
average conversion value for the notes during that period;
• if the notes have been called for redemption; or
• upon the occurrence of a fundamental change or specified corporate transactions, as defined in
the note agreement.
Upon conversion, we are required to satisfy our conversion obligation with respect to the principal
amount of the notes to be converted, in cash, with any remaining amount to be satisfied in shares of our
common stock. We currently have sufficient availability of funds through our $400.0 million revolving credit
facility (discussed below) along with cash on hand to fully satisfy our debt obligations, including the cash
portion of our convertible debt. We also will pay contingent interest during any six-month-interest period
beginning August 20, 2010, if the average trading price of the notes is above specified levels. We may
redeem some or all of the notes on or after August 20, 2010. The note holders may require us to purchase all
or a portion of the notes on August 15, 2010, 2014, 2019, 2024 and 2029 or, subject to specified exceptions,
upon a change of control event. If we are required by the note holders to purchase all or a portion of the
notes, we will use our existing credit line to fund such purchase; therefore, we have classified our convertible
debt as long-term in our consolidated balance sheet.
Our $20.0 million of remaining senior notes bear interest at a fixed rate of 6.7% per annum and mature on
September 27, 2010. Interest on our senior notes is payable semi-annually.
On September 5, 2008, we entered into a new $400.0 million revolving credit facility with a $100.0
million expansion feature. The $400.0 million credit line expires in September 2013. This credit line
replaced our then existing $300.0 million revolving credit line, which would have expired in May 2010. As
of December 26, 2009, there were no borrowings outstanding under this revolving credit facility and there
were $10.2 million of letters of credit provided to third parties.
As further discussed in Note 18 of “Notes to Consolidated Financial Statements,” which is incorporated
herein by reference, effective December 31, 2009 we incurred approximately $320.0 million of debt in
connection with the acquisition of a majority interest in Butler Animal Health Supply, LLC.
Under our common stock repurchase programs approved by our Board of Directors, we have $57.7
million available for future common stock share repurchases. During the year ended December 26, 2009, we
did not repurchase any of our common stock.