LensCrafters 2010 Annual Report Download - page 159

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NOTES TO THE
CONSOLIDATED
FINANCIAL
STATEMENTS
recognized as earnings from other comprehensive income for these cash flow hedges in fiscal 2011 is approximately
Euro (1.5) million, net of taxes.
On November 11, 2009, the Company entered into a Euro 300 million Term Facility Agreement, guaranteed by its
subsidiaries US Holdings and Luxottica S.r.l., with Mediobanca – Banca di Credito Finanziario S.p.A., as agent, and
Mediobanca – Banca di Credito Finanziario S.p.A., Deutsche Bank S.p.A., Calyon S.A. Milan Branch and UniCredit
Corporate Banking S.p.A., as lenders. The final maturity of the Term Facility was November 30, 2012 prior to the
renegotiation discussed below. Interest accrued at EURIBOR (as defined in the agreement) plus a margin between
1.75 percent and 3.00 percent based on the “Net Debt/EBITDA” ratio. In November 2010, the Company renegotiated
this credit facility. The final maturity of the Term Facility is November 30, 2014. Interest accrues at EURIBOR (as defined
in the agreement) plus a margin between 1.00 percent and 2.75 percent based on the “Net Debt/EBITDA” ratio
(2.308 percent as of December 31, 2010). As of December 31, 2010, Euro 300.0 million was borrowed under this credit
facility.
(b) On September 3, 2003, US Holdings closed a private placement of US$ 300 million (Euro 224.5 million at the exchange
rate as of December 31, 2010) of senior unsecured guaranteed notes (the “Notes”), issued in three series (Series A,
Series B and Series C). The Series A and Series B Notes matured on September 3, 2008, while the Series C Notes
matured on September 3, 2010. As of December 31, 2010 the Notes had been repaid in full.
On July 1, 2008, US Holdings closed a private placement of US$ 275 million senior unsecured guaranteed notes (the
“2008 Notes”), issued in three series (Series A, Series B and Series C). The aggregate principal amounts of the Series
A, Series B and Series C Notes are US$ 20 million, US$ 127 million and US$ 128 million, respectively. The Series A
Notes mature on July 1, 2013, the Series B Notes mature on July 1, 2015 and the Series C Notes mature on July 1,
2018. Interest on the Series A Notes accrues at 5.96 percent per annum, interest on the Series B Notes accrues at 6.42
percent per annum and interest on the Series C Notes accrues at 6.77 percent per annum. The 2008 Notes contain
certain financial and operating covenants. The Group was in compliance with those covenants as of December 31,
2010. The proceeds from the 2008 Notes received on July 1, 2008, were used to repay a portion of the Bridge Loan
Facility (described in (d) below).
On January 29, 2010, US Holdings closed a private placement of US$ 175 million senior unsecured guaranteed notes
(the “January 2010 Notes”), issued in three series (Series D, Series E and Series F). The aggregate principal amounts
of the Series D, Series E and Series F Notes are US$ 50 million, US$ 50 million and US$ 75 million, respectively. The
Series D Notes mature on January 29, 2017, the Series E Notes mature on January 29, 2020 and the Series F Notes
mature on January 29, 2019. Interest on the Series D Notes accrues at 5.19 percent per annum, interest on the Series
E Notes accrues at 5.75 percent per annum and interest on the Series F Notes accrues at 5.39 percent per annum.
The January 2010 Notes contain certain financial and operating covenants. The Group was in compliance with those
covenants as of December 31, 2010. The proceeds from the January 2010 Notes received on January 29, 2010, were
used for general corporate purposes.
On September 30, 2010, the Company closed a private placement of Euro 100 million senior unsecured guaranteed
notes (the “September 2010 Notes”), issued in two series (Series G and Series H). The aggregate principal amounts of
the Series G and Series H Notes are Euro 50 million and Euro 50 million, respectively. The Series G Notes mature on
September 15, 2017 and the Series H Notes mature on September 15, 2020. Interest on the Series G Notes accrues at
3.75 percent per annum and interest on the Series H Notes accrues at 4.25 percent per annum. The September 2010
Notes contain certain financial and operating covenants. The Company was in compliance with those covenants as of
December 31, 2010. The proceeds from the September 2010 Notes received on September 30, 2010, were used for
general corporate purposes.
On November 10, 2010, the Company issued senior unsecured guaranteed notes to institutional investors (Eurobond
November 10, 2015) for an aggregate principal amount of Euro 500 million. The notes mature on November 10, 2015
and interest accrues at 4.00 percent. The notes are listed on the Luxembourg Stock Exchange (ISIN XS0557635777).
The notes were issued in order to exploit favorable market conditions and extend the average maturity of the Group’s
debt.