Rayovac 2013 Annual Report Download - page 72

The Fiscal 2013 cash proceeds consisted of the following: (i) proceeds related to the issuance $1,936 of
Term Debt; (ii) proceeds related to issuance of $570 million of 6.625% Notes and $520 million of 6.375% Notes;
(iii) a use of $1,061 million to extinguish $950 million of our 9.5% Notes, which included tender and call
premium of $111 million; (iv) a use of $571 million to repay debt under the Senior Credit Facilities; (v) a use to
pay $61 million of debt issuance costs; (vi) a use to pay $40 million of dividends; (vii) a use to pay share-based
tax withholdings of employees for vested stock awards of $20 million; (viii) a use of $3 million for treasury stock
purchases; and (ix) $11 million proceeds from other financing activities. The primary use of the proceeds was to
fund the acquisitions discussed within “Liquidity and Capital Resources—Investing Activities.”
The Fiscal 2012 cash use consisted of the following: (i) proceeds related to issuance of $300 million of
6.75% Notes; (ii) proceeds related to an addition issuance of $200 million of 9.5% Notes and a premium related
to the issuance of $17 million; (iii) a use of $270 million to extinguish $231 million of our 9.5% Notes, which
included tender and call premium of $39 million; (iv) a use of $155 million to repay debt under the Senior Credit
Facilities; (v) a use to pay $11 million of debt issuance costs; (vi) a use to pay $51 million of dividends; (vii) a
use to pay share-based tax withholdings of employees for vested stock awards of $4 million; (viii) a use of $31
million for treasury stock purchases; (ix) and a $5 million use from other financing activities.
Interest Payments and Fees
In addition to principal payments on our debt obligations mentioned above, we have annual interest payment
obligations of approximately $155 million in the aggregate. This includes interest under our 6.375% Notes of
approximately $33 million, interest under our 6.625% Notes of approximately $38 million and interest under our
6.75% Notes of approximately $20 million and, based on principal amounts currently outstanding under these
facilities, and using market interest rates and foreign exchange rates in effect at September 30, 2013, this also
includes interest under our Term Loans and ABL Facility of approximately $64 million. Interest on our debt is
payable in cash. Interest on the 6.375% Notes, the 6.625% Notes and the 6.75% Notes is payable semi-annually
in arrears and interest under the Term Loan and the ABL Facility is payable on various interest payment dates as
provided in the Senior Credit Agreement and the ABL Credit Agreement. We are required to pay certain fees in
connection with our outstanding debt obligations. Such fees include a quarterly commitment fee of up to 0.375%
on the unused portion of the ABL Facility and certain additional fees with respect to the letter of credit sub-
facility under the ABL Facility.
Equity Financing Activities
During Fiscal 2013, we granted approximately 700 thousand shares of restricted stock units to our
employees and our directors. All vesting dates are subject to the recipient’s continued employment with us,
except as otherwise permitted by our Board of Directors or in certain cases if the employee is terminated without
cause. The total market value of the restricted shares on the date of grant was approximately $32 million, which
represented unearned restricted stock compensation. Such unearned compensation is amortized to expense over
the appropriate vesting period.
From time to time we may repurchase our outstanding shares of Common Stock in the open market or
otherwise.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or
future effect on our financial condition, changes in financial condition, revenues or expenses, results of
operations, liquidity, capital expenditures or capital resources that are material to investors.
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