Rayovac 2015 Annual Report Download - page 133

SPECTRUM BRANDS HOLDINGS, INC.
SB/RH HOLDINGS, LLC
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS—(CONTINUED)
Debt held by SB/RH also includes a loan with SBH of $34.7 million and $15.8 million as of September 30,
2015 and 2014, respectively.
The Company’s aggregate scheduled maturities of debt and capital lease obligations are as follows:
Spectrum Brands Holdings, Inc. SB/RH Holdings, LLC
Capital Lease
Obligations Debt Total
Capital Lease
Obligations Debt Total
(in millions)
2016 ............................ $ 7.2 $ 26.6 $ 33.8 $ 7.3 $ 61.4 $ 68.7
2017 ............................ 7.1 15.4 22.5 7.0 15.4 22.4
2018 ............................ 6.3 15.4 21.7 6.3 15.4 21.7
2019 ............................ 5.6 15.4 21.0 5.6 15.4 21.0
2020 ............................ 5.5 15.4 20.9 5.5 15.4 20.9
Thereafter ........................ 56.5 3,801.4 3,857.9 56.5 3,801.3 3,857.8
Long-term debt ................... $88.2 $3,889.6 $3,977.8 $88.2 $3,924.3 $4,012.5
Term Loans and Revolver Facility
On June 23, 2015, SBI entered into term loan facilities pursuant to a Senior Credit Agreement consisting of
(i) a $1,450 million USD Term Loan due June 23, 2022, (ii) a $75 million CAD Term Loan due June 23, 2022
and (iii) a €300 million Euro Term Loan due June 23, 2022, (collectively, “Term Loans”) and (iv) entered into a
$500 million Revolver Facility due June 23, 2020 (the “Revolver”). The proceeds from the Term Loans and
draws on the Revolver were used to repay SBI’s then-existing senior term credit facility, repay SBI’s outstanding
6.75% senior unsecured notes due 2020, repay and replace SBI’s then-existing asset based revolving loan
facility, and to pay fees and expenses in connection with the refinancing and for general corporate purposes.
The Term Loans and Revolver are subject to variable interest rates, (i) the USD Term Loan is subject to
either adjusted LIBOR (International Exchange London Interbank Offered Rate), subject to a 0.75% floor, plus
3.0% per annum, or base rate plus 2.0% per annum, (ii) the CAD Term Loan is subject to either CDOR
(Canadian Dollar Offered Rate), subject to a 0.75% floor plus 3.5% per annum, or base rate plus 2.5% per
annum, (iii) the Euro Term Loan is subject to either EURIBOR (Euro Interbank Offered Rate), subject to a
0.75% floor, plus 2.75% per annum, with no base rate option available and (iv) the Revolver is subject to either
adjusted LIBOR plus 3.0% per annum, or base rate plus 2.0% per annum.
Subject to certain mandatory prepayment events, the Term Loans are subject to repayment according to
scheduled amortizations, with the final payments of all amounts outstanding, plus accrued and unpaid interest,
due at maturity. The Senior Credit Agreement contains customary affirmative and negative covenants, including,
but not limited to, restrictions on SBI and its restricted subsidiaries’ ability to incur indebtedness, create liens,
make investments, pay dividends or make certain other distributions, and merge or consolidate or sell assets, in
each case subject to certain exceptions set forth in the Senior Credit Agreement. Additionally, the Senior Credit
Agreement, solely with respect to the Revolver Facility, contains a financial covenant on the maximum net total
leverage ratio that is tested on the last day of each fiscal quarter commencing with the fiscal quarter ended
September 30, 2015. The Company was in compliance with all covenants as of September 30, 2015.
Pursuant to a guarantee agreement, SB/RH and the material wholly-owned domestic subsidiaries of SBI
have guaranteed SBI’s obligations under the Senior Credit Agreement and related loan documents. Pursuant to a
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