Crucial 2014 Annual Report Download - page 74

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On July 31, 2013, in connection with the MMJ Acquisition, we recorded a note payable of $120 million, collateralized by
certain property, plant and equipment. Principal on the note is payable in equal quarterly installments through May 2016.
Interest accrues at a variable rate of 0.85% above the secondary market rate for 90-day New Taiwan dollar commercial paper,
subject to a minimum interest rate of 2.50% per annum. As of August 28, 2014, the outstanding balance was $70 million.
On February 27, 2014, in connection with our acquisition of an additional 9.9% interest in MMT, we recorded a $127
million note payable to the seller for the present value of the monthly installments, due from March 2014 through December
2014. (See "Equity – Noncontrolling Interests in Subsidiaries – MMT" note.) As of August 28, 2014, the outstanding balance
was $52 million.
In connection with the IM Flash joint venture agreements, on April 6, 2012, we borrowed $65 million under a two-year
senior unsecured promissory note from Intel, payable in approximately equal quarterly installments with interest at a rate of
three-month LIBOR minus 50 basis points. The note was fully repaid in 2014 according to the scheduled terms. (See "Equity
– Noncontrolling Interests in Subsidiaries – IMFT" note.)
Revolving Credit Facilities
On September 5, 2012, we entered into a three-year revolving credit facility. Under this credit facility, we can draw up to
the lesser of $255 million or 80% of the net outstanding balance of certain trade receivables, with any amounts drawn
collateralized by a security interest in such receivables. The availability of the facility is subject to certain customary
conditions, including the absence of any event or circumstance that has a material adverse effect on our business or financial
condition. The revolving credit facility contains customary covenants and a repayment provision in the event that the aging of
the receivables exceeds a specified threshold. Interest is payable on any outstanding principal balance at a variable rate equal
to the 30-day Singapore Interbank Offering Rate plus 2.8% per annum. As of August 28, 2014, we had not drawn any of the
amounts available under this facility.
On June 27, 2013, we entered into a senior secured three-year revolving credit facility, collateralized by a security interest
in certain trade receivables. Under this facility, we can draw up to 85% of the net outstanding balance of certain trade
receivables, subject to certain adjustments, including an availability block that has the effect of limiting the maximum
committed draw amount to approximately $153 million. The revolving credit facility contains customary covenants and
conditions, including as a funding condition the absence of any event or circumstance that has a material adverse effect on our
business or financial condition. Generally, interest is payable on any outstanding principal balance at a variable rate equal to
the LIBOR plus a spread from 1.5% to 2.0%, or at our option, at a rate equal to an alternate base rate (defined as the highest of
(1) the prime rate, (2) one-month LIBOR plus 1.0% or (3) the Federal Funds Effective Rate) plus a spread from 0.5% to 1.0%.
In either case, the spread added to the applicable interest rate basis varies depending upon the amount of the monthly average
undrawn availability under the facility. As of August 28, 2014, we had not drawn any of the amounts available under this
facility.
Maturities of Notes Payable and Future Minimum Lease Payments
As of August 28, 2014, maturities of notes payable (including the MMJ Creditor Installment Payments) and future
minimum lease payments under capital lease obligations were as follows:
Notes
Payable Capital Lease Obligations
2015 $ 803 $ 356
2016 352 301
2017 320 103
2018 602 60
2019 684 55
2020 and thereafter 3,628 123
Unamortized discounts and interest, respectively (707)(87)
$ 5,682 $ 911