Popeye's 2015 Annual Report Download - page 73

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Popeyes Louisiana Kitchen, Inc.
Notes to Consolidated Financial Statements
For Fiscal Years 2015, 2014, and 2013 — (Continued)
Note 9 — Long-Term Debt and Other Borrowings
(in millions) 2015 2014
2013 Revolving Credit Facility $ 109.0 $ 106.0
Capital lease obligations 2.2 2.2
Other notes 1.4 1.7
112.6 109.9
Less current portion (0.3)(0.3)
Total $ 112.3 $ 109.6
2013 Revolving Credit Facility. On December 18, 2013, the Company entered into a bank credit facility with a group of
lenders consisting of a five year $125.0 million dollar revolving credit facility. The Company drew $63.0 million under the
revolving credit facility which was used to retire the Company's 2010 Credit Facility.
Outstanding balances accrue interest at a margin of 125 to 250 basis points over the London Interbank Offered Rate (“LIBOR”)
or other alternative indices plus an applicable margin as specified in the facility. The commitment fee on the unused balance
under the facility ranges from 15 to 40 basis points. The increment over LIBOR and the commitment fee are determined quarterly
based upon the Consolidated Total Leverage Ratio. As of December 27, 2015 and December 28, 2014, the Company’s weighted
average interest rates for all outstanding indebtedness under its credit facilities were 2.5% and 1.7% respectively.
Under the terms of the 2013 Revolving Credit Facility, the Company can request additional revolving loan commitments of
up to $115.0 million. During 2014, the Company increased its revolving credit capacity by $10.0 million, to $135.0 million,
and borrowed $43.0 million.
Under the terms of the revolving credit facility, the Company may obtain other short-term borrowings of up to $10.0 million
and letters of credit up to $20.0 million. Collectively, these other borrowings and letters of credit may not exceed the amount
of unused borrowings under the 2013 Revolving Credit Facility. As of December 27, 2015, the Company had $0.1 million of
outstanding letters of credit. The Company had $25.9 million available for short-term borrowings and letter of credit under its
2013 Revolving Credit Facility as of December 27, 2015.
The 2013 Revolving Credit Facility is secured by a first priority security interest in substantially all of the Company’s assets,
excluding real estate. The 2013 Revolving Credit Facility contains financial and other covenants, including covenants requiring
the Company to maintain various financial ratios, limiting its ability to incur additional indebtedness, restricting the amount of
capital expenditures that may be incurred, restricting the payment of cash dividends, and limiting the amount of debt which can
be loaned to the Company’s franchisees or guaranteed on their behalf. This facility also limits the Company’s ability to engage
in mergers or acquisitions, sell certain assets, repurchase its common stock and enter into certain lease transactions. The 2013
Revolving Credit Facility includes customary events of default, including, but not limited to, the failure to pay any interest,
principal or fees when due, the failure to perform certain covenant agreements, inaccurate or false representations or warranties,
insolvency or bankruptcy, change of control, the occurrence of certain ERISA events and judgment defaults. At December 27,
2015, the Company was compliant with all debt covenant requirements.
On January 22, 2016, the Company entered into a five year $250.0 million secured revolving credit facility (“2016
Revolving Credit Facility”) that replaced the 2013 Revolving Credit Facility. See Note 22 for additional information
regarding the new credit agreement.
Future Debt Maturities. At December 27, 2015, aggregate future debt maturities, excluding capital lease obligations, were
as follows:
57