Snapple 2011 Annual Report Download - page 58

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The 2019 and 2021 Notes
On November 15, 2011, we completed the issuance of $500 million aggregate principal amount of senior unsecured notes
consisting of $250 million aggregate principal amount of the 2019 Notes and $250 million aggregate principal amount of the 2021
Notes. The discount associated with the issuance of the 2019 and 2021 Notes was approximately $1 million. The net proceeds
from the issuance were used to repay $400 million aggregate principal amount of the 2011 Notes at maturity on December 21,
2011 and for general corporate purposes.
The 2016 Notes
On January 11, 2011, we completed the issuance of $500 million aggregate principal amount of the 2016 Notes at a discount
of $1 million. The net proceeds from the issuance were used to replace a portion of the cash used to purchase the 6.82% senior
notes due May 1, 2018 (the "2018 Notes") tendered pursuant to the tender offer described below.
The 2011 and 2012 Notes
On December 21, 2009, we completed the issuance of $850 million aggregate principal amount of senior unsecured notes
consisting of $400 million of the 2011 Notes and $450 million of the 2012 Notes, respectively. The net proceeds from the sale of
the debentures were used for repayment of existing indebtedness under the Term Loan A facility described below. The repayment
of the 2011 Notes occurred on December 21, 2011, at maturity.
The 2013, 2018 and 2038 Notes
On April 30, 2008, we completed the issuance of $1,700 million aggregate principal amount of senior unsecured notes
consisting of $250 million aggregate principal amount of 6.12% senior notes due May 1, 2013, $1,200 million aggregate principal
amount of the 2018 Notes, and $250 million aggregate principal amount of 7.45% senior notes due May 1, 2038 (the "2038 Notes").
In December 2010, we completed a tender offer for a portion of the 2018 Notes and retired, at a premium, an aggregate
principal amount of approximately $476 million. The aggregate principal amount of the outstanding 2018 Notes was $724 million
as of December 31, 2011 and 2010.
Senior Unsecured Credit Facility
Our senior unsecured credit agreement, which was amended and restated on April 11, 2008 (the "senior unsecured credit
facility"), provides for the Revolver in an aggregate principal amount of $500 million with a maturity in 2013. There were no
principal borrowings under the Revolver outstanding as of December 31, 2011 and 2010. Up to $75 million of the Revolver is
available for the issuance of letters of credit, of which $7 million and $12 million was utilized as of December 31, 2011 and 2010,
respectively. Balances available for additional borrowings and letters of credit were $493 million and $68 million, respectively,
as of December 31, 2011.
Borrowings under the senior unsecured credit facility bear interest at a floating rate per annum based upon the London interbank
offered rate for dollars ("LIBOR") or the alternate base rate ("ABR"), in each case plus an applicable margin which varies based
upon our debt ratings, from 1.00% to 2.50%, in the case of LIBOR loans, and 0.00% to 1.50% in the case of ABR loans. The
alternate base rate means the greater of (a) JPMorgan Chase Bank's prime rate and (b) the federal funds effective rate plus 0.50%.
Interest is payable on the last day of the interest period, but not less than quarterly, in the case of any LIBOR loan, and on the last
day of March, June, September and December of each year in the case of any ABR loan. There were no borrowings during the
year ended December 31, 2011. The average interest rate for borrowings during the year was 2.25% for the year ended December 31,
2010.
An unused commitment fee is payable quarterly to the lenders on the unused portion of the commitments in respect of the
Revolver equal to 0.15% to 0.50% per annum, depending upon our debt ratings.
Any principal amounts outstanding under the Revolver are due and payable in full at maturity.
All obligations under the senior unsecured credit facility are guaranteed by substantially all of our existing and future direct
and indirect domestic subsidiaries.
The senior unsecured credit facility requires us to comply with a maximum total leverage ratio covenant and a minimum
interest coverage ratio covenant, as defined in the senior unsecured credit agreement. The senior unsecured credit facility also
contains certain usual and customary representations and warranties, affirmative covenants and events of default. As of
December 31, 2011, we were in compliance with all covenant requirements.