Snapple 2011 Annual Report Download - page 89

DR PEPPER SNAPPLE GROUP, INC.
NOTES TO AUDITED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
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The 2016 Notes
On January 11, 2011, the Company completed the issuance of $500 million aggregate principal amount of 2.90% senior notes
due January 15, 2016 (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, the Company 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. 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, the Company 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 (the "2013 Notes"), $1,200
million aggregate principal amount of the 2018 Notes and $250 million aggregate principal amount of the 2038 Notes.
In December 2010, the Company 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
The Company's senior unsecured credit agreement, which was amended and restated on April 11, 2008 (the "senior unsecured
credit facility"), provided senior unsecured financing consisting of the Term Loan A facility (the "Term Loan A") with an aggregate
principal amount of $2,200 million and a term of five years, which was fully repaid in December 2009 prior to its maturity and
terminated. In addition, the Company's senior unsecured credit facility provides for the revolving credit facility (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 the Company’s 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
under the senior unsecured credit facility 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 the Company's debt ratings. The Company incurred $1 million in
unused commitment fees during the years ended December 31, 2011 and 2010.
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 the Company's existing and
future direct and indirect domestic subsidiaries.
The senior unsecured credit facility requires the Company 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, the Company was in compliance with all financial covenant requirements.