Sunbeam 2007 Annual Report Download - page 87

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9. Debt
Debt is comprised of the following at December 31, 2007 and 2006 (in millions):
2007 2006
Senior Credit Facility Term Loans ............................................. $1,664.0 $1,177.5
7
1
2
% Senior Subordinated Notes due 2017 ...................................... 650.0 —
Securitization Facility due 2008 ............................................... 250.0 —
9
3
4
% Senior Subordinated Notes .............................................. 179.9
2% Subordinated Note due 2012 ............................................... 94.9 —
5% Convertible Debentures due 2010 ........................................... 12.4 —
Non-U.S. borrowings ....................................................... 68.0 58.2
Other (primarily capital leases) ................................................ 8.0 25.4
Total debt ............................................................. 2,747.3 1,441.0
Less: current portion ........................................................ (297.8) (19.2)
Total long-term debt .................................................... $2,449.5 $1,421.8
In connection with the Acquisition, the Company incurred approximately $891 of additional debt from its
Senior Credit Facility and its Securitization Facility, increased its revolving loan commitment by $25 to a total of
$225 and amended the Securitization Facility to include additional domestic entities. The additional debt is
primarily comprised of the following: an incremental term loan (Term Loan B3) of $700 that matures in 2012
and bears interest at LIBOR plus 250 basis points; and $185 under the Securitization Facility.
During February 2007, the Company completed a registered public offering for $650 aggregate principal
amount of 7
1
2
% Senior Subordinated Notes due 2017 (the “Senior Notes”) and received approximately $637 of
net proceeds. Of these proceeds, approximately $195 was used to purchase the entire principal amount
outstanding of the Company’s 9
3
4
% Senior Subordinated Notes due 2012 (the “Senior Subordinated Notes”)
plus the tender premium and accrued interest. As a result of the purchase of Senior Subordinated Notes, during
2007 the Company recorded a $15.3 loss on the extinguishment of debt. This loss is primarily comprised of a
$10.1 tender premium; a loss of $4.5 related to the termination of $105 notional amount of interest rate swaps
that were designated as fair value hedges against the Senior Subordinated Notes; the write off of $3.7 of deferred
debt issuance costs; and the recognition of $3.7 of deferred gains that resulted from previously terminated
interest rate swaps. At December 31, 2007 the fair value of the Senior Notes was approximately $553.
The $100 Subordinated Note (the “Note”) maturing March 31, 2012 issued in connection with the Pure
Fishing acquisition bears annual interest at 2.0% and is payable monthly. The fair value of the Note at
December 31, 2007 is approximately $85. The Note is not prepayable at the Company’s option. The holder of the
Note has the option to require redemption of the Note if after one year from issuance the closing price of Jarden’s
common stock exceeds $45.32 per share for a period of three consecutive trading days.
In connection with the Acquisition, the Company assumed K2’s 5% Convertible Debentures due June 2010
(the “Debentures”). The Debentures can be called by the Company at a stipulated premium beginning in June
2008. Upon conversion, the holders of the Debentures are entitled to receive the same merger consideration as
received by the K2 shareholders as a result of the Acquisition (see Note 3). At December 31, 2007, the
unamortized premium was approximately $0.3 and the Debentures are convertible into approximately 0.1 million
shares of Jarden common stock and approximately $10 in cash.
Senior Credit Facility
Effective February 13, 2007, the Company amended its Senior Credit Facility (the “Facility”) to, among
other things: allow for the aforementioned purchase of the Senior Subordinated Notes; reduce applicable margins
on term and revolver borrowings; add the ability of the Company to enter into additional incremental term loans
75