Sunbeam 2009 Annual Report Download - page 29

approximately $284 million of the outstanding principal on the Company’s term loans under the Facility. Beginning in May 2013, the
Company may redeem all or part of the Notes at specified redemption prices ranging from 100% to 104% of the principal amount, plus
accrued and unpaid interest to the date of redemption. The Notes are subject to a number of restrictive and financial covenants that in
part, limit the use of proceeds, limit the ability of the Company to incur additional debt, create liens on assets, engage in mergers and
consolidations, pay dividends on or repurchase the Company’s common stock, prepay debt subordinate to the Notes, or dispose of assets.
The Company maintains a $250 million receivables purchase agreement (the “Securitization Facility”), which is subject to annual
renewal by both parties, bears interest at a margin over the commercial paper rate. Under the Securitization Facility, substantially all of the
Company’s Outdoor Solutions, Consumer Solutions and Branded Consumables domestic accounts receivable are sold to a special purpose
entity, Jarden Receivables, LLC (“JRLLC”), which is a wholly-owned consolidated subsidiary of the Company. JRLLC funds these purchases
with borrowings under a loan agreement, secured by the accounts receivable. There is no recourse to the Company for the unpaid portion
of any loans under this loan agreement. To the extent there is availability, the Securitization Facility will be drawn upon and repaid as needed
to fund general corporate purposes. At December 31, 2009, the Securitization Facility had outstanding borrowings totaling $250 million. In
July 2009, the Company entered into an amendment to the Securitization Facility that extended it for another year until July 1, 2010.
Following the renewal, the borrowing rate margin is 2.25% and the unused line fee is 1.125% per annum. The Securitization Facility is
reflected as a short-term borrowing on the Company’s balance sheet because of its annual term.
Certain foreign subsidiaries of the Company maintain working capital lines of credit with their respective local financial institutions
for use in operating activities. At December 31, 2009, the aggregate amount available under these lines of credit totaled approximately
$125 million.
The Company was not in default of any of its debt covenants (see Note 9 to the consolidated financial statements) as of December
31, 2009.
In April 2009, the Company completed an equity offering of 12 million newly-issued shares of common stock at $17.50 per share.
The net proceeds to the Company, after the payment of underwriting discounts and other expenses of the offering, was approximately
$203 million.
In November 2007, the Board authorized a new stock repurchase program that would allow the Company to repurchase up to $100
million of its common stock. Under this program, in 2008 the Company repurchased approximately 1.1 million shares of its common stock at
an average price per share of $15.12. No shares were repurchased in 2009.
Contractual Obligations and Commercial Commitments
The following table includes aggregate information about the Company’s contractual obligations as of December 31, 2009 and the
periods in which payments are due. Certain of these amounts are not required to be included in its consolidated balance sheets:
Year(s)
(In millions) Total 1 2–3 4–5 After 5
Long-term debt (1) $ 2,676.2 $ 520.3 $ 621.1 $ 438.3 $ 1,096.5
Operating leases 294.5 55.1 86.6 64.6 88.2
Unconditional purchase obligations 69.8 41.1 23.6 4.5 0.6
Other current and non-current obligations 48.5 42.7 1.6 1.2 3.0
Total $ 3,089.0 $ 659.2 $ 732.9 $ 508.6 $ 1,188.3
(1) For further information regarding the Company’s debt and interest rate structure, refer to Note 9 – “Debt” and Note 10 “Derivative Financial
Instruments and Fair Value Measurements” to the consolidated financial statements. These amounts reflect scheduled principal payments only.
The table above does not reflect tax reserves and accrued interest thereon of $48.7 million and $2.8 million, respectively, as the
Company cannot reasonably predict the timing of the settlement of the related tax positions beyond 2010. See Note 12 “Taxes on Income”
to the consolidated financial statements for additional information on the Company’s unrecognized tax benefits at December 31, 2009.
Commercial commitments are items that the Company could be obligated to pay in the future and are not included in the above
table. At December 31, 2009, the Company had approximately $37 million in standby and commercial letters of credit, all of which expire
in 2012.
Management’s Discussion and Analysis
Jarden Corporation Annual Report 2009
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