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Jarden Corporation Annual Report 2012 49
Notes to Consolidated Financial Statements
Jarden Corporation Annual Report 2012 (Dollars in millions, except per share data and unless otherwise indicated)
9. Debt
Debt is comprised of the following at December 31, 2012 and 2011:
Senior Secured Credit Facility
In February 2012, the Company entered into an amendment to and borrowed $300 under its senior secured credit facility (the
“Facility”), which is comprised of $150 under the existing senior secured term loan A facility that matures in March 2016 and bears
interest at LIBOR plus a spread of 225 basis points; and $150 under the existing senior secured term loan B facility that matures in
January 2017 and bears interest at LIBOR plus a spread of 300 basis points. The proceeds were used, in part, to repurchase shares of
the Company’s common stock under the Company’s accelerated stock repurchase program (see Note 13).
At December 31, 2012, the “Facility” is comprised of:
• a $675 senior secured term loan A facility maturing in March 2016, that bears interest at LIBOR plus a spread of 225 basis points;
• a $650 senior secured term loan B facility maturing in January 2017, which is subject to extension to 2018 under certain
conditions, that bears interest at LIBOR plus a spread of 300 basis points; and
• a $250 senior secured revolving credit facility (the “Revolver”), which is comprised of a $175 U.S. dollar component and a
$75 multi-currency component. The Revolver matures in March 2016 and bears interest at certain selected rates, including
LIBOR plus a spread of 225 basis points. At December 31, 2012, there was no amount outstanding under the Revolver. The
Company is required to pay an annualized commitment fee of approximately 0.38% on the unused balance of the Revolver.
The weighted average interest rate on the Facility was approximately 2.9% at December 31, 2012.
Senior Notes and Senior Subordinated Notes
The Company may redeem all or part of the 8% senior notes due 2016 and the 7 1/2% senior subordinated notes due 2020
beginning in May 2013 and January 2015, respectively, at specified redemption prices ranging from approximately 100% to 104% of
the principal amount, plus accrued and unpaid interest to the date of redemption. Beginning in November 2015, the Company may
redeem all or part of the 6 1/8% senior notes due 2022 at specified redemption prices ranging from approximately 100% to 103% of
the principal amount, plus accrued and unpaid interest to the date of redemption.
The Company has designated a portion of its Euro-denominated 7 1/2% senior subordinated notes due 2020, with an aggregate
principal balance of =
C150 (the “Hedging Instrument”), as a net investment hedge of the foreign currency exposure of its net
investment in certain Euro-denominated subsidiaries. Foreign currency gains and losses on the Hedging Instrument are recorded as
an adjustment to AOCI. See Note 10 for disclosures regarding the Company’s derivative financial instruments.
Senior Subordinated Convertible Notes
In September 2012, the Company completed a private offering for the sale of $500 aggregate principal amount of 1 7/8% senior
subordinated convertible notes due 2018 (the “Convertible Notes”) to qualified institutional buyers pursuant to Rule 144A under
the Securities Act of 1933, as amended, and received net proceeds of approximately $487, after deducting fees and expenses.
(In millions) 2012 2011
Senior Secured Credit Facility Term Loans $ 1,235.5 $ 1,001.6
8% Senior Notes due 2016 (a) 295.7 294.6
6 1/8% Senior Notes due 2022 (a) 300.0 300.0
7 1/2% Senior Subordinated Notes due 2017 (b) 655.3 656.5
7 1/2% Senior Subordinated Notes due 2020 (b) 468.4 464.0
1 7/8% Senior Subordinated Convertible Notes due 2018 420.9
Securitization Facility 383.8 300.0
Revolving Credit Facility
2% Subordinated Note due 2012 99.7
Non-U.S. borrowings 31.8 35.6
Other 6.7 7.4
Total debt 3,798.1 3,159.4
Less: current portion (504.7) (269.3)
Total long-term debt $ 3,293.4 $ 2,890.1
(a) Collectively, the “Senior Notes.”
(b) Collectively, the “Senior Subordinated Notes.”