Wendy's 2014 Annual Report Download - page 90

THE WENDY’S COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—CONTINUED
(In Thousands Except Per Share Amounts)
(10) Long-Term Debt
Long-term debt consisted of the following:
Year End
2014 2013
Term A Loans, due in 2018 (a) ................................... $ 541,733 $ 570,625
Term B Loans, due in 2019 (a) ................................... 759,758 767,452
7% debentures, due in 2025 (b) .................................. 85,853 84,666
Capital lease obligations, due through 2042 ......................... 60,799 40,732
Other ...................................................... — 353
1,448,143 1,463,828
Less amounts payable within one year .............................. (53,777) (38,543)
Total long-term debt ...................................... $1,394,366 $1,425,285
Aggregate annual maturities of long-term debt, excluding the effect of purchase accounting adjustments, as of
December 28, 2014 were as follows:
Fiscal Year
2015 ................................................................... $ 53,777
2016 ................................................................... 59,117
2017 ................................................................... 66,290
2018 ................................................................... 397,364
2019 ................................................................... 731,060
Thereafter ............................................................... 154,682
$1,462,290
(a) On May 15, 2012, Wendy’s entered into a Credit Agreement, as amended (the “Credit Agreement”) which
included, among other instruments, a senior secured term loan facility of $1,125,000 (“Term B Loans”). The
Term B Loans were issued at 99.0% of the principal amount, representing an original issue discount of 1.0%
resulting in net proceeds of $1,113,750. The discount of $11,250 was accreted and the related charge included in
“Interest expense” through the subsequent refinancing described below. During the year ended
December 30, 2012, Wendy’s incurred $15,566 in costs related to the Credit Agreement, which were amortized
to “Interest expense” through the subsequent refinancing described below utilizing the effective interest rate
method. The Credit Agreement replaced the $650,000 credit agreement and the amended senior secured term
loan (the “2010 Term Loan”) executed in 2010.
On May 16, 2013, Wendy’s amended and restated the Credit Agreement (the “Restated Credit Agreement”).
The Restated Credit Agreement is comprised of (1) a $350,000 senior secured term loan facility (“Term A
Loans”) which will mature on May 15, 2018 and bears interest at the Eurodollar Rate (as defined in the Restated
Credit Agreement) plus 2.25%, (2) $769,375 Term B Loans which will mature on May 15, 2019 and bear
interest at the Eurodollar Rate plus 2.50% with a floor of 0.75% and (3) a $200,000 senior secured revolving
credit facility which will mature on May 15, 2018. The proceeds from the Term A Loans were used to refinance a
portion of our existing Term B Loans. As a result of this refinancing, Wendy’s incurred a loss on the early
extinguishment of debt of $21,019 during the second quarter of 2013 which consisted of the write-off of the
unaccreted discount on Term B Loans and the deferred costs associated with the Credit Agreement, as illustrated
in the table below. The Restated Credit Agreement also contains provisions for an uncommitted increase of up to
$275,000 principal amount of the Term B Loans subject to the satisfaction of certain conditions. The revolving
credit facility includes a sub-facility for the issuance of up to $70,000 of letters of credit and allows for liens in the
form of cash collateralized letters of credit up to an additional $40,000. The obligations under the Restated
Credit Agreement are secured by substantially all of the non-real estate assets and stock of Wendy’s and its
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