Brunswick Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Debt

Debt

6 Months Ended

Jun. 30, 2012

Debt Disclosure [Abstract]

Debt

Note 15 – Debt

Short-term debt at June 30, 2012 and December 31, 2011 consisted of the following:



(in millions)	June 30, 2012		December 31, 2011
Current maturities of long-term debt	$	5.5	$	1.5
Other short-term debt	1.6		0.9
Total short-term debt	$	7.1	$	2.4

In March 2011, the Company entered into a five-year $300.0 million secured, asset-based borrowing facility (Facility). Borrowings under this Facility are subject to the value of the borrowing base, consisting of certain accounts receivable and inventory of the Company’s domestic subsidiaries. As of June 30, 2012, the borrowing base totaled $306.5 million and available borrowing capacity totaled $275.0 million, net of $25.0 million of letters of credit outstanding under the Facility. The Company has the ability to issue up to $125.0 million in letters of credit under the Facility. The Company had no borrowings under the Facility as of June 30, 2012. The Company pays a facility fee of 25.0 to 62.5 basis points per annum, which is adjusted based on a leverage ratio. The facility fee was 25.0 basis points per annum as of June 30, 2012. Under the terms of the Facility, the Company has multiple borrowing options, including borrowing at a rate tied to adjusted LIBOR plus a spread of 225 to 300 basis points, which is adjusted based on a leverage ratio. The borrowing spread was 225 basis points as of June 30, 2012. The Company may also borrow at the highest of the following, plus a spread of 125 to 200 basis points, which is adjusted based on a leverage ratio (125 basis points as of June 30, 2012): the Federal Funds rate plus 0.50 percent, the Prime Rate established by JPMorgan Chase Bank, N.A., or the one month adjusted LIBOR rate plus 1.00 percent.

The Company’s borrowing capacity may also be affected by the fixed charge covenant included in the Facility. The covenant requires that the Company maintain a fixed charge coverage ratio, as defined in the agreement, of greater than 1.0, whenever unused borrowing capacity plus certain cash balances (together representing Availability), falls below $37.5 million. At the end of the second quarter of 2012, the Company had a fixed charge coverage ratio in excess of 1.0, and therefore had full access to borrowing capacity available under the Facility. When the fixed charge covenant ratio is below 1.0, the Company is required to maintain at least $37.5 million of Availability in order to be in compliance with the covenant. Consequently, the borrowing capacity is effectively reduced by $37.5 million whenever the fixed charge covenant ratio falls below 1.0. Upon entering into the Facility in March 2011, the Company terminated its existing Mercury Receivables ABL Facility and its $400.0 million secured, asset-based facility, which was set to expire in May 2012. As a result of terminating these agreements, the Company wrote off $1.1 million of deferred debt issuance costs during the first quarter of 2011.

Long-term debt at June 30, 2012 and December 31, 2011 consisted of the following:



(in millions)	June 30, 2012			December 31, 2011
Senior notes, 11.25% due 2016, net of discount of $5.0 and $5.9	$	269.8		$	287.9
Notes, 7.125% due 2027, net of discount of $0.6 and $0.6	166.0			167.2
Debentures, 7.375% due 2023, net of discount of $0.3 and $0.3	114.4			114.4
Senior notes, currently 11.25%, due 2013	71.5			73.0
Loan with Fond du Lac County Economic Development Corporation, 2.0% due 2021, net of discount of $6.9 and $7.3	42.2			42.7
Notes, various up to 5.892% payable through 2022	9.8			6.7
Total long-term debt	673.7			691.9
Current maturities of long-term debt	(5.5		)	(1.5		)
Long-term debt, net of current maturities	$	668.2		$	690.4

The Company’s debt-repurchase activity for the three months and six months ended June 30, 2012 and July 2, 2011, respectively, was as follows:



	Three Months Ended				Six Months Ended
(in millions)	June 30, 2012		July 2, 2011		June 30, 2012		July 2, 2011
Senior notes, 11.25%, due 2016	$	19.0	$	4.0	$	19.0	$	4.0
Senior notes, currently 11.25%, due 2013	1.5		8.0		1.5		26.7
Notes, 7.125%, due 2027	1.2		13.0		1.2		13.0
Total debt repurchases	$	21.7	$	25.0	$	21.7	$	43.7
Loss on early extinguishment of debt	$	4.4	$	0.9	$	4.4	$	5.2

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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