SEC Document


Table of Contents
  indebtedness to exceed 65% of the sum of such indebtedness and our consolidated stockholders’ equity. The minimum required consolidated interest coverage ratio for EBITDA to interest expense is 3.50 to 1.

 

(3) The receivables securitization program expires on May 8, 2020, subject to possible earlier termination on certain events. See Note E to our Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended May 31, 2017.

 

(4) The $250 million face amount of the notes due 2018 is adjusted for the original issue discount, which approximated $0.2 million at August 31, 2017. The original issue discount effectively reduced the ultimate proceeds from the financing. The effective interest rate on the notes, including the amortization of the discount, is 6.704%.

 

(5) Includes the combination of the October 2009 initial issuance of $300.0 million aggregate principal amount and the May 2011 issuance of an additional $150.0 million aggregate principal amount of these notes. The $300.0 million aggregate principal amount of the notes due 2019 from the initial issuance is adjusted for the amortization of the original issue discount, which approximated $0.1 million at August 31, 2017. The original issue discount effectively reduced the ultimate proceeds from the October 2009 financing. The effective interest rate on the notes issued in October 2009, including the amortization of the discount, is 6.139%. The additional $150.0 million aggregate principal amount of the notes due 2019 issued in May 2011 is adjusted for the unamortized premium received at issuance, which approximated $3.5 million at August 31, 2017. The premium effectively increased the proceeds from the financing. The effective interest rate on the $150.0 million notes issued in May 2011 is 4.934%.

 

(6) In accordance with ASC 470-20, convertible debt that may be wholly or partially settled in cash is required to be separated into a liability and an equity component, such that interest expense reflects the issuer’s nonconvertible debt interest rate. Upon issuance, a debt discount is recognized as a decrease in debt and an increase in equity. The debt component accretes up to the principal amount over the expected term of the debt. ASC 470-20 does not affect the actual amount that we are required to repay, and the amount shown in the table above for the notes is the aggregate principal amount of the notes without reflecting the debt discount or fees and expenses that we are required to recognize or the increase in additional paid-in capital. The effective interest rate on the liability component is 3.92%. Contractual interest was $1.2 million and amortization of the debt discount was $0.7 million for the first three months of fiscal 2018. At August 31, 2017, the remaining period over which the debt discount will be amortized was 3.25 years, the unamortized debt discount was $10.4 million, and the carrying amount of the equity component was $20.7 million.

 

(7) Includes the combination of the May 2015 initial issuance of $250.0 million aggregate principal amount and the March 2017 issuance of an additional $50.0 million aggregate principal amount of these notes. The $250.0 million face amount of the notes due 2045 is adjusted for the amortization of the original issue discount, which approximated $1.4 million at August 31, 2017. The original issue discount effectively reduced the ultimate proceeds from the financing. The effective interest rate on the notes, including the amortization of the discount, is 5.29%. In March 2017, as a further issuance of the 5.25% notes due 2045, we closed an offering of $50.0 million aggregate principal, which is adjusted for unamortized premium received at issuance, which approximated $3.1 million at August 31, 2017. The premium effectively increased the proceeds from the financing. The effective interest rate on the $50.0 million notes issued March 2017 is 4.839%. At August 31, 2017, the notes are adjusted for debt issuance costs, net of amortization, for approximately $3.2 million.

 

(8) The $400.0 million face amount of the notes due 2027 is adjusted for the amortization of the original issue discount and debt issuance cost, net of amortization, which approximated $0.5 million at August 31, 2017. The original issue discount effectively reduced the ultimate proceeds from the financing. The effective interest rate on the notes, including the amortization of the discount, is 3.750%.

 

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