Unifi, Inc. and Unifi Manufacturing, Inc. Enter Fifth Amendment to Credit Agreement with Wells Fargo Bank, National Association
Aug 29 14
On August 25, 2014, Unifi, Inc. and its subsidiary Unifi Manufacturing, Inc., as borrowers, entered into a fifth amendment to credit agreement with Wells Fargo Bank, National Association, as agent for the lenders, and certain lenders party thereto, which amends the registrant's credit agreement dated as of May 24, 2012 that provides for a senior secured credit facility. In connection with and as part of the fifth amendment, the registrant also entered into a second amended and restated term note. The facility consists of a revolving credit facility and a term loan (the ABL Term Loan). As its principal features, the fifth amendment: increases the ABL Term Loan by $22 million to $90 million; increases the fixed quarterly payments on the ABL Term Loan from $2.125 million to $2.812 million; modifies the calculation of the fixed charge coverage ratio in the facility to exclude certain capital expenditures and permitted acquisitions, at the election of the registrant, through June 30, 2015, subject to a maximum exclusion of $40 million for any consecutive 12-month period and other limitations; increases the ABL Term Loan interest rate from LIBOR plus an applicable margin of 2.25%, or the base rate plus an applicable margin of 1.25%, to LIBOR plus an applicable margin of 2.50%, or the base rate plus an applicable margin of 1.50%; modifies the date on which the eligibility of certain collateral is calculated as a date between July 19, 2015 and December 31, 2015, subject to satisfaction of certain additional conditions, such that the ABL Term Loan amount can be increased up to $90 million; related to the making of restricted payments (consisting of dividends and share repurchases), in addition to existing requirements, added a requirement to have a fixed charge coverage ratio of at least 1.0 to 1.0 during the same period, calculated on a pro forma basis as if all such restricted payments made pursuant to the most recent compliance certificate date were made on the last day of the applicable twelve-fiscal-month period; and removes the requirement to hedge interest rate exposure on funded indebtedness. connection with the $22 million increase to the ABL Term Loan on August 25, 2014, amounts outstanding under the revolver were reduced on the following day by a corresponding $22 million. As a result, the net effect of the fifth amendment is to increase the registrant's borrowing capacity under the facility by $22 million, which the registrant may use to fund strategic initiatives, including possible capital expenditures.
Unifi Inc. Announces Amendments to Bylaws
Jul 24 14
On July 23, 2014, the Board of Directors of Unifi Inc., upon consideration of and pursuant to the recommendation by the Board's Corporate Governance and Nominating Committee, and in accordance with Section 7.09 of the Restated By-Laws, adopted the following amendments to the Bylaws: Section 1.11 of the Bylaws was amended to change the voting standard for the election of directors from plurality voting to a majority of votes cast standard in uncontested director elections. Directors will continue to be elected by a plurality vote standard in contested elections where the number of nominees exceeds the number of directors to be elected. Section 2.03 of the Bylaws was amended to provide that an existing director nominee who is not reelected shall be deemed to have tendered to the Board his or her resignation as a director, with the Board having authority to determine the timing of accepting the resignation in light of potential governance considerations pending the election of his or her successor. A new Section 1.13 was added to the Bylaws to implement advanced notice requirements for shareholder proposals in connection with the company's annual meetings of shareholders. The advance notice provision requires written notification to the Secretary of the company of any such proposal no earlier than 120 days, and no later than 90 days, prior to the first anniversary of the Registrant's immediately preceding annual meeting of shareholders (with adjustments if no such prior meeting was held, or if the date for the upcoming meeting is significantly different from such prior meeting) and certain representations and information regarding the shareholder making the proposal and, if applicable, information regarding any director nominee included in a proposal.
Unifi Inc. Announces Unaudited Consolidated Earnings Results for the Fourth Quarter and Year Ended June 29, 2014; Provides Earnings Guidance for the First Quarter and Full Fiscal Year 2015
Jul 23 14
Unifi Inc. announced unaudited consolidated earnings results for the fourth quarter and year ended June 29, 2014. For the quarter, the company announced net sales of $181,752,000 compared to $200,742,000 for the same period a year ago. Operating income was $11,331,000 compared to $11,142,000 for the same period a year ago. Income before income taxes was $14,446,000 compared to $15,616,000 for the same period a year ago. Net income attributable to the company was $8,767,000 compared to $10,516,000 for the same period a year ago. Net income attributable to the company per common share, diluted was $0.46 compared to $0.52 for the same period a year ago. EBITDA was $20,229,000 compared to $21,301,000 for the same period a year ago. Adjusted EBITDA was $17,958,000 compared to $18,299,000 for the same period a year ago. Net income was negatively impacted by the reduced number of weeks in the current fiscal quarter as well as lower earnings from the company's foreign operations and equity affiliates.
For the year, the company announced net sales of $687,902,000 compared to $713,962,000 for the same period a year ago. Operating income was $31,483,000 compared to $22,463,000 for the same period a year ago. Income before income taxes was $47,881,000 compared to $29,014,000 for the same period a year ago. Net income attributable to the company was $28,823,000 compared to $16,635,000 for the same period a year ago. Net income attributable to the company per common share, diluted was $1.47 compared to $0.80 for the same period a year ago. Net cash provided by operating activities was $56,357,000 compared to $50,509,000 for the same period a year ago. Capital expenditures were $19,091,000 compared to $8,809,000 for the same period a year ago. EBITDA was $68,857,000 compared to $57,630,000 for the same period a year ago. Adjusted EBITDA was $57,596,000 compared to $52,650,000 for the same period a year ago. Net debt was $83.6 million, and net debt has declined approximately $5.4 million from the beginning of the fiscal year.
The company expects adjusted EBITDA in the first quarter of fiscal 2015 to be around $15 million.
The company expects adjusted EBITDA for the 2015 fiscal year to be in the low to mid-$60 million range.