Notes to Consolidated Financial Statements

FINANCIAL
OVERVIEW
CONSOLIDATED
STATEMENTS
OF OPERATIONS
CONSOLIDATED
BALANCE SHEETS
CONSOLIDATED
STATEMENTS
OF CASH FLOWS
CONSOLIDATED
STATEMENTS
OF EQUITIES
NOTES TO
CONSOLIDATED
FINANCIAL
STATEMENTS
REPORT OF
MANAGEMENT
INDEPENDENT
AUDITOR'S
REPORT
TEN YEARS
IN REVIEW

  10. Debt Obligations

The Company had notes and short-term obligations at December 31, 2003 and 2002 of $80.7
million and $37.8 million, respectively. The weighted average interest rates on short-term borrowings at December 31, 2003 and 2002 were 3.56% and 3.51%, respectively.

A summary of long-term debt at December 31 is as follows:


  2003 2002

Term A loan – quarterly installments through 2006
    (variable rate based on LIBOR)
$ 92,473 $ 288,270
Term B loan – quarterly installments through 2008
    (variable rate based on LIBOR)
152,374 231,417
Senior unsecured notes – due 2011 (8.75%) 350,000 350,000
Senior secured notes – due 2010 (9.00%) 175,000
MoArk LLC debt – due 2004 through 2023 (5.97%
    weighted average)
75,785
Industrial development revenue bonds and other secured
    notes payable – due 2004 through 2016 (.90% to 6.00%)
14,940 26,268
Capital Securities of Trust Subsidiary – due 2028 (7.45%) 190,700 190,700
Other debt 21,951 25,216

  1,073,223 1,111,871
Less current portion 7,841 104,563

Total long-term debt $1,065,382 $1,007,308

     During 2003, the Company completed a $175 million long-term bond offering due 2010. The proceeds of the offering were used to make payments on Term A loan of $122.5 million and on Term B loan of $52.5 million. Additional payments made in 2003 on Term A loan were $73.3 million and Term B loan were $26.5 million. Debt covenants include certain minimum financial ratios that were all satisfied. In 2002, the Company made payments on Term A loan of $36.7 million and on Term B loan of $18.6 million.
     Land O’Lakes Capital Trust I (the “Trust”) was created for the sole purpose of issuing $200.0 million of Capital Securities and investing the proceeds thereof in an equivalent amount of debentures of the Company. The sole assets of the Trust, $206.2 million principal amount Junior Subordinated Deferrable Interest Debentures (the “Debentures”) of the Company, bearing interest at 7.45% and maturing on March 15, 2028, are eliminated upon consolidation. The Capital Securities are guaranteed to the extent set forth in the Offering Memorandum of the Capital Securities by the Company and bear the same interest rate and maturity date as the Debentures.
     Interest paid on debt obligations was $82.0 million, $80.0 million and $55.7 million in 2003, 2002 and 2001, respectively.
     At December 31, 2003, the Company had a $250 million 5-year revolving credit facility with a variable interest rate based on LIBOR. There were no borrowings on this facility as of December 31, 2003.
     Borrowings under the revolving credit facility and the term loans bear interest at variable rates (either LIBOR or an Alternative Base Rate) plus applicable margins. The margins depend on Land O’Lakes credit ratings in the case of the Term A loan, and on the Company’s leverage ratio in the case of the revolving credit facility. The margin on the Term B loan is fixed. Based upon Land O’Lakes existing credit ratings and leverage ratio, the current LIBOR margins are 275 basis points for the Term A loan, 275 basis points for the revolving credit facility and 350 basis points for the Term B loan. Spreads for the Alternative Base Rate are 100 basis points lower than the applicable LIBOR spreads. LIBOR may be set for one, two, three or six month periods at the election of Land O’Lakes. As of December 31, 2003, interest rates on the Term A loan and Term B loan were 3.93% and 4.68%, respectively.
     In January 2004, the Company completed amendments to its existing senior credit facilities. Under the amendment to the revolving credit facility, the lenders have committed to make advances and issue letters of credit until January 2007 in an aggregate amount not to exceed $185 million, subject to a borrowing base limitation. In addition, the amendment to the revolving credit facility increases the amount of that facility available for the issuance of letters of credit from $50 million to $75 million, increases the spreads used to determine interest rates on that facility, changes the basis on which those spreads and commitment fees for that facility are determined from the Company’s senior secured long-term debt ratings to the Company’s leverage ratio, and favorably adjusts the leverage ratio covenant contained in that facility. An amendment providing for the same leverage ratio covenant modification and for a change in the allocation of certain mandatory prepayments was also secured with respect to the Company’s Term A loan and Term B loan. Under the amendments, the Company is required to maintain a leverage ratio of initially no greater than 4.75 to 1, with the maximum leverage ratio decreasing in increments to 3.75 to 1 on December 16, 2006.
     Substantially all of the Company’s assets have been pledged to its lenders under the terms of its financing arrangements including, but not limited to, Term A loan, Term B loan, the revolving credit facility and the senior secured notes due 2010.

The maturity of long-term debt for the next five years and thereafter is summarized in the table below.

Year Amount

2004 $ 7,841
2005 45,802
2006 73,657
2007 14,044
2008 153,504
2009 and thereafter 778,375



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