v3.20.2
Long-Term Debt
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6 Months Ended |
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| Long-term Debt, Unclassified [Abstract] |
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| Long-Term Debt |
Long-Term Debt Long-term debt consisted of the following (in millions): | | | | | | | | | | | | | | | | Interest Rate* | | Maturity | | | | | Term Loan B-6 | Adjusted LIBOR | | + 2.25% | | | | $ | 942.9 |
| | $ | 947.6 |
| Revolving Credit Facility | Adjusted LIBOR | | + 1.75% | | | | — |
| | — |
| Senior notes | | | 5.125% | | | | 950.0 |
| | 950.0 |
| European lines of credit | Euribor | | + 1.25% | | Repayable upon demand | | 17.4 |
| | 19.3 |
| Canadian line of credit | CAD Prime | | + 0.50% | | Repayable upon demand | | — |
| | — |
| Total debt | | | | | | | 1,910.3 |
| | 1,916.9 |
| Unamortized debt issuance costs/discounts | | | | | | (26.5 | ) | | (26.8 | ) | Current portion of long-term debt | | | | | | | (26.9 | ) | | (28.8 | ) | Long-term debt | | | | | | | $ | 1,856.9 |
| | $ | 1,861.3 |
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*The interest rates presented in the table above represent the rates in place at June 30, 2020. Credit Facilities On May 29, 2020, we entered into the Fourth Amendment Agreement (the "Fourth Amendment") to the Credit Agreement. The Fourth Amendment (1) provides a financial covenant “holiday” through and including June 30, 2021; (2) for purposes of determining compliance with the financial covenant for the fiscal quarters ending September 30, 2021 and December 31, 2021, permits the Consolidated EBITDA (earnings before interest expense, income taxes, depreciation and amortization) for the applicable test period to be calculated on an annualized basis, excluding results prior to April 1, 2021; (3) establishes a monthly minimum liquidity covenant of $225.0 million through and including September 30, 2021; and (4) effectively places certain limitations on the ability to make certain investments, junior debt repayments, acquisitions and restricted payments and to incur additional secured indebtedness until October 1, 2021. On September 19, 2019, we entered into the Third Amendment Agreement (the "Third Amendment") to the Credit Agreement. The Third Amendment provided for, among other things, (i) the refinancing of the existing Term Loan B-4 and Term Loan B-5 with the new seven-year, $950 million Term Loan B-6, (ii) repayment of the 2017 Revolving Credit Facility and (iii) the $325 million, five-year Revolving Credit Facility. The Credit Facility is available for letters of credit, working capital, permitted acquisitions and general corporate purposes. The Revolving Credit Facility also includes a $50 million sub-limit for issuance of letters of credit and a $60 million sub-limit for swingline loans. The Company also pays a commitment fee between 25 to 35 basis points, payable quarterly, on the average daily unused amount of the Revolving Facility based on the Company’s Consolidated Senior Secured Net Leverage Ratio, from time to time. The interest rate applicable to Term Loan B-6 was 2.50% at June 30, 2020. The obligations of the Company under the Credit Facility are guaranteed by certain of our domestic subsidiaries (the "Subsidiary Guarantors") and are secured by substantially all of the assets of the Company and the Subsidiary Guarantors, including, but not limited to: (a) pledges of and first priority perfected security interests in 100% of the equity interests of certain of the Company's and the Subsidiary Guarantors' domestic subsidiaries and 65% of the equity interests of certain of the Company's and the Subsidiary Guarantors' first tier foreign subsidiaries and (b) perfected first priority security interests in substantially all other tangible and intangible assets of the Company and each Subsidiary Guarantor, subject to certain exceptions. The Credit Agreement contains affirmative and negative covenants that we believe are usual and customary for a senior secured credit agreement. The negative covenants include, among other things, limitations on asset sales, mergers and acquisitions, indebtedness, liens, dividends, investments and transactions with our affiliates. Other than during the financial covenant "holiday" provided by the Fourth Amendment, the Credit Agreement also requires us to maintain a Consolidated Senior Secured Net Leverage Ratio (as defined in the Credit Agreement), not to exceed 3.5 as of the last day of each fiscal quarter, provided there are revolving loans outstanding. We were in compliance with the applicable covenants in the Credit Agreement at June 30, 2020. There were no borrowings on the Revolving Credit Facility at June 30, 2020 and December 31, 2019. In addition, we had related outstanding letters of credit in the aggregate amount of $25.0 million and $27.4 million at June 30, 2020 and December 31, 2019, respectively, which reduce the amount available for borrowings under the Revolving Credit Facility. European Lines of Credit
COTW has lines of credit aggregating $33.7 million (€30 million). The lines of credit had an aggregate $17.4 million of borrowings outstanding at June 30, 2020. The lines of credit are secured by certain inventory and receivables at COTW subsidiaries.
Fair Value of Debt As of June 30, 2020, the estimated fair value of our long-term debt amounted to $1,845.4 million. The estimates of fair value were based on broker-dealer quotes for our debt as of June 30, 2020. The estimates presented on long-term financial instruments are not necessarily indicative of the amounts that would be realized in a current market exchange.
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- DefinitionThe 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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