Debt

3 Months Ended

Mar. 31, 2021

Our obligations under debt arrangements consisted of the following:


	March 31, 2021						December 31, 2020
	Principal		Unamortized Debt Issuance Costs (1)		Net Value		Principal		Unamortized Discount and Debt Issuance Costs (1)		Net Value
Senior secured credit facility	$	699,000	$	—	$	699,000	$	643,700	$	—	$	643,700
6.000% senior unsecured notes due 2023	—		—		—		80,859		504		80,355
5.625% senior unsecured notes due 2024	341,135		2,749		338,386		341,135		2,963		338,172
6.500% senior unsecured notes due 2025	534,834		5,343		529,491		534,834		5,639		529,195
6.250% senior unsecured notes due 2026	359,799		3,994		355,805		359,799		4,189		355,610
8.000% senior unsecured notes due 2027	750,000		12,524		737,476		750,000		13,022		736,978
7.750% senior unsecured notes due 2028	720,975		10,871		710,104		720,975		11,269		709,706
Total long-term debt	$	3,405,743	$	35,481	$	3,370,262	$	3,431,302	$	37,586	$	3,393,716

(1) Unamortized debt issuance costs associated with our senior secured credit facility (included in Other Long Term Assets on the Unaudited Condensed Consolidated Balance Sheets) were $4.8 million and $5.8 million as of March 31, 2021 and December 31, 2020, respectively.

As of March 31, 2021, we were in compliance with the financial covenants contained in our credit agreement and senior unsecured notes indentures.

Senior Secured Credit Facility

At March 31, 2021, the key terms for rates under our $1.7 billion senior secured credit facility, which are dependent on our leverage ratio (as defined in the credit agreement), are as follows:

•The interest rate on borrowings may be based on an alternate base rate or a Eurodollar rate, at our option. The alternate base rate is equal to the sum of (a) the greatest of (i) the prime rate as established by the administrative agent for the credit facility, (ii) the federal funds effective rate plus 0.5% of 1% and (iii) the LIBOR rate for a one-month maturity plus 1% and (b) the applicable margin. The Eurodollar rate is equal to the sum of (a) the LIBOR rate for the applicable interest period multiplied by the statutory reserve rate and (b) the applicable margin. The applicable margin varies from 1.75% to 3.50% on Eurodollar borrowings and from 0.75% to 2.50% on alternate base rate borrowings, depending on our leverage ratio. Our leverage ratio is recalculated quarterly and in connection with each material acquisition. At March 31, 2021, the applicable margins on our borrowings were 2.50% for alternate base rate borrowings and 3.50% for Eurodollar rate borrowings.

•Letter of credit fee rates range from 1.75% to 3.50% based on our leverage ratio as computed under the credit facility. The rate can fluctuate quarterly. At March 31, 2021, our letter of credit rate was 3.50%.

•We pay a commitment fee on the unused portion of the $1.7 billion maximum facility amount. The commitment fee rates on the unused committed amount will range from 0.25% to 0.50% per annum depending on our leverage ratio. At March 31, 2021, our commitment fee rate on the unused committed amount was 0.50%.

•The accordion feature is $300.0 million, giving us the ability to expand the size of the facility to up to $2.0 billion for acquisitions or growth projects, subject to lender consent.

At March 31, 2021, we had $699.0 million borrowed under our $1.7 billion credit facility, with $13.0 million of the borrowed amount designated as a loan under the inventory sublimit. Our credit agreement allows up to $200.0 million of the capacity to be used for letters of credit, of which $1.3 million was outstanding at March 31, 2021. Due to the revolving nature of loans under our credit facility, additional borrowings and periodic repayments and re-borrowings may be made until the maturity date. The total amount available for borrowings under our existing credit facility at March 31, 2021 was $999.7 million, subject to compliance with covenants.

On April 8, 2021, we entered into an amended and restated credit facility agreement to, among other things, extend the term of our existing credit facility. Refer to Note 18 for additional details.

As a general rule, the assets and credit of our unrestricted subsidiaries are not available to satisfy the debts of Genesis Energy, L.P., Genesis Energy Finance Corporation or the Guarantor Subsidiaries (as defined below in Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations), and the liabilities of our unrestricted subsidiaries do not constitute obligations of Genesis Energy, L.P., Genesis Energy Finance Corporation or the Guarantor Subsidiaries except, in the case of Genesis Alkali Holdings Company, LLC ("Alkali Holdings") and Genesis Energy, L.P., to the extent agreed to in the services agreement between Genesis Energy, L.P. and Alkali Holdings dated as of September 23, 2019 (the "Services Agreement").

Senior Unsecured Note Transactions

On January 16, 2020, we issued $750 million in aggregate principal amount of our 7.75% senior unsecured notes due February 15, 2028 (the “2028 Notes”). Interest payments are due February 1 and August 1 of each year. That issuance generated net proceeds of $736.7 million, net of issuance costs incurred. We used $554.8 million of the net proceeds to redeem a portion of the 6.75% senior unsecured notes due August 1, 2022 (the "2022 Notes"), including principal, accrued interest and tender premium that were validly tendered, and the remaining net proceeds were used to repay a portion of the borrowings outstanding under our revolving credit facility. On January 17, 2020 we called for redemption the remaining $222.1 million of our 2022 Notes, and they were redeemed on February 16, 2020. We incurred a total loss of approximately $23.5 million relating to the extinguishment of our 2022 senior unsecured notes, inclusive of our transactions costs and the write-off of the related unamortized debt issuance costs and discount, which is recorded in "Other income (expense)" in our Unaudited Condensed Consolidated Statements of Operations for the 2020 Quarter.

On December 17, 2020, we issued $750 million in aggregate principal amount of our 8.00% senior unsecured notes due January 15, 2027 (the "2027 Notes"). Interest payments are due on January 15 and July 15 of each year with the initial interest payment due on July 15, 2021. The issuance generated net proceeds of approximately $737 million, net of issuance costs incurred. We used $316.5 million of the net proceeds to repay the portion of the 6.00% senior unsecured notes due May 15, 2023 (the "2023 Notes") (including principal, accrued interest and tender premium) that were validly tendered, and the remaining proceeds at the time were used to repay a portion of the borrowings outstanding under our revolving credit facility. On January 19, 2021, we redeemed the remaining principal balance outstanding on our 2023 Notes of $80.9 million in accordance with the terms and conditions of the indenture governing the 2023 Notes. We incurred a total loss of approximately $1.6 million relating to the extinguishment of our remaining 2023 senior unsecured notes, inclusive of the redemption fee and the write-off of the related unamortized debt issuance costs, which is recorded in "Other income (expense)" in our Unaudited Condensed Consolidated Statements of Operations for the 2021 Quarter.

On April 22, 2021 we completed our offering of an additional $250 million in aggregate principal amount of the 2027 Notes. The notes constitute an additional issuance of our existing 2027 Notes that we issued on December 17, 2020 in an aggregate principal amount of $750 million. The additional $250 million of notes have identical terms as (other than with respect to the issue price) and constitute part of the same series of the 2027 Notes we issued on December 17, 2020. The $250 million of the 2027 Notes were issued at a premium of 103.75% plus accrued interest from December 17, 2020. Refer to Note 18 for details around this additional offering.