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Long-Term Debt
6 Months Ended
Jun. 30, 2017
Long-Term Debt  
Long-Term Debt

6. Long-Term Debt

 

Long-term debt consisted of the following (dollars in thousands):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Interest

 

 

 

 

 

 

 

 

 

 

 

Rate at June 30,

 

Final

 

June 30,

 

December 31,

 

 

    

2017

    

Maturity

    

2017

    

2016

 

Term loan A-1

 

4.87

%  

May 4, 2022

 

$

90,000

 

$

 —

 

Term loan A-2

 

5.12

 

May 4, 2023

 

 

230,000

 

 

 —

 

Term loan retired

 

NA

 

NA

 

 

 —

 

 

290,138

 

Debt issue costs and issue discount

 

 

 

 

 

 

(6,114)

 

 

(5,439)

 

 

 

 

 

 

 

 

313,886

 

 

284,699

 

Current

 

 

 

 

 

 

10,250

 

 

3,000

 

Noncurrent

 

 

 

 

 

$

303,636

 

$

281,699

 

 

In February 2017, the Company entered into a delayed draw credit agreement for new term loans and a new revolving credit facility.  The new facility fully funded the repayment of the existing term loan and replacement of the existing revolving credit on May 4, 2017.  Included in the new facility is a term loan for $90.0 million with quarterly principal payments of $1.1 million with the balance due at maturity in May 2022.  Interest, payable at least quarterly, is at the Alternate Base Rate plus a margin of 2.75% or a Eurocurrency rate plus a margin of 3.75%.  In addition, the facility provides for a second term loan for $230.0 million with quarterly principal payments of $1.4 million for the first eight quarters and $2.9 million per quarter thereafter with the balance due at maturity in May 2023.  Interest, payable at least quarterly, is at the Alternate Base Rate plus a margin of 3.0% or a Eurocurrency rate plus a margin of 4.0%.

 

The new facility also provides for a line of credit in the amount of $30.0 million with maturity in May 2022.  A commitment fee is payable quarterly to the lender under the facility.  Interest on the line of credit is at the Alternate Base Rate plus a margin of 2.75% or a Eurocurrency rate plus a margin of 3.75%. 

 

The interest rate margins on the facility are subject to a decrease of 0.25% with a defined improvement in the Company’s leverage ratio. The obligations under the bank facilities are guaranteed by the Company and each subsidiary with certain exceptions. In addition, the bank credit facilities are collateralized by substantially all of the Company’s assets.

 

The bank credit facilities contain various negative and affirmative covenants that restrict, among other things, incurrence of additional indebtedness, limitations on the amount of dividends that can be paid, redemptions of stock, other distributions to shareholders and sales of assets. In addition, there are financial covenants consisting of a debt coverage ratio, leverage ratio and a maximum level of capital expenditures.

 

The Company incurred $6.3 million in underwriting fees, original issue discount and legal costs in 2017 in conjunction with the new debt facility. Such costs and the existing debt original issue discount, deferred financing costs, underwriting fees and legal costs were accounted for in accordance with accounting standards for extinguishment of debt instruments. The Company compared each syndicated lenders’ loan under the old term loan with the syndicated lenders’ loan under the new term loans. All loans under the new term loan were deemed substantially different.  As such, the Company deferred the costs of the new debt as a reduction of the carrying value of the new debt.  In addition, the Company recognized the repayment of the existing debt instruments as a debt extinguishment incurring a loss on early extinguishment of debt of $4.8 million.

 

The Company had an existing revolving credit facility which was repaid and terminated on May 4, 2017.  Drawings for the three and six months ended June 30, 2017 amounted to $4.0 million and $10.0 million, respectively.  Such draws were used primarily to fund the construction of the SEA-US submarine cable system described in Note 11.  There were no amounts drawn as of or for the six months ended June 30, 2016.  

 

One of the syndicated lenders in both the new term loan and the term loan retired is a cooperative bank owned by its customers.  Annually, this bank distributes patronage in the form of cash and stock in the cooperative based on the Company’s average outstanding loan balance.  The Company recognizes the patronage, generally as declared, as a reduction of interest expense.  The stock component is recognized at its stated cost basis with the accumulated stock investment included in other noncurrent assets.  The investment balance as of June 30, 2017 was not significant.

 

Maturities

 

The annual requirements for principal payments on long-term debt as of June 30, 2017 are as follows (dollars in thousands):

 

 

 

 

 

 

Year ended December 31,

    

    

 

 

2017 (remaining months)

    

$

5,125

 

2018

 

 

10,250

 

2019

 

 

13,125

 

2020

 

 

16,000

 

2021

 

 

16,000

 

Thereafter

 

 

259,500

 

 

 

$

320,000

 

 

Capitalized Interest

 

Interest capitalized by the Company amounted to $0.6 million and $0.4 million for the three months ended June 30, 2017 and 2016, respectively.  Interest capitalized by the Company amounted to $1.1 million and $0.7 million for the six months ended June 30, 2017 and 2016, respectively.