XML 23 R12.htm IDEA: XBRL DOCUMENT v3.5.0.2
Long-term debt
9 Months Ended
Sep. 30, 2016
Long-term debt  
Long-term debt

 

Note 5. Long-term debt

 

Long-term debt at September 30, 2016 and 2015 consists of the following (amounts in thousands):

 

 

 

September 30, 2016

 

December 31, 2015

 

Senior Notes due July 2020

 

$

211,929

 

$

219,923

 

Less: Current portion

 

 

(8,278

)

 

 

 

 

 

 

 

 

$

211,929

 

$

211,645

 

 

 

 

 

 

 

 

 

 

On July 30, 2014, certain of our subsidiaries (the “Borrowers”) entered into an amended credit agreement providing for a $225.0 million senior secured term loan B facility (the “Term Loan Facility”), which matures on July 30, 2020. Pricing on the Term Loan Facility was set at LIBOR plus 400 basis points (subject to a LIBOR floor of 1.00%, resulting in an effective interest rate of 5.00% in the current quarter and 0.5% of original issue discount (“OID”)). The Term Loan Facility also provides an uncommitted accordion option (the “Incremental Facility”) allowing for additional borrowings under the Term Loan Facility up to an aggregate principal amount equal to (i) $40.0 million plus (ii) an additional amount of up to 4.0x first lien net leverage. The obligations under the Term Loan Facility are guaranteed by HMTV, LLC, our direct wholly-owned subsidiary, and all of our existing and future subsidiaries (subject to certain exceptions in the case of immaterial subsidiaries). Additionally, the Term Loan Facility provides for an uncommitted incremental revolving loan option in an aggregate principal amount of up to $20.0 million, which shall be secured on a pari passu basis by the collateral securing the Term Loan Facility.  The Term Loan Facility is secured by a first-priority perfected security interest in substantially all of our assets.

 

The OID of $1.4 million, net of accumulated amortization of $1.0 million at September 30, 2016, was recorded as a reduction to the principal amount of the Term Loan Facility outstanding and will be amortized as a component of interest expense over the term of the Term Loan Facility. We recorded $1.9 million of deferred financing costs associated with the Term Loan Facility, net of accumulated amortization of $1.4 million at September 30, 2016, which will be amortized utilizing the effective interest rate method over the remaining term of the Term Loan Facility.

 

The principal payments on the Term Loan Facility are payable on quarterly due dates, which commenced on September 30, 2014, with a final installment due on July 30, 2020.

 

In addition, pursuant to the terms of the Term Loan Facility, within 90 days after the end of each fiscal year (commencing with the fiscal year ended December 31, 2015), the Borrowers are required to make a prepayment of the loan principal in an amount equal to 50% of the excess cash flow of the most recently completed fiscal year. Excess cash flow is generally defined as net income plus depreciation and amortization expense, less mandatory prepayments of the term loan, interest charges, income taxes and capital expenditures, and adjusted for the change in working capital. The percentage of the excess cash flow used to determine the amount of the prepayment of the loan declines from 50% to 25%, and again to 0% at lower leverage ratios.  Pursuant to the terms of our Term Loan Facility, our net leverage ratio was 3.0x at December 31, 2015, resulting in an excess cash flow percentage of 25% being used to determine the principal payment of $8.3 million in March 2016, allocated in direct order of maturity.  As a result, we will not be required to make scheduled quarterly principal payments for several quarters.

 

The carrying value of the long-term debt approximates fair value at September 30, 2016 and December 31, 2015 and was derived from quoted market prices by independent dealers (Level 2 in the fair value hierarchy under ASC 820, Fair Value Measurements and Disclosures). The following are the maturities of our long-term debt as of September 30, 2016 (amounts in thousands):

 

Year Ending December 31,

 

 

 

2016

 

$

 

2017

 

 

2018

 

 

2019

 

722 

 

2020

 

212,625 

 

 

 

 

 

 

 

$

213,347