DEBT



F12.1: Details of Debt
	June 30, 2016			December 31, 2015
	(in thousands)
First Lien Credit Agreement maturing on August 28, 2020; interest rate of LIBOR (with a 1% floor) plus 3.00% at June 30, 2016 and December 31, 2015	$	271,988		$	296,988
Less: Original issue discount (net of amortization)	(2,110		)	(2,372		)
Less: Debt issuance costs	(7,262		)	(8,073		)
Total debt	262,616			286,543
Less: Current portion of long-term debt	—			—
Long-term debt	$	262,616		$	286,543

In connection with the Acquisition, the Company purchased certain assets from Lafarge N.A. with cash. In order to finance a portion of the consideration payable to Lafarge N.A., the Company and its subsidiary Continental Building Products Operating Company, LLC ("OpCo") entered into a first lien credit agreement with Credit Suisse AG, as administrative agent, Credit Suisse Securities (USA) LLC and RBC Capital Markets, as joint lead arrangers and joint bookrunners, and Royal Bank of Canada, as syndication agent (as amended on December 2, 2013, the "First Lien Credit Agreement") and a second lien credit agreement with Credit Suisse AG, as administrative agent, Credit Suisse Securities (USA) LLC and RBC Capital Markets, as joint lead arrangers and joint bookrunners, and Royal Bank of Canada, as syndication agent for borrowings of $320 million and $120 million, respectively, and drew $25 million under a $50 million revolving credit facility (the "Revolver") as part of the First Lien Credit Agreement. The First Lien Credit Agreement was subsequently increased to $415.0 million (the "First Lien Term Loan"). In conjunction with the initial issuance of this debt, the Company incurred $15.3 million of debt issuance costs which are being amortized using the effective interest rate method or the straight-line method which approximates the effective interest rate method, over the estimated life of the related debt.

Interest under the First Lien Credit Agreement is floating. The interest rate spread over LIBOR, which has a 1% floor, was reduced by 50 basis points in May 2014, from 3.75% to 3.25%, as a result of the Company achieving a total leverage ratio of less than four times net debt to the trailing twelve months adjusted earnings before interest, depreciation and amortization, as of March 31, 2014, as calculated pursuant to the First Lien Credit Agreement. This reduced interest rate for the First Lien Credit Agreement will be in effect for as long as the leverage ratio remains below four. The margin applicable to the borrowing was further reduced in the third quarter 2014 by 25 basis points to 3.00% after the Company achieved a B2 rating with a stable outlook by Moody’s and will remain in effect as long as this rating and outlook are maintained or better.

The First Lien Credit Agreement is secured by the underlying property and equipment of the Company. During the six months ended June 30, 2016 and 2015, the Company pre-paid $25.0 million and $20.0 million, respectively, of principal payments and no further quarterly mandatory principal payments are required until the final payment of $272.0 million due on August 28, 2020. As of June 30, 2016, the annual effective interest rate on the First Lien Credit Agreement including original issue discount and amortization of debt issuance costs was 4.9%.

There were no amounts outstanding under the Revolver as of June 30, 2016 or December 31, 2015. During the six months ended June 30, 2016 the Company borrowed and repaid in full $22.0 million under the Revolver, compared to $10.0 million which the Company borrowed and repaid in full during the six months ended June 30, 2015. Interest is floating, based on LIBOR (with a floor of 1%), plus 225 basis points. In addition, CBP pays a facility fee of 50 basis points per annum on the total Revolver facility. Availability under the Revolver as of June 30, 2016, based on draws and outstanding letters of credit and absence of violations of covenants, was $47.9 million.

Total interest paid for the three and six months ended June 30, 2016 was $2.9 million and $5.9 million, respectively, compared to $3.5 million and $7.0 million for the three and six months ended June 30, 2015, respectively.



F12.2: Future Minimum Principal Payments Due Under the Credit Agreements
	Amount Due
	(in thousands)
2016	$	—
2017	—
2018	—
2019	—
2020	$	271,988

Under the terms of the First Lien Credit Agreement, the Company is required to comply with certain covenants, including among others, the limitation of indebtedness, limitation on liens, and limitations on certain cash distributions. One single financial covenant governs all of the Company’s debt and only applies if the outstanding borrowings of the Revolver plus outstanding letters of credit are greater than $12.5 million as of the end of the quarter. The financial covenant is a total leverage ratio calculation, in which total debt less outstanding cash is divided by adjusted earnings before interest, depreciation and amortization. As the sum of outstanding borrowings under the Revolver and outstanding letters of credit were less than $12.5 million at June 30, 2016, the total leverage ratio of no greater than 5.5 per the financial covenant was not applicable at June 30, 2016.