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Long-Term Debt
12 Months Ended
Sep. 30, 2021
Debt Disclosure [Abstract]  
Long-Term Debt . Long-term Debt

Long-term debt consists of the following:

 

 

 

September 30, 2021

 

 

September 30, 2020

 

Series B term loan

 

$

1,001.7

 

 

$

1,011.8

 

Revolving credit facility

 

 

 

 

 

 

Receivables financing agreement

 

 

150.4

 

 

 

140.0

 

Insurance policy

 

 

 

 

 

1.9

 

Financing costs, net

 

 

(11.1

)

 

 

(13.9

)

Total debt, net

 

 

1,141.0

 

 

 

1,139.8

 

Less: Current portion of long-term debt

 

 

10.4

 

 

 

12.3

 

Long-term debt, net

 

$

1,130.6

 

 

$

1,127.5

 

 

First Lien credit facility term loans due 2020 and Series B Term Loan due 2025

In connection with the KKR Acquisition, the Company and a group of financial institutions entered into a credit agreement (the “Credit Agreement”) dated December 18, 2013. The Credit Agreement consisted of seven-year $1,460.0 term loans (“First Lien Term Loans”) and a five-year $210.0 revolving credit facility. All amounts outstanding under the Credit Agreement were collateralized by substantially all of the assets of the Company.

On August 15, 2018, the Company entered into Amendment No. 5 to the Credit Agreement (the “Amended Credit Agreement”). Under the terms of the Amended Credit Agreement, the Credit Agreement was amended to provide for: (i) a $1,037.0 seven-year term loan (the “Series B Term Loan”) and (ii) a $260.0 five-year revolving credit facility. The Series B Term Loan matures on August 15, 2025 and bears interest at a rate per annum of LIBOR, plus 2.5%. The Company used the net proceeds from the Series B Term Loan to repay all amounts outstanding under the Company’s First Lien Term Loans. An original discount of $2.8 was incurred when the Series B Term Loan was issued and is being amortized using the effective interest method over the life of the debt, resulting in an effective yield of 2.5%. Debt repayments for the Series B Term Loan consisted of contractual payments per the Credit Agreement and totaled $10.4 for the fiscal years ended September 30, 2021 and 2020.

In addition to scheduled payments, the Company is obligated to pay a percentage of excess cash flow, as defined in the Amended Credit Agreement, as accelerated principal payments. The percentage varies with the ratio of the Company’s debt to its cash flow. The excess cash flow calculation did not result in any accelerated payment due for the periods ended September 30, 2021, September 30, 2020, and September 30, 2019.

The amended Credit Agreement restricts the Company’s ability to, among other things, incur additional indebtedness, create liens, enter into acquisitions, dispose of assets, enter into consolidations and mergers and make distributions to its Parent without the approval of the lenders. In certain circumstances, under the Amended Credit Agreement, the Company is prohibited from making certain restricted payments, including dividends or distributions to its stockholders, subject to certain exceptions set forth in that agreement (including an exception for the making of such restricted payments up to an agreed limit, which limit is determined by a formula that takes into account consolidated net income, net cash proceeds and other amounts, in each case as described in greater detail in that agreement). The Amended Credit Agreement imposes financial covenants upon the Company with respect to leverage and interest coverage under certain circumstances. The Amended Credit Agreement contains provisions permitting the bank to accelerate the repayment of the outstanding debt under this agreement upon the occurrence of an Event of Default, as defined in the Amended Credit Agreement, including a material adverse change in the financial condition of the Company since the date of issuance of the Amended Credit Agreement.

The weighted average interest rate on the Series B Term Loan was 2.7% and 3.5% for the years ended September 30, 2021 and September 30, 2020. The Amended Credit Agreement debt repayments are due in quarterly installments of 0.25% of the principal balance less payments made under the aforementioned excess cash flow provision.

Revolving credit facility

The Company has a five-year $260.0 revolving credit facility (the “Revolving Credit Facility”) that matures on August 15, 2023 and bears interest at a rate per annum of LIBOR plus a margin ranging from 2.50% to 2.00%, with the margin determined based on the Company’s first lien net leverage ratio. The Revolving Credit Facility replaces the previous $210.0 revolving credit facility under the Credit Agreement. The Company had no outstanding balance under the Revolving Credit Facility as of September 30, 2021 and 2020. There were no borrowings or repayments under the facility for the year ended September 30, 2021. There is a quarterly commitment fee equal to either 12 of 1% or 3/8 of 1% of the unused balance of the Revolving Credit Facility depending on the Company’s leverage ratio. The Company had $52.3 and $78.0 of letters of credits issued and outstanding as of September 30, 2021 and September 30, 2020, respectively. There was no activity or outstanding balance on the Revolving Credit Facility for the year ended September 30, 2021. The interest rates on the Revolving Credit Facility and previous revolving credit facility were 2.3% and 2.5% for the years ended September 30, 2020 and 2019, respectively.

During the fiscal year ended September 30, 2020, the Company borrowed and fully repaid $70.0 against the Revolving Credit Facility.

Receivables financing agreement

On April 28, 2017, the Company, through a wholly-owned subsidiary, entered into a receivables financing agreement (the “Receivables Financing Agreement”). The Receivables Financing Agreement provided a borrowing capacity of $175.0 through April 27, 2020. On February 21, 2019, the Company entered into the First Amendment to the Receivables Financing Agreement (the "Amendment Agreement") which increased the borrowing capacity to $200.0 and extended the term through February 20, 2022. On February 19, 2021, the Company entered into the Second Amendment to the Receivables Financing Agreement (the "Second Amendment") which extended the term through February 20, 2024 and increased the borrowing capacity to $235.0 through September 20, 2021 and $250.0 thereafter. All amounts outstanding under the Receivables Financing Agreement are collateralized by substantially all of the accounts receivables and unbilled revenue of the Company. During the year ended September 30, 2021, the Company borrowed $34.5 against the capacity and voluntarily repaid $24.6. During the year ended September 30, 2020, the Company borrowed and fully repaid $80.0 against the capacity.

The interest rate on the amounts borrowed under the Receivables Financing Agreement is established daily at LIBOR plus a spread of 140-170 bps, and a commitment fee equal to 0.4% of the unused balance of the facility. The weighted average interest rate on the

amounts borrowed under the Receivables Financing Agreement was 1.6% and 2.7% for the years ended September 30, 2021 and September 30, 2020, respectively.

The following are the scheduled maturities of long-term debt for the next five fiscal years and thereafter, which do not include any estimated excess cash flow payments:

 

 

 

September 30,

 

2022

 

$

10.4

 

2023

 

 

10.4

 

2024

 

 

160.8

 

2025

 

 

972.2

 

2026 and thereafter

 

 

 

Total long term debt

 

$

1,153.8

 

Less: Current maturities

 

 

10.4

 

Less: Original issue discount

 

 

1.7

 

Less: Financing costs

 

 

11.1

 

Total long term debt, net

 

$

1,130.6

 

 

The Company has estimated the fair value of its long-term debt to be approximately $1,148.7 and $1,143.5 as of September 30, 2021 and September 30, 2020, respectively. Fair value is based on market bid prices around period-end (Level 2 inputs).