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Long-term Debt and Credit Agreement
3 Months Ended
Mar. 31, 2020
Debt Disclosure [Abstract]  
Long-term Debt and Credit Agreement

Note 10. Long-term Debt and Credit Agreement

 

The Company’s debt at March 31, 2020 and December 31, 2019 consisted of the following:

 

 

 

March 31,

 

 

December 31,

 

 

 

2020

 

 

2019

 

6.125% notes due 2026

 

$

400

 

 

$

400

 

Five-year variable rate term loan A due 2023

 

 

333

 

 

 

333

 

Seven-year variable rate term loan B due 2025

 

 

470

 

 

 

470

 

Revolving Credit Facility

 

 

350

 

 

 

-

 

Unamortized deferred financing costs

 

 

(22

)

 

 

(23

)

Total outstanding indebtedness

 

 

1,531

 

 

 

1,180

 

Less: amounts due within one year

 

 

382

 

 

 

22

 

Total long-term debt due after one year

 

$

1,149

 

 

$

1,158

 

 

In October of 2018, the Company issued $400 million in principal amount of its 6.125% senior unsecured notes (the “Senior Notes”), entered into term loan facilities in the form of a seven-year LIBOR plus 2.25% senior secured first-lien term B loan facility in an aggregate principal amount of $475 million and a five-year LIBOR plus 2.25% senior secured first-lien term A loan facility in an aggregate principal amount of $350 million (the “Term Loans”) and established a five-year senior secured first-lien revolving credit facility in an aggregate principal amount of $350 million (the "Revolving Credit Facility"). The interest rate on the Revolving Credit Facility borrowings are based on, at the option of the Company, either (i) the rate of interest last quoted by The Wall Street Journal as the “prime rate” in the United States, (ii) the greater of the federal funds effective rate and the overnight bank funding rate, plus 0.75% and (iii) the one month adjusted LIBOR rate, plus 1.25% per annum.

On November 26, 2019, the Company entered into a First Amendment to the Credit Agreement (the “Credit Agreement Amendment”). The Credit Agreement Amendment amended the Term Loans and Revolving Credit Facility credit agreement (the “Credit Agreement”) to, among other things: (i) increase the levels of the maximum consolidated total leverage ratio under the Credit Agreement, to not greater than 5.25 to 1.00 for the quarter ended December 31, 2019, with step-downs to 4.75 to 1.00 starting in the quarter ending December 31, 2020, 4.25 to 1.00 starting in the quarter ending December 31, 2021, and 3.75 to 1.00 starting in the quarter ending December 31, 2022; (ii) increase each applicable interest rate margin on loans outstanding after the first amendment effective date by 25 basis points per annum, 2.25% per annum (for LIBOR loans) and 1.25% per annum (for ABR loans) in respect of the Term B Loan Facility, and based on our leverage ratio, from 2.25% per annum to 1.75% per annum (for LIBOR loans) and 1.25% to 0.75% per annum (for ABR loans) for the Term A Loan Facility and the Revolving Credit Facility; and (iii) modify the defined terms “Consolidated EBITDA” and “Pro Forma Basis” set forth in the Credit Agreement.

As of March 31, 2020, there were $350 million of borrowings and no of letters of credit issued under the $350 million Revolving Credit Facility. The Company assessed the amount recorded under the Term Loans, the Senior Notes, and the Revolving Credit Facility and determined the Revolving Credit Facility approximated fair value. The senior secured first-lien term A loan facility, senior secured first-lien term B loan facility and the Senior Notes’ fair values are approximately $308, $375 and $348 million, respectively. The fair values of the debt are based on the quoted inactive prices and are therefore classified as Level 2 within the valuation hierarchy.

At March 31, 2020, the interest rate for the Term Loans was 4.20% and the weighted average interest rate for the Revolving Credit Facility was 3.17%. The interest expense for the Revolving Credit Facility, Term Loans and Senior Notes during the three months ended March 31, 2020 was $17 million, which includes the amortization of deferred financing costs and debt discounts.

For more information, please refer to “Note 15. Long-term Debt and Credit Agreement” in our 2019 Annual Report on Form 10-K.