XML 48 R19.htm IDEA: XBRL DOCUMENT v3.20.1
Debt
3 Months Ended
Mar. 31, 2020
Debt Disclosure [Abstract]  
Debt Debt
The following is a summary of the Company’s debt:     
 
 
 
March 31, 2020
 
December 31, 2019
Type
Maturity
 


Interest
Rate
 
Carrying
Value
 


Interest
Rate
 
Carrying
Value
Senior secured notes
2026
 
4.500
%
 
700,000

 
4.500
%
 
700,000

Term loan facility
2026
 
4.360
%
 
1,256,850

 
5.049
%
 
900,000

Revolving credit facility
2024
 
%
 
0

 
5.049
%
 
65,000

      Total debt outstanding
 
 
 
 
1,956,850

 
 
 
1,665,000

Deferred financing charges
 
 
 
 
(26,670
)
 
 
 
(25,205
)
Term loan facility, discount
 
 
 
 
(2,128
)
 
 
 
(2,184
)
Short-term debt, including current portion of long-term debt
 
 
 
 
(12,600
)
 
 
 
(9,000
)
Long-term debt, net of current portion and deferred financing charges
 
 
 
 
$
1,915,452

 
 
 
$
1,628,611


In connection with the DRG acquisition, the Company incurred an incremental $360,000 of borrowings under our term loan facility and used the net proceeds from such borrowings to fund a portion of the DRG acquisition and to pay related fees and expenses. The additional term loan borrowings are covered by the same terms and covenant requirements of the existing term loan facility as described in the annual form 10-K as of December 31, 2019.
In addition, the Company secured the backstop of a $950,000 fully committed bridge facility in connection with the DRG acquisition. However, the Company obtained all required financing with proceeds from the additional term loan borrowings and through a primary equity offering in February, 2020. As such, the bridge facility remained undrawn through it's expiration on closing of the acquisition.
During the three months ended March 31, 2020, the Company paid down $65,000 on the revolving credit facility. The revolving credit facility has remained undrawn in the period subsequent to the pay down. The revolving credit facility is subject to a commitment fee of 0.50% per annum.
With respect to the credit facilities, the Company may be subject to certain negative covenants, including compliance with total first lien net leverage ratio, if certain conditions are met.  These conditions were not met and the Company was not required to test compliance with these covenants as of March 31, 2020.
The obligations of the Borrowers under the credit facilities are guaranteed by UK Holdco and certain of its restricted subsidiaries and are secured by substantially all of UK Holdco's and certain of its restricted subsidiaries’ assets (with customary exceptions described in the credit facilities). UK Holdco and its restricted subsidiaries are subject to certain covenants including restrictions on UK Holdco’s ability to pay dividends, incur indebtedness, grant a lien over its assets, merge or consolidate, make investments, or make payments to affiliates.
As of March 31, 2020, letters of credit totaling $4,929 were collateralized by the revolving credit facility. Notwithstanding the revolving credit facility, as of March 31, 2020, the Company had an unsecured corporate guarantee outstanding for $9,646 and cash collateralized letters of credit totaling $36, all of which were not collateralized by the revolving credit facility. The Company’s cash from operations is expected to meet repayment needs on outstanding borrowings for a period of 12 months after the financial statement issuance date.
The carrying value of the Company’s variable interest rate debt, excluding unamortized debt issuance costs, approximates fair value due to the short-term nature of the interest rate bench mark rates. The fair value of the fixed rate debt is estimated based on market observable data for debt with similar prepayment features. The fair value of the Company’s debt was $1,872,292 and $1,692,750 at March 31, 2020 and December 31, 2019, respectively. The debt is considered a Level 2 liability under the fair value hierarchy.