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SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2016
SUBSEQUENT EVENTS  
SUBSEQUENT EVENTS

10. SUBSEQUENT EVENTS

 

Span Alaska Acquisition: On July 18, 2016, Matson Logistics entered into a Membership Interest Purchase Agreement (the “Purchase Agreement”) with Span Holdings, LLC (“Holdings”).  As a result, Matson Logistics will acquire 100 percent of the membership interests of Span Intermediate, LLC (the “Span Alaska”), with Span Alaska becoming a wholly-owned subsidiary of Matson Logistics (the “Transaction”).  On July 29, 2016, Matson received notice of early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.  Matson expects the Transaction to close in early August after satisfaction of other customary closing conditions. 

 

The total consideration for the Transaction is $197.6 million (before transaction costs) on a debt free, cash free basis, and is subject to working capital and other closing adjustments (the “Purchase Price”).  Holdings will pay all debt and its transaction expenses from the proceeds of the Purchase Price.  Matson expects to fund the Transaction at closing from available borrowings under its $400 million revolving credit facility.

 

Notes Financing: On July 18, 2016, Matson entered into a commitment letter under which it expects to issue $200 million of 15-year senior unsecured notes (the “Notes”).  Proceeds of the Notes are expected to be used to pay down the Company’s revolving credit facility and for general corporate purposes.  The Notes are expected to have a weighted-average life of approximately 8.5 years and will bear interest at a rate of 3.14 percent, payable semi-annually.  The Notes are expected to be issued in September 2016, subject to satisfying customary closing conditions.  The Notes are expected to have financial and other covenants that are substantially the same as the covenants in the Company’s existing outstanding senior unsecured notes.