XML 21 R8.htm IDEA: XBRL DOCUMENT v3.5.0.2
DEBT
9 Months Ended
Sep. 30, 2016
DEBT  
DEBT

4.          DEBT

 

At September 30, 2016 and December 31, 2015, the Company’s debt consisted of the following (in millions):

 

 

 

 

 

 

 

 

 

 

 

September 30, 

 

December 31, 

 

 

    

2016

    

2015

    

Term Loans:

 

 

 

 

 

 

 

5.79 %, payable through 2020

 

$

28.0

 

$

31.5

 

3.66 %, payable through 2023

 

 

63.8

 

 

68.4

 

4.16 %, payable through 2027

 

 

55.0

 

 

55.0

 

4.31 %, payable through 2032

 

 

37.5

 

 

37.5

 

3.14 %, payable through 2031

 

 

200.0

 

 

 —

 

4.35 %, payable through 2044

 

 

100.0

 

 

100.0

 

3.92 %, payable through 2045

 

 

75.0

 

 

75.0

 

Title XI Bonds:

 

 

 

 

 

 

 

5.34 %, payable through 2028

 

 

26.4

 

 

28.6

 

5.27 %, payable through 2029

 

 

28.6

 

 

30.8

 

Revolving credit facility

 

 

195.0

 

 

 —

 

Capital leases

 

 

3.1

 

 

3.1

 

Total Debt

 

 

812.4

 

 

429.9

 

Less: Current portion

 

 

(26.3)

 

 

(22.0)

 

Total Long-term Debt

 

$

786.1

 

$

407.9

 

 

The Company’s debt is described in Note 8 to the Consolidated Financial Statements included in Item 8 of the Company’s Annual Report filed on Form 10-K for the year ended December 31, 2015.

 

Term Loans: On September 14, 2016, the Company entered into an amended and restated private placement note purchase agreement (the “2016 Note Purchase Agreement”), pursuant to which Matson issued $200.0 million in 15-year final maturity senior unsecured notes (the “Series D Notes”).  The Series D Notes have a weighted average life of approximately 8.5 years and bear interest at a rate of 3.14 percent, payable semi-annually.  Proceeds from the Series D Notes were used to pay down the Company’s revolving credit facility and for general corporate purposes.

 

The Series D Notes will begin to amortize in March 2019, with semi-annual principal payments of $6.0 million in 2019.  During the years 2020 to 2023, the semi-annual principal payments will be $9.2 million.  Starting in March 2024, and in each year thereafter through maturity in September 2031, the semi-annual principal payments will be $7.15 million.

The 2016 Note Purchase Agreement amends and restates Matson’s Second Amended and Restated Note Agreement dated as of June 4, 2012, as amended prior to the date hereof, under which, in addition to the Series D Notes, an aggregate principal amount of approximately $184.3 million in Matson’s existing Series B and C senior unsecured notes is outstanding as of the date hereof.  The 2016 Note Purchase Agreement also includes an uncommitted shelf facility pursuant to which Matson may, subject to the conditions and limitations specified in the 2016 Note Purchase Agreement, issue additional notes.

Matson’s obligations under the existing senior notes and the Series D Notes are guaranteed by Matson’s principal operating subsidiary MatNav and by certain other subsidiaries.

Principal covenants contained in the 2016 Note Purchase Agreement include, but are not limited to, the requirements that Matson:

a)

Not permit the ratio of debt to consolidated EBITDA to exceed 3.25 to 1.00 for each fiscal four quarter period, except under certain pre-defined circumstances;

b)

Not permit the ratio of consolidated EBITDA to interest expense as of the end of any fiscal four quarter period to be less than 3.50 to 1.00; and

c)

Not permit the aggregate principal amount of Priority Debt at any time to exceed 20% (subject to reduction to 17.5% upon the earlier of December 31, 2017 and upon the occurrence of certain events) of Consolidated Tangible Assets; and not permit the aggregate principal amount of Priority Debt that is not Title XI Priority Debt at any time to exceed 10% of Consolidated Tangible Assets (all as defined in the 2016 Note Purchase Agreement).

Furthermore, the 2016 Note Purchase Agreement generally will restrict the incurrence of liens except for permitted liens, which include, without limitation, liens securing Title XI Debt (as defined in the 2016 Note Purchase Agreement) up to certain thresholds.  Additionally, prepayment of amounts borrowed under the 2016 Note Purchase Agreement may be made in whole or in part at par plus a yield maintenance premium, as defined in the 2016 Note Purchase Agreement.

The Company was in compliance with these covenants as of September 30, 2016.

Revolving Credit Facility: Borrowings under the revolving credit facility are classified as long-term debt in the Condensed Consolidated Balance Sheet, as principal payments are not required until maturity date of July 30, 2020.  As of September 30, 2016, the Company had $193.8 million of remaining availability under the revolving credit facility.  The interest rate on borrowings under the revolving credit facility approximated 1.69 percent during the three months ended September 30, 2016.