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Debt
12 Months Ended
Dec. 31, 2016
Debt Disclosure [Abstract]  
Debt
Debt
The Company is obligated under notes and other indebtedness as follows (in millions):
 
December 31,
 
2016
 
2015
Accounts receivable securitization program
$
103.2

 
$

Revolving credit facilities
75.0

 
226.1

Senior notes
330.0

 
330.0

Related party credit agreements

 
1.5

Other indebtedness, net of unamortized debt issuance costs

 
4.5

 
508.2

 
562.1

Less current portion of debt
208.5

 
5.6

Long-term debt
$
299.7

 
$
556.5


Accounts receivable securitization program
We securitize certain of our domestic accounts receivable through an accounts receivable securitization program with a third-party bank. The maximum amount that can be outstanding under this program is $150.0 million. The facility matures in May 2018, unless renewed. As a result of the sale of the North American Customer Communications business, it was removed from the accounts receivable securitization program resulting in a reduction in the receivables eligible to be borrowed against in 2016.
Under the terms of the accounts receivable securitization program, (a) we periodically acquire accounts receivable originated by certain of our domestic subsidiaries, including, but not limited to, DST Health Solutions, DST Technologies and Argus Health Systems (the “Subsidiary Originators”), (b) we transfer receivables originated by us and receivables acquired from the Subsidiary Originators, on a periodic basis, to a wholly-owned bankruptcy remote special purpose subsidiary of DST (the “SPE”), and (c) the SPE then sells undivided interests in the receivables to the bank. We retain servicing responsibility over the receivables. The program contains customary restrictive covenants as well as customary events of default.
We have continuing involvement with the transferred assets because we maintain servicing responsibilities for the accounts receivable assets included in the accounts receivable securitization program. Accounts receivable assets transferred from us to our wholly-owned, bankruptcy remote special purpose subsidiary contain restrictions because they are not available to satisfy the creditors of any other person, including DST or any of our subsidiaries or affiliates. Further, neither we nor the SPE guarantees collectibility of the receivables or the creditworthiness of obligors. The SPE retains an interest in the receivables in excess of the amount transferred to the conduit, and such receivables continue to be recognized on the Consolidated Balance Sheet. The carrying value of the retained interest approximates its estimated fair value at the balance sheet date. We believe increases in the level of assumed interest rates and/or credit losses compared to assumptions in effect at the balance sheet date by 10% or 20% would not materially affect the fair value of the retained interest at the reporting date.
The outstanding amount under the program was $103.2 million at December 31, 2016. There was no outstanding amount under the program at December 31, 2015. During the years ended December 31, 2016, 2015 and 2014 total proceeds from the accounts receivable securitization program were approximately $895.5 million, $1,037.7 million and $1,024.7 million, respectively, and total repayments were approximately $792.3 million, $1,157.7 million and $1,054.7 million, respectively, which comprise the net cash flow in the financing section of the Consolidated Statement of Cash Flows.
Aggregate transfers of undivided interests in the receivables from the SPE to the bank were $1,459.9 million and $1,807.2 million for the years ended December 31, 2016 and 2015, respectively. The impact on net income stemming from these transfers was not material. Costs associated with the accounts receivable securitization program are included in interest expense on the Consolidated Statement of Income. The program costs applicable to the outstanding amount of undivided interests in the receivables are generally based on LIBOR plus an applicable margin.
Revolving credit facilities
On October 1, 2014, we entered into a new syndicated credit facility (“Credit Facility”). The Credit Facility provides for a revolving unsecured line in an aggregate principal amount of up to $850.0 million. The interest rates applicable to loans under the Credit Facility are generally based on Eurodollar, Federal Funds or prime rates plus applicable margins as defined in the agreement. The Credit Facility contains grid schedules that adjust borrowing costs up or down based upon our consolidated leverage ratio. The grid schedules may result in fluctuations in borrowing costs ranging from 1.00% to 1.70% over Eurodollar and 0.00% to 0.70% over base rate, as defined. Additionally, we pay an annual facility fee of 0.125% to 0.30%. Among other provisions, the Credit Facility requires certain leverage and interest coverage ratios to be maintained. If any event of default occurs and is continuing, all amounts payable under the credit agreement may be declared immediately due and payable. The Credit Facility also contains customary restrictive covenants and cross-default provisions. The maturity date for the Credit Facility is October 1, 2019. Amounts borrowed on the Credit Facility were $75.0 million and $226.1 million at December 31, 2016 and 2015, respectively.
We have various unsecured revolving lines of credit to support our consolidated subsidiaries’ operations that provide total borrowings of up to $25.0 million. Borrowings on these lines of credit are available at variable rates of interest based on the LIBOR or the bank’s Prime rate and mature during 2017. At December 31, 2016 and 2015, there were no borrowings under any of these lines of credit.
During the years ended December 31, 2016, 2015 and 2014, total proceeds from our revolving credit facilities were approximately $977.1 million, $1,053.6 million and $929.8 million, respectively, and total repayments were approximately $1,128.2 million, $871.8 million and $895.9 million respectively, which comprise the net cash flows presented within the financing section of the Consolidated Statement of Cash Flows.
Senior notes
During 2010, we issued $370.0 million of aggregate principal of privately placed senior notes (collectively, the “Senior Notes”) pursuant to a note purchase agreement dated August 9, 2010 (the “Agreement”). The Senior Notes are comprised of $40.0 million of 4.19% Series A Senior Notes due August 9, 2015, $105.0 million of 4.86% Series B Senior Notes due August 9, 2017, $65.0 million of 5.06% Series C Senior Notes due August 9, 2018 and $160.0 million of 5.42% Series D Senior Notes due August 9, 2020. We repaid the Series A Senior Notes at maturity during 2015.
Interest on the Senior Notes is payable semi-annually in February and August of each year. We may prepay the Senior Notes at any time, in an amount not less than 10% of the aggregate principal amount of the Senior Notes then outstanding, at a price equal to 100% of the principal amount being prepaid, plus accrued and unpaid interest and a “make-whole” prepayment premium.
Pursuant to the Agreement, any Company subsidiary required to become a party to or otherwise guarantee the syndicated line of credit facility or other indebtedness in excess of $100.0 million, must also guarantee our obligations under the Senior Notes. The Agreement contains customary restrictive covenants, as well as certain customary events of default, including cross-default provisions. Among other provisions, the Agreement limits our ability to incur or create liens, sell assets, issue priority indebtedness and change lines of business. The Agreement also requires certain leverage and interest coverage ratios to be maintained.
Related party credit agreements
We acquired certain intangible assets in 2011 from BFDS in exchange for an installment loan that was payable over five years. The loan was repaid during 2016. The amount outstanding at December 31, 2015 was $1.5 million.
Other indebtedness
We had other indebtedness, which was primarily comprised of debt assumed in a 2006 business acquisition. The debt assumed was repaid during 2016. The amount outstanding at December 31, 2015 was $3.4 million and was payable in monthly installments with a fixed interest rate of 5.6%.
Future principal payments of indebtedness at December 31, 2016 are as follows (in millions):
2017
$
208.5

2018
65.0

2019
75.0

2020
160.0

Total
$
508.5


The weighted average interest rates on our short-term borrowings were 2.36% and 1.67% for the years ended December 31, 2016 and 2015, respectively. Based upon the borrowing rates currently available to us for indebtedness with similar terms and average maturities, the carrying value of long-term debt, with the exception of the Senior Notes, is considered to approximate fair value at December 31, 2016 and 2015. The estimated fair value of the Senior Notes was derived principally from quoted prices (level 2 in the fair value hierarchy).
The carrying and fair value of the Senior Notes were as follows (in millions):
 
December 31,
 
2016
 
2015
 
Carrying
Value
 
Estimated
Fair Value
 
Carrying
Value
 
Estimated
Fair Value
Senior notes—Series B
105.0

 
106.7

 
105.0

 
108.5

Senior notes—Series C
65.0

 
67.5

 
65.0

 
68.2

Senior notes—Series D
160.0

 
172.1

 
160.0

 
172.8

Total
$
330.0

 
$
346.3

 
$
330.0

 
$
349.5