XML 24 R11.htm IDEA: XBRL DOCUMENT v3.5.0.2
DEBT
6 Months Ended
Sep. 30, 2016
Debt Disclosure [Abstract]  
DEBT
DEBT
Debt as of September 30 and March 31, 2016 consisted of the following (in thousands):
 
 
 
September 30, 
 2016
 
March 31,  
 2016
 
 
6¼% Senior Notes due 2022
 
$
401,535

 
$
401,535

 
 
Term Loan
 
321,720

 
335,665

 
 
Term Loan Credit Facility
 
200,000

 
200,000

 
 
Revolving Credit Facility
 
233,450

 
144,000

 
 
Airnorth debt
 
18,284

 
19,652

 
 
Eastern Airways debt
 
14,947

 
15,643

 
 
Other debt
 
40,521

 
24,394

 
 
Unamortized debt issuance costs
 
(8,911
)
 
(8,917
)
 
 
Total debt
 
1,221,546

 
1,131,972

 
 
Less short-term borrowings and current maturities of long-term debt
 
(81,510
)
 
(60,394
)
 
 
Total long-term debt
 
$
1,140,036

 
$
1,071,578

 

Term Loan and Revolving Credit Facility — On September 16, 2016, we entered into a ninth amendment (the “Ninth Amendment”) to our amended and restated revolving credit and term loan agreement (the “Amended and Restated Credit Agreement”), which includes a $400 million revolving credit facility with a subfacility of $30 million for letters of credit (the “Revolving Credit Facility”) and a five-year, $350 million term loan (the “Term Loan”, and together with the Revolving Credit Facility, the “Credit Facilities”) that changed the definition of a change in control.
On May 23, 2016, we entered into an eighth amendment (the “Eighth Amendment”) to the Amended and Restated Credit Agreement that, among other things, (a) replaced the maximum leverage ratio requirement with a maximum senior secured leverage ratio defined as the ratio of the sum of senior secured debt and the present value of obligations under operating leases to consolidated EBITDA for the most recent four consecutive fiscal quarters, which ratio may not be greater than 4.25:1.00 for each fiscal quarter ending during the period from March 31, 2016 through September 30, 2017 and 4.00:1.00 for each fiscal quarter ending thereafter, (b) replaced the interest coverage ratio requirement with a minimum current ratio, defined as the ratio of the sum of consolidated current assets minus the book value of aircraft held for sale plus the unused amount of aggregate revolving commitments less $25 million to consolidated current liabilities, which may not be not less than 1.00:1.00 as of the last day of each fiscal quarter, (c) allows for the issuance of certain additional indebtedness when the leverage ratio exceeds 4.75:1.00, including (i) unsecured, subordinated or convertible indebtedness to refinance outstanding term loans under the Amended and Restated Credit Agreement and our senior secured term loan agreement (the “Term Loan Credit Agreement”), (ii) additional unsecured, subordinated or convertible indebtedness of up to $100 million in principal amount, (iii) equipment financings, including, without limitation, aircraft sale and leaseback transactions, and (iv) financings of U.K. bases with respect to helicopter SAR services and (d) limits cash dividends on our common stock to $0.07 per share per quarter. In addition, in connection with the Eighth Amendment and the first amendment to the Term Loan Credit Agreement described below, certain of our U.S. subsidiaries have granted liens on certain of their aircraft to secure our obligations under the Amended and Restated Credit Agreement and the Term Loan Credit Agreement on a pari passu secured basis in favor of the lenders under each such agreement. Also as part of the Eighth Amendment, the applicable margin for borrowings under the Credit Facilities will range from 0.50% to 3.50% depending on whether the Base Rate or LIBOR was used and based on our leverage ratio pricing grid.
During the six months ended September 30, 2016, we had borrowings of $191.5 million and made payments of $102.1 million under the Revolving Credit Facility. Additionally, we paid $14.0 million to reduce our borrowings under the Term Loan. As of September 30, 2016, we had $0.6 million in letters of credit outstanding under the Revolving Credit Facility.
Term Loan Credit Facility — On September 16, 2016, we entered into a second amendment to the Term Loan Credit Agreement that incorporates, as applicable, the provisions of the Ninth Amendment described above. On May 23, 2016, we entered into the first amendment to the Term Loan Credit Agreement that, among other things, incorporates, as applicable, the provisions of the Eighth Amendment described above.
Other Debt — Other debt includes borrowings for aircraft purchase payments totaling $24.8 million with interest rates ranging from 2.5% to 3.5% in December 2016 and January 2017 and amounts payable relating to the third year earn-out payment for our investment in Cougar Helicopters Inc. (“Cougar”) totaling $15.7 million due in April 2017.