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Debt
12 Months Ended
Dec. 31, 2016
Debt Disclosure [Abstract]  
Debt

NOTE 15. DEBT

 

 

 

December 31, 2016

 

 

Weighted

Average

Interest Rate

for 2016

 

 

December 31, 2015

 

 

Weighted

Average

Interest Rate

for 2015

 

Term loan A due 2021

 

$

600.0

 

 

 

3.29

%

 

$

496.0

 

 

 

3.24

%

Term loan B due 2023

 

 

248.1

 

 

 

4.58

%

 

 

461.9

 

 

 

3.50

%

Tax exempt bonds due 2041

 

 

35.0

 

 

 

0.45

%

 

 

35.1

 

 

 

0.87

%

Principal debt outstanding

 

 

883.1

 

 

 

3.54

%

 

 

993.0

 

 

 

3.28

%

Unamortized debt financing costs

 

 

(9.5

)

 

 

 

 

 

 

(4.7

)

 

 

 

 

Long-term debt

 

 

873.6

 

 

 

3.54

%

 

 

988.3

 

 

 

3.28

%

Less current portion and short-term debt

 

 

25.0

 

 

 

3.42

%

 

 

52.1

 

 

 

3.26

%

Total long-term debt, less current portion

 

$

848.6

 

 

 

3.54

%

 

$

936.2

 

 

 

3.28

%

 

The weighted average interest rates above are inclusive of our interest rate swaps.  See Note 18 to the Consolidated Financial Statements for further information.

On April 1, 2016, we refinanced our $1,275.0 million senior credit facility, utilizing a $50.0 million cash dividend from AFI and cash on hand to pay down a portion of the debt outstanding.  The $1,050.0 million new credit facility is composed of a $200.0 million revolving credit facility (with a $150.0 million sublimit for letters of credit), a $600.0 million Term Loan A and a $250.0 million Term Loan B.  The terms of the credit facility resulted in a lower interest rate spread for both the revolving credit facility and Term Loan A (2.00% vs. 2.50%) and a higher spread for Term Loan B (3.25% vs. 2.50%).  In addition, we lowered the interest rate floor on the Term Loan B from 1.00% to 0.75%. We also extended the maturity of both the revolving credit facility and Term Loan A from March 2018 to April 2021 and of Term Loan B from November 2020 to April 2023.  Finally, in April 2016, we established a $25.0 million letter of credit facility with the Bank of Nova Scotia, also known as our bi-lateral facility.  

In connection with the refinancing, we paid $9.3 million of bank, legal and other fees, of which $8.1 million were capitalized and recorded as a component of long-term debt and are being amortized into interest expense over the lives of the underlying loans.  Additionally, we wrote off $1.1 million of unamortized debt financing costs, included as a component of interest expense, in 2016 related to our previous credit facility.  Finally, in connection with the refinancing, we executed new interest rate swaps.  See Note 18 for additional details.

Under our refinanced senior credit facility we are subject to year-end leverage tests that may trigger mandatory prepayments.  If our ratio of consolidated funded indebtedness, minus AWI and domestic subsidiary unrestricted cash and cash equivalents up to $100.0 million, to consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) (“Consolidated Net Leverage Ratio”) is greater than 3.5 to 1.0, the prepayment amount would be 50% of fiscal year Consolidated Excess Cash Flow.  These annual payments would be made in the first quarter of the following year.  No payment will be required in 2017 under the senior credit facility.

As of December 31, 2016, we were in compliance with all covenants of the amended senior credit facility. Our debt agreements include other restrictions, including restrictions pertaining to the acquisition of additional debt, the redemption, repurchase or retirement of our capital stock, payment of dividends, and certain financial transactions as it relates to specified assets.  We currently believe that default under these covenants is unlikely.  Fully borrowing under our revolving credit facility would not violate these covenants.

As of December 31, 2016 our outstanding long-term debt included a $35.0 million variable rate, tax-exempt industrial development bond that financed the construction of a plant in prior years. This bond has a scheduled final maturity of 2041 and is remarketed by an agent on a regular basis at a market-clearing interest rate. Any portion of the bond that is not successfully remarketed by the agent is required to be repurchased by AWI. This bond is backed by letters of credit which will be drawn if a portion of the bond is not successfully remarketed.  We have not had to repurchase the bond.

Our foreign subsidiaries had available lines of credit totaling $4.1 million as of December 31, 2016. These lines of credit are uncommitted, and poor operating results or credit concerns at the related foreign subsidiaries could result in the lines being withdrawn by the lenders.  We have historically been able to maintain and, as needed, replace credit facilities to support our non-U.S. operations. As of December 31, 2016 there were no borrowings outstanding under these lines of credit.

In March 2016, we amended and decreased our $100.0 million Accounts Receivable Securitization Facility with the Bank of Nova Scotia (the “funding entity”) to $40.0 million to reflect a lower anticipated receivables balance in connection with the separation of AFI, and we extended the maturity date from December 2017 to March 2019.  Under our Accounts Receivable Securitization Facility we sell accounts receivables to Armstrong Receivables Company, LLC (“ARC”), a Delaware entity that is consolidated in these financial statements.  ARC is a 100% wholly owned single member LLC special purpose entity created specifically for this transaction; therefore, any receivables sold to ARC are not available to the general creditors of AWI.  ARC then sells an undivided interest in the purchased accounts receivables to the funding entity.  This undivided interest acts as collateral for drawings on the facility.  Any borrowings under this facility are obligations of ARC and not AWI.  ARC contracts with and pays a servicing fee to AWI to manage, collect and service the purchased accounts receivables.  As of December 31, 2016, there were no outstanding borrowings on the accounts receivable securitization facility.  All new receivables under the program generated by the originators are continuously purchased by ARC with the proceeds from collections of receivables previously purchased.  As of December 31, 2016 we had no borrowings under this facility.

None of our outstanding debt as of December 31, 2016 was secured with buildings and other assets.  The credit lines under our revolving credit facility and at our foreign subsidiaries are subject to immaterial annual commitment fees.

Scheduled payments of long-term debt:

 

2017

 

$

25.0

 

2018

 

 

32.5

 

2019

 

 

55.0

 

2020

 

 

62.5

 

2021

 

 

437.5

 

2022 and later

 

 

270.6

 

 

We utilize lines of credit and other commercial commitments in order to ensure that adequate funds are available to meet operating requirements.  Letters of credit are currently arranged through our revolving credit facility, our bi-lateral facility and our securitization facility. In addition, our foreign subsidiaries’ available lines of credit are available for letters of credit and guarantees.  Letters of credit are issued to third party suppliers, insurance and financial institutions and typically can only be drawn upon in the event of AWI’s failure to pay its obligations to the beneficiary. 

 

In February 2017, we repriced the interest rate on our $248.1 million Term Loan B borrowing, resulting in a lower LIBOR spread (2.75% vs. 3.25%).  The maturity date remained unchanged along with all other terms and conditions.  In connection with the repricing we paid $0.6 million of bank, legal and other fees, the majority of which were capitalized.  

 

The following table presents details related to our letters of credit:

 

 

 

As of December 31, 2016

 

Financing Arrangement

 

Limit

 

 

Used

 

 

Available

 

Revolving credit facility

 

$

150.0

 

 

$

-

 

 

$

150.0

 

Bi-lateral facility

 

 

25.0

 

 

 

19.2

 

 

 

5.8

 

Accounts receivable securitization facility

 

 

32.2

 

 

 

36.2

 

 

 

(4.0

)

Foreign lines of credit

 

 

0.2

 

 

 

0.1

 

 

 

0.1

 

Total

 

$

207.4

 

 

$

55.5

 

 

$

151.9

 

 

The maximum limit for letters of credit availability under our accounts receivable securitization facility is subject to securitized accounts receivable balances and other collateral adjustments.  As of December 31, 2016, $4.0 million of letters of credits issued under our accounts receivable securitization facility in excess of our maximum limit were classified as restricted cash and reported as a component of Cash and cash equivalents on our Consolidated Balance Sheets. This restriction will lapse upon replacement of collateral with accounts receivables and/or upon a change in the letter of credit limit as a result of higher securitized accounts receivable balances.