Debt

12 Months Ended

Dec. 31, 2019



	December 31,
(In millions)	2019		2018

Debt:
Short-term borrowings
Restricted cash borrowings (year-end weighted-average interest rate of 0.0% in 2019 and 0.0% in 2018^(a)	$	10.3	10.5
Other (year-end weighted-average interest rate of 8.8% in 2019 and 10.1% in 2018)	4.0		18.4
Total short-term borrowings	$	14.3	28.9

Long-term debt
Bank credit facilities:
Term loan A (year-end effective interest rate of 3.5% in 2019 and 4.3% in 2018)
less unamortized issuance cost of $3.0 million in 2019 and $1.8 million in 2018	$	767.0	466.9
Senior unsecured notes (year-end effective interest rate of 4.6% in 2019 and 4.6% in 2018)
less unamortized issuance cost of $7.1 million in 2019 and $8.0 million in 2018	592.9		592.0
Revolving Credit Facility (year-end weighted average interest rate of 3.5% in 2019 and 4.2% in 2018)	115.0		340.0
Other primarily non-U.S. dollar-denominated facilities (year-end weighted-
average interest rate of 7.0% in 2019 and 4.8% in 2018)	4.9		5.7
Financing leases (year-end weighted-average interest rate of 4.9% in 2019 and 4.4% in 2018)	149.5		120.5
Total long-term debt	$	1,629.3	1,525.1

Total Debt	$	1,643.6	1,554.0

Included in:
Current liabilities	$	88.8	82.4
Noncurrent liabilities	1,554.8		1,471.6
Total debt	$	1,643.6	1,554.0


(a)	These 2019 and 2018 amounts are for short-term borrowings related to cash borrowed under lending arrangements used in the process of managing customer cash supply chains, which is currently classified as restricted cash and not available for general corporate purposes. See Note 20 for more details.

Long-Term Debt

Senior Secured Credit Facility

In February 2019, we amended our senior secured credit facility (the “Senior Secured Credit Facility”) with Wells Fargo Bank, National Association, as former administrative agent and Bank of America, N.A. as successor administrative agent. After the amendment, the Senior Secured Credit Facility consisted of a $1 billion revolving credit facility (the "Revolving Credit Facility") and a $800 million term loan facility (the "Term Loan Facility"). Prior to the amendment, the Term Loan Facility had an outstanding balance of approximately $469 million. The proceeds from the amendment were used to repay outstanding principal under the Revolving Credit Facility as well as certain fees related to the closing of the transaction.

Loans under the Revolving Credit Facility mature five years after the amendment date (February 8, 2024). Principal payments are due quarterly for the amended Term Loan Facility equal to 1.25% of the initial loan amount with a final lump sum payment due on February 8, 2024. Interest rates for the Senior Secured Credit Facility are based on LIBOR plus a margin or an alternate base rate plus a margin. The Revolving Credit Facility allows us to borrow money or issue letters of credit (or otherwise satisfy credit needs) on a revolving basis over the term of the facility. As of December 31, 2019, $885 million was available under the Revolving Credit Facility. The obligations under the Senior Secured Credit Facility are secured by a first-priority lien on all or substantially all of the assets of the Company and certain of its domestic subsidiaries, including a first-priority lien on equity interests of certain of the Company’s direct and indirect subsidiaries. The Company and certain of its domestic subsidiaries also guarantee the obligations under the Senior Secured Credit Facility.

The margin on both LIBOR and alternate base rate borrowings under the Senior Secured Credit Facility is based on the Company’s consolidated net leverage ratio. The margin on LIBOR borrowings, which can range from 1.25% to 2.00%, was 1.75% at December 31, 2019. The margin on alternate base rate borrowings, which can range from 0.25% to 1.00%, was 0.75% as of December 31, 2019. We also pay an annual commitment fee on unused portion the Revolving Credit Facility based on the Company’s consolidated net leverage ratio. The commitment fee, which can range from 0.15% to 0.30%, was 0.25% as of December 31, 2019.

Senior Unsecured Notes

In October 2017, we issued at par ten-year senior unsecured notes (the "Senior Notes") in the aggregate principal amount of $600 million. The Senior Notes will mature on October 15, 2027, bearing an annual interest rate of 4.625%. The Senior Notes are general unsecured

obligations guaranteed by certain of the Company’s existing and future U.S. subsidiaries, which are also guarantors under the Senior Secured Credit Facility.

The Senior Notes have not been and will not be registered under the Securities Act of 1933 (the “Securities Act”) or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The notes were offered in the United States only to persons reasonably believed to be qualified institutional buyers in reliance on the exception from registration set forth in Rule 144A under the Securities Act and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act.

The aggregate proceeds from the Senior Secured Credit Facility and the Senior Notes were used in part to repay certain prior indebtedness and certain fees and expenses related to the closing of the transactions. Borrowings were used for working capital needs, capital expenditures, acquisitions and other general corporate purposes.

Letter of Credit and Bank Guarantee Facilities

We have three committed letter of credit facilities totaling $80 million, of which approximately $29 million was available at December 31, 2019. At December 31, 2019, we had undrawn letters of credit and guarantees of $51 million issued under these facilities. The $10 million facility expires in April 2022, the $54 million facility expires in December 2022 and the $16 million facility expires in January 2024.

We have two uncommitted letter of credit facilities totaling $55 million, of which approximately $33 million was available at December 31, 2019. At December 31, 2019, we had undrawn letters of credit of $22 million issued under these facilities. The $40 million facility expires in July 2020 and the $15 million facility has no expiration date.

The Senior Secured Credit Facility is also available for issuance of letters of credit and bank guarantees.

Minimum repayments of long-term debt are as follows:



(In millions)	Financing leases		Other long-term debt	Total

2020	$	32.5	42.0	74.5
2021	31.8		40.9	72.7
2022	28.2		41.0	69.2
2023	24.0		40.8	64.8
2024	17.4		725.2	742.6
Later years	15.6		600.0	615.6
Total	$	149.5	1,489.9	1,639.4

The Senior Secured Credit Facility, Senior Unsecured Notes, the letter of credit facilities and bank guarantee facilities contain various financial and other covenants. The financial covenants, among other things, limit our ability to provide liens, restrict fundamental changes, limit transactions with affiliates and unrestricted subsidiaries, restrict changes to our fiscal year and to organizational documents, limit asset dispositions, limit the use of proceeds from asset sales, limit sale and leaseback transactions, limit investments, limit the ability to incur debt, restrict certain payments to shareholders, limit negative pledges, limit the ability to change the nature of our business, provide for a maximum consolidated net leverage ratio and provide for minimum coverage of interest costs. If we were not to comply with the terms of our various financing agreements, the repayment terms could be accelerated and the commitments could be withdrawn. An acceleration of the repayment terms under one agreement could trigger the acceleration of the repayment terms under the other financing agreements. We were in compliance with all financial covenants at December 31, 2019.

Financing Leases

Property and equipment acquired under financing leases are included in property and equipment as follows:



	December 31,
(In millions)	2019			2018

Asset class:
Buildings	$	4.1		2.2
Vehicles	267.5			212.4
Machinery and equipment	5.1			0.7
	276.7			215.3
Less: accumulated amortization	(114.2		)	(91.3	)
Total	$	162.5		124.0