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Borrowing Arrangements
6 Months Ended
Jun. 30, 2013
Borrowing Arrangements  
Borrowing Arrangements

10.       Borrowing Arrangements

 

Short-Term Debt

 

 

 

June 30,

 

December 31,

 

 

 

2013

 

2012

 

Borrowings under Japanese Working Capital Loan

 

$

 

$

18,611

 

Borrowings under China Credit Facility

 

61

 

 

Borrowings under Japanese Term Loan

 

 

954

 

Total

 

$

61

 

$

19,565

 

 

Long-Term Debt

 

 

 

June 30,

 

December 31,

 

 

 

2013

 

2012

 

U.S. Credit Facility Borrowings

 

$

45,700

 

$

44,250

 

Borrowings under Japanese Term Loan

 

10,193

 

 

Belgian Loan Borrowings

 

156

 

158

 

Total

 

$

56,049

 

$

44,408

 

 

U.S. Credit Facility

 

The Company’s U.S. Credit Facility (Credit Facility), which expires on November 17, 2016, contains a revolving credit capacity of $125.0 million with a $30.0 million sublimit for the issuance of letters of credit.  So long as no event of default has occurred and is continuing, the Company from time to time may request one or more increases in the total revolving credit commitment under the Credit Facility of up to $50.0 million in the aggregate.  No assurance can be given, however, that the total revolving credit commitment will be increased above $125.0 million.

 

Availability under the Credit Facility is dependent upon various customary conditions.  A quarterly nonrefundable commitment fee is payable by the Company based on the unused availability under the Amended Credit Agreement and is currently equal to 0.25%. Total availability under the Credit Facility at June 30, 2013 and December 31, 2012 was $77.1 million and $78.6 million, respectively, after considering outstanding letters of credit and borrowings.

 

The interest rate on amounts owed under the Credit Facility will be, at the Company’s option, either (i) a fluctuating base rate based on the highest of (A) the prime rate announced from time to time by the lenders, (B) the rate announced by the Federal Reserve Bank of New York on that day as being the weighted average of the rates on overnight federal funds transactions arranged by federal funds brokers on the previous trading day plus 3.00% or (C) a daily LIBOR rate plus 2.75%, or (ii) LIBOR-based borrowings in one, two, three, or six month increments at the applicable LIBOR rate plus 1.25%.  A margin may be added to the applicable interest rate based on the Company’s leverage ratio.  The interest rate per annum on outstanding borrowings as of June 30, 2013 ranged from 1.25% to 1.45%.

 

Total outstanding borrowings under the Credit Facility were $45.7 million and $44.3 million as of June 30, 2013 and December 31, 2012, respectively, and are shown as long-term debt within the condensed consolidated balance sheets.  The borrowings and repayments are presented on a gross basis within the Company’s condensed consolidated statements of cash flows.

 

The Credit Facility contains customary affirmative and negative covenants for credit facilities of this type, including limitations on the Company and its subsidiaries with respect to indebtedness, liens, guaranties, loans and investments, dividends, mergers and acquisitions, dispositions of assets and transactions with affiliates.  The Company must comply with certain financial covenants including a minimum interest coverage ratio, maximum leverage ratio, and minimum net worth, as defined within the Credit Facility. The Credit Facility also provides for customary events of default, including failure to pay principal or interest when due, failure to comply with covenants, the fact that any representation or warranty made by the Company is false or misleading in any material respect, certain insolvency or receivership events affecting the Company and its subsidiaries and a change in control of the Company.  If an event of default occurs, the lenders will be under no further obligation to make loans or issue letters of credit.  Upon the occurrence of certain events of default, all outstanding obligations of the Company automatically become immediately due and payable, and other events of default will allow the lenders to declare all or any portion of the outstanding obligations of the Company to be immediately due and payable.

 

Belgian Loan and Credit Facility

 

On November 30, 2009, the Company entered into a Loan Agreement (the “Belgian Loan”) in order to help finance the expansion of the Company’s Feluy, Belgium facility.  The Belgian Loan provided total borrowings up to 6.0 million Euros, which could be drawn on in 120 thousand Euro bond installments at 25% of the total amount invested in the expansion until December 31, 2011.  Bond options not called by December 31, 2011 were obsolete and the loan was limited to the amount actually called by that date. The maturity date is seven years from the date of the first draw down which occurred on April 13, 2011 and the interest rate is 5.35%.  The Belgian Loan is guaranteed by a mortgage mandate on the Feluy site and is subject to customary reporting requirements, though no financial covenants exist.  The Company had 120 thousand Euros, or $0.2 million, of outstanding borrowings under the Belgian Loan as of June 30, 2013 and December 31, 2012, respectively.  No further bonds can be called on.

 

The Company also maintains an unsecured Belgian credit facility totaling 2.0 million Euros. There are no financial covenants and the Company had no outstanding borrowings under the Belgian credit facility as of June 30, 2013 and December 31, 2012, respectively.  Bank guarantees of 1.0 million Euros and 1.2 million Euros were issued as of June 30, 2013 and December 31, 2012, respectively.

 

United Kingdom Credit Facility

 

The Company maintains a United Kingdom credit facility for the issuance of various letters of credit and guarantees totaling 0.6 million British Pounds Sterling. Bank guarantees of 0.4 million British Pounds Sterling were issued as of June 30, 2013 and December 31, 2012, respectively.

 

Japanese Loans

 

Calgon Carbon Japan (CCJ) maintains a Term Loan Agreement (the “Japanese Term Loan”) and a Working Capital Loan Agreement (the “Japanese Working Capital Loan”).  The Company is jointly and severally liable as the guarantor of CCJ’s obligations and the Company permitted CCJ to grant a security interest and continuing lien in certain of its assets, including inventory and accounts receivable, to secure its obligations under both loan agreements.

 

The Japanese Term Loan provided for a principal amount of 722.0 million Japanese Yen, or $7.7 million at inception.  This loan matured on March 31, 2013 and was repaid.  At December 31, 2012, CCJ had 82.0 million Japanese Yen or $1.0 million outstanding and recorded as short-term debt within the condensed consolidated balance sheet.  CCJ signed an agreement on May 10, 2013 to renew the Japanese Term Loan, which provides for borrowings up to 1.0 billion Japanese Yen, and bears interest based on the Uncollateralized Overnight Call Rate, which was 0.7% per annum at June 30, 2013. This loan matures on May 10, 2017.  At June 30, 2013, CCJ had 1.0 billion Japanese Yen or $10.2 million outstanding and recorded as long-term debt within the condensed consolidated balance sheet.

 

The Japanese Working Capital Loan provides for borrowings up to 1.5 billion Japanese Yen, and bears interest based on the Short-term Prime Rate, which was 1.475% per annum at June 30, 2013.  This loan matured on March 31, 2013 and was renewed until March 31, 2014.  Borrowings and repayments under the Japanese Working Capital Loan have generally occurred in short term intervals, as needed, in order to ensure adequate liquidity while minimizing outstanding borrowings.  The borrowings and repayments are presented on a gross basis within the Company’s condensed consolidated statements of cash flows.  There were no outstanding borrowings under the Japanese Working Capital Loan as of June 30, 2013. At December 31, 2012, CCJ had 1.6 billion Japanese Yen or $18.6 million outstanding and recorded as short-term debt within the condensed consolidated balance sheet.

 

China Credit Facility

 

The Company maintains an unsecured Chinese credit facility for working capital requirements totaling 10.0 million Renminbi (“RMB”) or $1.6 million that matured on July 19, 2013 and was renewed until July 19, 2014.  The interest rate per annum on outstanding borrowings as of June 30, 2013 was 5.32%.  Total outstanding borrowings under this facility were 0.4 million RMB, or $0.1 million at June 30, 2013 and are shown as short-term debt within the condensed consolidated balance sheet.  There were no borrowings under this facility at December 31, 2012.

 

Maturities of Debt

 

The Company is obligated to make principal payments on debt outstanding at June 30, 2013 of $0.1 million in 2013, $45.7 million in 2016, $10.1 million in 2017, and $0.2 million in 2018.