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Borrowing Arrangements
12 Months Ended
Dec. 31, 2015
Borrowing Arrangements  
Borrowing Arrangements

 

8. Borrowing Arrangements

 

 

 

December 31

 

Short-Term Debt

 

2015

 

2014

 

Borrowings under Japanese Working Capital Loan

 

$

 

$

833 

 

 

 

 

 

 

 

 

 

Total Short-Term Debt

 

$

 

$

833 

 

 

 

 

 

 

 

 

 

 

 

 

December 31

 

Long-Term Debt

 

2015

 

2014

 

U.S. Credit Agreement Borrowings

 

$

107,700

 

$

66,700

 

Japanese Term Loan Borrowings

 

3,741

 

3,748

 

 

 

 

 

 

 

Total Long-Term Debt

 

$

111,441

 

$

70,448

 

Less Current Portion of Long-Term Debt

 

(7,500

)

 

 

 

 

 

 

 

Net Long-Term Debt

 

$

103,941

 

$

70,448

 

 

 

 

 

 

 

 

 

 

U. S. Credit Agreement

 

On November 6, 2013, the Company entered into the U.S. Credit Agreement (Credit Agreement) which provides for a senior unsecured revolving credit facility (Revolver) in an amount up to $225.0 million which was originally set to expire on November 6, 2018.  On November 6, 2014, an amendment was signed to the Credit Agreement in order to extend the expiration date for one additional year and to release certain guarantors under the Credit Agreement that have nominal value.  On November 6, 2015, an additional amendment was signed which extends the Revolver for an additional one-year period to November 6, 2020.  A portion of the Revolver not in excess of $75.0 million shall be available for standby or letters of credit for trade, $15.0 million shall be available for swing loans, and $50.0 million shall be available for loans or letters of credit in certain foreign denominated currencies.  The Company may have the option to increase the Revolver in an amount not to exceed $75.0 million with the consent of the Lenders.  Availability under the Revolver is conditioned upon various customary conditions.

 

The Credit Agreement also provides for senior unsecured delayed draw term loans (Delayed Draw Term Loans) in an aggregate amount up to $75.0 million which expire on November 6, 2020.  The full amount of the Delayed Draw Term Loans is outstanding as of December 31, 2015.  Beginning January 1, 2016, quarterly repayments are required equal to 2.5% of the outstanding balance of the Delayed Draw Term Loans, with the remaining balance due on the November 6, 2020 expiration date.  As a result, as of December 31, 2015, $7.5 million is shown as current portion of long-term debt within the consolidated balance sheet.

 

Upon entering into the Credit Agreement, the Company incurred issuance costs of $0.8 million which were deferred and are being amortized over the term of the Revolver and Delayed Draw Term Loan facilities.  A quarterly nonrefundable commitment fee is payable by the Company based on the unused availability under the Revolver and the undrawn portion of the Delayed Draw Term Loans and is currently equal to 0.15%.

 

The interest rate on amounts owed under the Revolver and Delayed Draw Term Loans will be, at the Company’s option, either (i) a fluctuating Base Rate or (ii) an adjusted LIBOR rate plus in each case, an applicable margin based on the Company’s leverage ratio as set forth in the Credit Agreement.  The interest rate charged on amounts owed under swing loans will be either (i) a fluctuating Base Rate or (ii) such other interest rates as the lender and the Company may agree to from time to time.  The interest rate per annum on outstanding borrowings ranged from 1.25% to 1.40% as of December 31, 2015, and 1.17% to 1.31% as of December 31, 2014.

 

Total outstanding borrowings under the Revolver were $32.7 million and $21.7 million as of December 31, 2015 and 2014, respectively.  Total availability under the Revolver as of December 31, 2015 and 2014 was $189.9 million and $201.1 million, respectively, after considering borrowings and outstanding letters of credit of $2.4 million and $2.2 million, respectively.  Total outstanding borrowings under the Delayed Draw Term Loan were $75.0 million and $45.0 million as of December 31, 2015 and 2014, respectively.  Total availability under the Delayed Draw Term Loan as of December 31, 2015 and 2014 was zero and $30.0 million, respectively.  The outstanding borrowings are shown as current portion of long-term debt and long-term debt within the consolidated balance sheets.  Borrowings and repayments are presented on a gross basis within the Company’s consolidated statement of cash flows.

 

Certain of the Company’s domestic subsidiaries unconditionally guarantee all indebtedness and obligations related to borrowings under the Credit Agreement.  The Company’s obligations under the Credit Agreement are unsecured.

 

The Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type.  The Company is permitted to pay dividends so long as the sum of availability under the Credit Agreement and the amount of U.S. cash on hand is at least $50.0 million, and debt is less than or equal to 2.75x earnings before interest, taxes, depreciation and amortization.  In addition, the Credit Agreement includes limitations on the Company and its subsidiaries with respect to indebtedness, additional liens, disposition of assets or subsidiaries, and transactions with affiliates.  The Company must comply with certain financial covenants including a minimum interest coverage ratio and a maximum leverage ratio as defined within the Credit Agreement. The Company was in compliance with all such covenants as of December 31, 2015.  The Credit Agreement also provides for customary events of default, including failure to pay principal or interest when due, breach of representations and warranties, 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 obligations to make loans or issue letters of credit.  Upon the occurrence of certain events of default, all outstanding obligations of the Company automatically will become immediately due and payable, and other events of default will allow the agent to declare all or any portion of the outstanding obligations of the Company to be immediately due and payable.

 

Japanese Loans

 

Calgon Carbon Japan (CCJ) maintains a Term Loan Agreement (Japanese Term Loan) and a Working Capital Loan Agreement (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 amount of the assets available to be pledged is in excess of the outstanding obligation as of December 31, 2015.

 

The Japanese Term Loan provides for a principal amount of 1.0 billion Japanese Yen and bears interest based on the Uncollateralized Overnight Call Rate plus an applicable margin which averaged 0.7% per annum as of December 31, 2015 and 2014. This loan matures on May 10, 2017.  As of both December 31, 2015 and 2014, CCJ had 450 million Japanese Yen or $3.7 million outstanding.  The outstanding borrowings are shown as long-term debt within the consolidated balance sheets.  Borrowings and repayments are presented on a gross basis within the Company’s consolidated statements of cash flows.

 

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% as of December 31, 2014.  During the first quarter of 2015, the maturity date of the Japanese Working Capital Loan was extended to March 31, 2016.  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.  As of December 31, 2015, CCJ had no Japanese Yen outstanding, while as of December 31, 2014 CCJ had 100 million Japanese Yen or $0.8 million outstanding.  The outstanding borrowings are shown as short-term debt within the consolidated balance sheets.  Borrowings and repayments are presented on a gross basis within the Company’s consolidated statements of cash flows.

 

Chinese Credit Facility

 

On August 7, 2015, an amendment was signed to the Uncommitted Revolving Loan Facility Letter (Facility Letter) which was effective as of July 19, 2015 and provides for an uncommitted line of credit totaling 5.0 million Renminbi (RMB) or $0.8 million through July 19, 2016.  The Company is jointly and severally liable as the guarantor under the Facility Letter. There were no outstanding borrowings under this facility as of December 31, 2015 and 2014.

 

Belgian Loan and Credit Facility

 

The Company 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 December 31, 2015 and 2014, respectively.  Bank guarantees of 0.9 million Euros were issued as of December 31, 2015 and 2014, 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 December 31, 2015 and 2014, respectively.

 

Maturities of Debt

 

The Company intends to make principal payments on debt outstanding as of December 31, 2015 of $7.5 million in 2016, $11.2 million in 2017, $7.5 million in 2018, $7.5 million in 2019, and $77.7 million in 2020.

 

Interest Expense

 

The Company’s interest expense for the years ended December 31, 2015, 2014, and 2013 totaled $0.8 million, $0.3 million, and $0.5 million, respectively. These amounts are net of interest costs capitalized of $0.4 million, $0.6 million, and $0.4 million for the years ended December 31, 2015, 2014, and 2013, respectively.