Notes Payable and Long-Term Debt

12 Months Ended

Aug. 31, 2020

Notes Payable and Long-Term Debt

Our notes payable and long-term debt are subject to various restrictive requirements for maintenance of minimum consolidated net worth and other financial ratios. We were in compliance with our debt covenants as of August 31, 2020.

Notes Payable

Notes payable as of August 31, 2020 and 2019, consisted of the following:


	Weighted-average Interest Rate
	2020	2019	2020		2019
			(Dollars in thousands)
Notes payable	1.96%	3.36%	$	763,215	$	1,330,550
CHS Capital notes payable	1.29%	2.90%	812,276		825,558
Total notes payable			$	1,575,491	$	2,156,108

Our primary line of credit is a five-year unsecured revolving credit facility with a syndicate of domestic and international banks. The credit facility provides a committed amount of $2.75 billion that expires on July 16, 2024.

We maintain a series of uncommitted bilateral facilities that are renewed annually. Amounts borrowed under these short-term credit facilities are used to fund our working capital. The following table summarizes our primary lines of credit as of August 31, 2020 and 2019:


Primary Revolving Credit Facilities	Fiscal Year of Maturity	Total Capacity		Borrowings Outstanding				Interest Rates
		2020		2020		2019
		(Dollars in thousands)
Committed five-year unsecured facility	2024	$	2,750,000	$	345,000	$	335,000	LIBOR or base rate +0.00% to 1.55%
Uncommitted bilateral facilities*	2021	300,000		—		430,000		LIBOR or base rate + applicable margin

*Total capacity for the uncommitted bilateral facilities was $630.0 million at August 31, 2019. As of August 31, 2020, the uncommitted bilateral facilities do not include $300.0 million of capacity with a banking partner for which we are currently in the process of terminating the related agreement.

In addition to our facilities above, our wholly-owned subsidiaries, CHS Europe S.a.r.l. and CHS Agronegocio Industria e Comercio Ltda, had uncommitted lines of credit with $318.4 million outstanding as of August 31, 2020. In addition, our other international subsidiaries had lines of credit outstanding of $69.7 million as of August 31, 2020.

CHS Capital Notes Payable

We have a receivables and loans securitization facility ("Securitization Facility") with certain unaffiliated financial institutions ("Purchasers"). Under the Securitization Facility, we and certain of our subsidiaries ("Originators") sell trade accounts and notes receivable ("Receivables") to Cofina Funding, LLC ("Cofina"), a wholly-owned bankruptcy-remote indirect subsidiary of CHS. Cofina in turn transfers the Receivables to the Purchasers, and this arrangement is accounted for as a secured borrowing. We use the proceeds from the sale of Receivables under the Securitization Facility for general corporate purposes and settlements are made on a monthly basis. The amount available under the Securitization Facility fluctuates over time based on the total amount of eligible Receivables generated during the normal course of business. As of August 31, 2020, total availability under the Securitization Facility was $423.0 million, all of which had been utilized.

We also have a repurchase facility ("Repurchase Facility") related to the Securitization Facility. Under the Repurchase Facility, we can borrow up to $150.0 million, collateralized by a subordinated note issued by Cofina in favor of the Originators and representing a portion of the outstanding balance of the Receivables sold by the Originators to Cofina under the Securitization Facility. As of August 31, 2020 and 2019, the outstanding balance under the Repurchase Facility was $150.0 million.

On June 26, 2020, we amended our existing Securitization Facility and Repurchase Facility. As a result of the amendment, the maximum availability of the Securitization Facility was decreased from $700.0 million to $500.0 million. On September 24, 2020 the Securitization Facility and Repurchase Facility were further amended increasing the maximum availability under the Securitization Facility to $600.0 million from $500.0 million and extending their respective termination dates to July 30, 2021.

CHS Capital sells loan commitments it has originated to Compeer Financial, PCA, d/b/a ProPartners Financial on a recourse basis. The total outstanding commitments under the program were $150.0 million as of August 31, 2020, of which $133.3 million was borrowed under these commitments with an interest rate of 1.45%.

CHS Capital borrows funds under short-term notes issued as part of a surplus funds program. Borrowings under this program are unsecured and bear interest at variable rates ranging from 0.35% to 1.40% as of August 31, 2020, and are due upon demand. Borrowings under these notes totaled $134.9 million as of August 31, 2020.

On September 30, 2019, CHS Capital entered into a credit agreement with a revolving note. Under this agreement, CHS Capital had available capacity of $100.0 million of which no amount was outstanding as of August 31, 2020. This agreement matured subsequent to August 31, 2020, and was not renewed.

Long-Term Debt

During the year ended August 31, 2020, we repaid approximately $25.4 million of long-term debt consisting of scheduled debt maturities and optional prepayments. On August 14, 2020, we entered into a Note Purchase Agreement to borrow $375.0 million of long-term debt in the form of notes that was funded on November 2, 2020. Amounts included in long-term debt on our Consolidated Balance Sheets as of August 31, 2020 and 2019, are presented in the table below.


	2020		2019
	(Dollars in thousands)
4.00% unsecured notes $100 million face amount, due in equal installments beginning in fiscal 2017 through fiscal 2021	$	20,000	$	40,000
4.52% unsecured notes $160 million face amount, due in fiscal 2021	162,090		161,978
4.67% unsecured notes $130 million face amount, due in fiscal 2023	137,623		136,086
4.39% unsecured notes $152 million face amount, due in fiscal 2023	152,000		152,000
3.85% unsecured notes $80 million face amount, due in fiscal 2025	80,000		80,000
3.80% unsecured notes $100 million face amount, due in fiscal 2025	100,000		100,000
4.58% unsecured notes $150 million face amount, due in fiscal 2025	154,012		151,776
4.82% unsecured notes $80 million face amount, due in fiscal 2026	80,000		80,000
4.69% unsecured notes $58 million face amount, due in fiscal 2027	58,000		58,000
4.74% unsecured notes $95 million face amount, due in fiscal 2028	95,000		95,000
4.89% unsecured notes $100 million face amount, due in fiscal 2031	100,000		100,000
4.71% unsecured notes $100 million face amount, due in fiscal 2033	100,000		100,000
5.40% unsecured notes $125 million face amount, due in fiscal 2036	125,000		125,000
Private placement debt	1,363,725		1,379,840
2.25% unsecured term loans from cooperative and other banks, due in fiscal 2025 (a)	366,000		366,000
Bank financing	366,000		366,000
Finance lease liabilities	31,460		28,239
Other notes and contracts with interest rates from 0.0% to 10.0%	34,709		18,601
Deferred financing costs	(4,771)		(3,569)
Total long-term debt	1,791,123		1,789,111
Less current portion	189,287		39,210
Long-term portion	$	1,601,836	$	1,749,901

(a) Borrowings are variable under the agreement and bear interest at a base rate (or LIBOR) plus an applicable margin.

As of August 31, 2020, the fair value of our long-term debt is estimated to be $1.9 billion based on quoted market prices of similar debt (a Level 2 fair value measurement based on the classification hierarchy of ASC Topic 820, Fair Value Measurement).

We have a 10-year term loan with a syndicate of banks. The agreement provides for committed term loans in an amount up to $600.0 million. As of August 31, 2020, $236.0 million of term loans were outstanding under this agreement. The agreement includes a revolving feature, whereby we are able to pay down and re-advance an amount up to $300.0 million of the $600.0 million. As of August 31, 2020, $130.0 million of revolving loans were outstanding under this agreement. Principal on the outstanding balances is payable in full in September 2025.

Long-term debt outstanding as of August 31, 2020, has aggregate maturities, excluding fair value adjustments and finance leases (see Note 19, Leases, for a schedule of minimum future lease payments under finance leases), as follows:


	(Dollars in thousands)
2021	$	181,628
2022	30,828
2023	282,828
2024	780
2025	696,780
Thereafter	558,103
Total	$	1,750,947

Interest expense for the years ended August 31, 2020, 2019 and 2018, was $117.0 million, $167.1 million and $149.2 million, respectively, net of capitalized interest of $10.9 million, $9.4 million and $6.7 million, respectively.