4. Accounts Receivable

PNC Receivables Facility

In October 2018, in connection with the GBG Acquisition, the Company entered into a three-year trade receivables securitization facility (the “PNC Receivables Facility”) pursuant to (i) a Purchase and Sale Agreement, among certain subsidiaries of the Company, as “Originators,” and Spring Funding, LLC (“Spring”), a wholly owned, bankruptcy-remote special purpose subsidiary of the Company, as “Buyer” (the “PSA”) and (ii) a Receivables Purchase Agreement among Spring, as “Seller”, the Company, as initial “Servicer”, certain purchasers party thereto (the “Purchasers”), PNC Bank, National Association, as Administrative Agent, and PNC Capital Markets LLC, as Structuring Agent (the “RPA”). Other subsidiaries of the Company may later enter into the PNC Receivables Facility. At the end of the initial three year term, the Purchasers may elect to renew their commitments under the RPA.

Under the terms of the PSA, the Originators sell or contribute certain of their trade accounts receivable, related collections and security interests (the “Receivables”) to Spring on a revolving basis. Under the terms of the RPA, Spring sells to the Purchasers the Receivables for up to $450.0 million, prior to an amendment in fiscal 2019 that increased the amount to $600.0 million in the event of syndication of the PNC Receivables Facility, in cash proceeds. The proceeds from the Purchasers’ investment are used to finance Spring’s purchase of the Receivables from the Originators. Spring may also use the proceeds from a subordinated loan made by the Originators to Spring to finance purchases of the Receivables from the Originators. Rather than remitting to the Purchasers the amount received upon payment of the Receivables, Spring reinvests such Receivables payments to purchase additional Receivables from the Originators through the term of the agreement, subject to the Originators generating sufficient eligible Receivables to sell to Spring in replacement of collected balances. Advances under the RPA will accrue interest based on a variable rate plus a margin.

On April 25, 2019, the Company amended its PNC Receivables Facility pursuant to (i) an amendment to the PSA (“PSA Amendment”) and (ii) an amendment to the RPA. Under the terms of the PSA Amendment, the Originators continue to sell or contribute certain of Receivables to Spring on a revolving basis and redefined Originators to include an additional subsidiary of the Company. Throughout fiscal 2019, the Company has also entered into numerous amendments to the RPA (“RPA Amendments”) that, among other things, (i) permitted Spring to sell Receivables for up to $600.0 million in cash proceeds to Purchasers; (ii) added Centric-Canada Apparel & Accessories ULC, an unlimited liability company organized under the laws of British Columbia, to enable the purchase and sale of Canadian receivables pursuant to the PNC Receivables Facility; (iii) changed the monthly settlement date from the 25th of each month to the 28th of each month; and (iv) added Fifth Third Bank and Wells Fargo as additional purchasers of the commitments under the RPA to allow for full utilization of the $600.0 million available under the PNC Receivables Facility.

Accounts receivable consisted of the following (in thousands):


	As of		As of
	September 30, 2019		December 31, 2018
Insured receivables sold	$	486,122	$	380,595
Uninsured receivables sold		39,665		43,630
Total receivables sold		525,787		424,225
Purchase price of sold receivables		(423,000)		(364,900)
Allowances		(17,337)		(25,500)
Sold receivables, net	$	85,450	$	33,825

Accounts receivable, net	$	18,197	$	27,910