Long-term Debt

Long-term debt, including the current portion, consisted of the following:



	December 31, 2015		March 31, 2015
Senior Credit Facility:
Term Loan A due 2020	$	790,000	$	—
Revolving Credit Facility due 2020	—		—
5.25% Senior Notes due 2021	300,000		300,000
5.50% Senior Notes due 2023	400,000		—
Former Senior Credit Facility:
Term A Loan due 2018	—		946,875
Term A Loan due 2019	—		144,375
Term B Loan due 2020	—		197,251
Carrying amount of long-term debt	1,490,000		1,588,501
Unamortized debt issuance costs:
Senior Credit Facility	6,302		14,408
5.25% Senior Notes due 2021	1,915		2,160
5.50% Senior Notes due 2023	5,947		—
Unamortized debt issuance costs	14,164		16,568
Long-term debt less unamortized debt issuance costs	1,475,836		1,571,933
Less: Current portion of long-term debt	40,000		59,997
Long-term debt	$	1,435,836	$	1,511,936

Senior Credit Facility

In September 2015, the Company refinanced its former senior credit facility with a new senior credit facility (the "Senior Credit Facility"), which is comprised of a term loan of $800,000 (the "Term Loan A") and a revolving credit facility of $1,000,000 (the "Revolving Credit Facility"), both of which mature in 2020. The Term Loan A is subject to quarterly principal payments of $10,000, with the remaining balance due on September 29, 2020. Substantially all tangible and intangible assets of the Company and certain domestic subsidiaries, excluding real property, are pledged as collateral under the Senior Credit Facility. Borrowings under the Senior Credit Facility bear interest at a per annum rate equal to either the sum of a base rate plus a margin or the sum of a LIBOR rate plus a margin. Each margin is based on the Company's total leverage ratio. Based on the Company's current total leverage ratio, the current base rate margin is 0.25% and the current LIBOR margin is 1.25%. The weighted-average interest rate for the Term Loan A, after taking into account the interest rate swaps discussed below, was 2.06% at December 31, 2015. The Company pays a quarterly commitment fee on the unused portion of the Revolving Credit Facility based on its total leverage ratio. Based on the Company's current total leverage ratio, this current fee is 0.2%. At December 31, 2015, the Company had no borrowings outstanding on the Revolving Credit Facility and had outstanding letters of credit of $146,477, which reduced amounts available on the Revolving Credit Facility to $853,523. As a result of this refinancing, the Company recorded a charge of $10,301, reported in net interest expense, to write off a portion of the unamortized debt issuance costs associated with the Former Senior Credit Facility. The remaining unamortized debt issuance costs associated with the Former Senior Credit Facility of $3,361 are being amortized to interest expense along with $3,306 of debt issuance costs incurred related to the Senior Credit Facility over five years, the term of the Senior Credit Facility.

5.25% Notes

In fiscal 2014, the Company issued $300,000 aggregate principal amount of 5.25% Senior Notes (the "5.25% Notes") that mature on October 1, 2021. These notes are general unsecured obligations. Interest on these notes is payable on April 1 and October 1 of each year. The Company has the right to redeem some or all of these notes from time to time on or after October 1, 2016, at specified redemption prices. Prior to October 1, 2016, the Company may redeem some or all of these notes at a price equal to 100% of their principal amount plus accrued and unpaid interest to the date of redemption and a specified make-whole premium. In addition, prior to October 1, 2016, the Company may redeem up to 35% of the aggregate principal amount of these notes with the net cash proceeds of certain equity offerings, at a price equal to 105.25% of their principal amount plus accrued and unpaid interest to the date of redemption. Debt issuance costs of $2,625 related to these notes are being amortized to interest expense over eight years, the term of the notes.

5.50% Notes

In September 2015, the Company issued $400,000 aggregate principal amount of 5.50% Senior Notes (the "5.50% Notes") that mature on October 1, 2023. These notes are general unsecured obligations. Interest on these notes is payable on April 1 and October 1 of each year. The Company has the right to redeem some or all of these notes from time to time on or after October 1, 2018, at specified redemption prices. Prior to October 1, 2018, the Company may redeem some or all of these notes at a price equal to 100% of their principal amount plus accrued and unpaid interest to the date of redemption and a specified make-whole premium. In addition, prior to October 1, 2018, the Company may redeem up to 35% of the aggregate principal amount of these notes with the net cash proceeds of certain equity offerings, at a price equal to 105.50% of their principal amount plus accrued and unpaid interest to the date of redemption. Debt issuance costs of $6,136 (as restated) related to these notes are being amortized to interest expense over eight years, the term of the notes.

Former Senior Credit Facility

As noted above, in September 2015 the Company refinanced and paid off its former senior credit facility (the "Former Senior Credit Facility") which was comprised of a term loan of $1,160,000 (the "Former Term A Loan"), a term loan of $250,000 (the "Former Term B Loan") and a $700,000 revolving credit facility (the "Former Revolving Credit Facility"), all of which were to mature from 2018 to 2020. The Former Term A Loan and the Former Term B loan were subject to quarterly principal payments of $14,500 and $499, respectively. Substantially all domestic tangible and intangible assets of the Company and its subsidiaries were pledged as collateral under the Former Senior Credit Facility. Borrowings under the Former Senior Credit Facility were charged interest at a rate equal to either the sum of a base rate plus a margin or the sum of a Eurodollar rate plus a margin. Each margin was based on the Company's senior secured credit ratings. The Company paid an annual commitment fee on the unused portion of the Former Revolving Credit Facility based on its senior secured credit ratings.

Loss on Extinguishment of Debt

In fiscal 2015 the Company recorded a $26,626 loss on extinguishment of debt pertaining to the redemption of its former 6.875% senior subordinated notes in connection with the Distribution and Merger.

Interest Rate Swaps

In fiscal 2014 the Company entered into floating-to-fixed interest rate swap agreements in order to hedge the Company’s forecasted interest payments on its outstanding variable rate debt, which has included the term loans associated with the Senior Credit Facility and Former Senior Credit Facility.

At December 31, 2015, the Company had the following cash flow hedge interest rate swaps in place:



	Notional		Fair Value			Pay Fixed		Receive Floating		Maturity Date
Non-amortizing swap	$	100,000	$	(200	)	0.87	%	0.42	%	August 2016
Non-amortizing swap	$	100,000	$	(668	)	1.29	%	0.42	%	August 2017
Non-amortizing swap	$	100,000	$	(1,441	)	1.69	%	0.42	%	August 2018
Non-amortizing swap	$	50,000	$	9		0.65	%	0.42	%	November 2016
Non-amortizing swap	$	50,000	$	(139	)	1.10	%	0.42	%	November 2017

The amount to be paid or received under these swaps is recorded as an adjustment to interest expense.

Rank and Guarantees

The 5.25% Notes and the 5.50% Notes are the Company’s general unsecured and unsubordinated obligations and rank equally in right of payment with all of the Company’s existing and future unsecured and unsubordinated indebtedness, rank senior in right of payment to all of the Company’s existing and future subordinated indebtedness and are effectively subordinated to all existing and future senior secured indebtedness, including the Senior Credit Facility, to the extent of the collateral. The 5.25% Notes and the 5.50% Notes are guaranteed on an unsecured basis, jointly and severally and fully and unconditionally, by substantially all of the Company's domestic subsidiaries. The Senior Credit Facility obligations are guaranteed on a secured basis, jointly and severally and fully and unconditionally, by substantially all of the Company's domestic subsidiaries. All of these guarantor subsidiaries are 100% owned by the Company. The Company, exclusive of these guarantor subsidiaries, has no independent operations or material assets. The guarantee by any Subsidiary Guarantor of the Company's obligations in respect of the 5.25% Notes and the 5.50% Notes will be released in each of the following circumstances:


•	if, as a result of the sale of its capital stock, such Subsidiary Guarantor ceases to be a Restricted Subsidiary;


•	if such Subsidiary Guarantor is designated as an "Unrestricted Subsidiary" with respect to the 5.25% Notes and the 5.50% Notes;


•	upon defeasance or satisfaction and discharge of the 5.25% Notes and the 5.50% Notes, as applicable; and


•	if such Subsidiary Guarantor has been released from its guarantees of indebtedness under the credit agreement governing the Senior Credit Facility (the "Credit Agreement") and all capital markets debt securities.

Scheduled Minimum Loan Payments

Scheduled minimum loan payments are as follows (as restated):



2016	$	40,000
2017	40,000
2018	40,000
2019	40,000
2020	630,000
Thereafter	700,000
Total	$	1,490,000

Covenants and Default Provisions

The Company's Senior Credit Facility and the indentures governing the 5.25% Notes and the 5.50% Notes impose restrictions on the Company, including limitations on its ability to incur additional debt, enter into capital leases, grant liens, pay dividends and make certain other payments, sell assets, or merge or consolidate with or into another entity. In addition, the Senior Credit Facility limits the Company's ability to enter into sale-and-leaseback transactions. The 5.25% Notes and 5.50% Notes limit the aggregate sum of dividends, share repurchases, and other designated restricted payments to an amount based on the Company’s net income, stock issuance proceeds, and certain other items since April 1, 2001, less restricted payments made since that date. The Senior Credit Facility allows the Company to make unlimited "restricted payments" (as defined in the Credit Agreement), which, among other items, would allow payments for future stock repurchases, as long as the Company maintains a certain amount of liquidity and maintains certain senior secured debt limits, with a limit, when those senior secured debt limits are not met, of $250,000 plus proceeds of any equity issuances plus 50% of net income since October 7, 2010. The Senior Credit Facility also requires the Company to meet and maintain specified financial ratios, including a minimum interest coverage ratio and a maximum consolidated total leverage ratio. The Company's debt agreements contain cross-default provisions so that noncompliance with the covenants within one debt agreement could cause a default under other debt agreements as well. The Company's ability to comply with these covenants and to meet and maintain the financial ratios may be affected by events beyond its control. Borrowings under the Senior Credit Facility are subject to compliance with these covenants. As of December 31, 2015, the Company was in compliance with the financial covenants.