XML 97 R63.htm IDEA: XBRL DOCUMENT v2.4.0.8
LONG-TERM DEBT AND OTHER FINANCING ARRANGEMENTS Credit Facility and Capital Lease Obligations(Details)
6 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2014
USD ($)
Dec. 31, 2013
USD ($)
Jun. 30, 2014
2017 Term Loan [Member]
USD ($)
Dec. 31, 2013
2017 Term Loan [Member]
USD ($)
Jun. 30, 2014
2017 Term Loan Plus Interest Paid-in-Kind [Member]
USD ($)
Jun. 30, 2014
2017 Revolving Credit Facility [Member]
USD ($)
Dec. 31, 2013
2017 Revolving Credit Facility [Member]
USD ($)
Jun. 30, 2014
CME NV and CME BV [Member]
2017 Term Loan [Member]
Jun. 30, 2014
CME NV and CME BV [Member]
2017 Revolving Credit Facility [Member]
Jun. 30, 2014
BMG Bank Mendes Gans [Member]
USD ($)
Dec. 31, 2013
BMG Bank Mendes Gans [Member]
USD ($)
Jun. 30, 2014
Ceska Sporitelna [Member]
Subsidiaries [Member]
Jun. 30, 2014
Ceska Sporitelna [Member]
CET 21 [Member]
USD ($)
Jun. 30, 2014
Ceska Sporitelna [Member]
CET 21 [Member]
CZK
Dec. 31, 2013
Ceska Sporitelna [Member]
CET 21 [Member]
USD ($)
Jun. 30, 2014
CNC Central National Cinematografei [Member]
USD ($)
loan
Dec. 31, 2013
CNC Central National Cinematografei [Member]
USD ($)
Jun. 30, 2014
CNC Central National Cinematografei [Member]
ROMANIA [Member]
USD ($)
Jun. 30, 2014
CNC Central National Cinematografei [Member]
ROMANIA [Member]
RON
Dec. 31, 2013
CNC Central National Cinematografei [Member]
ROMANIA [Member]
USD ($)
Dec. 31, 2013
CNC Central National Cinematografei [Member]
ROMANIA [Member]
RON
Jun. 30, 2014
Alternative Base Rate [Member]
2017 Revolving Credit Facility [Member]
Jun. 30, 2014
Base Rate [Member]
2017 Revolving Credit Facility [Member]
Line of Credit Facility [Line Items]                                              
Debt Instrument, Interest Rate, Stated Percentage     15.00%                                       1.00%
Principal Amount of Liability Component     $ 30,000,000 [1],[2]   $ 30,727,000 [1],[2] $ 0 [1]                                  
Senior debt 802,517,000 956,956,000 17,676,000 [3] 0 [3] 17,676,000 [1],[2] 0 [1]                                  
Credit facilities 3,626,000 [4],[5],[6] 3,755,000 [4],[5],[6]       0 [7] 0 [7]     300,000 800,000   0   0                
Capital leases 3,937,000 4,343,000                                          
Total credit facilities and capital leases 25,239,000 8,098,000                                          
Less: current maturities (1,479,000) (2,111,000)                                          
Total non-current credit facilities and capital leases 23,760,000 5,987,000                                          
Line of Credit Facility, Maximum Borrowing Capacity                         45,300,000 910,000,000                  
Line of credit facility cash pooling arrangement deposit                   30,000,000 21,800,000                        
Basis spread on variable rate (in percent)                       2.50%                   13.00% 14.00%
Outstanding Shares Pledged, Percentage               100.00% 100.00%                            
Line of Credit Facility, Withdrawals, Integral Multiples           1,000,000                                  
Line of Credit Facility, Withdrawals, Minimum           20,000,000                                  
Long-term debt                                   3,900,000 12,500,000 3,900,000 12,500,000    
Number of loans outstanding                               15              
Long-term debt fair value adjustment                               $ 600,000 $ 600,000            
[1] The equity component of the 2017 Term Loan and 2017 Revolving Credit Facility above represents the fair value ascribed to the Initial Warrants (see Note 14, "Equity") based on the relative borrowing capacity of these facilities. The fair value is accounted for as a discount on the 2017 Term Loan, which is being amortized over the life of the 2017 Term Loan using the effective interest method; and as debt issuance costs for the 2017 Revolving Credit Facility, which are being amortized on a straight-line basis over the lives of the respective instruments.
[2] The original principal amount of the 2017 Term Loan was US$ 30.0 million. Amount presented represents original principal amount plus interest paid-in-kind by adding such amount to the outstanding principal amount.
[3] As at June 30, 2014, the principal amount outstanding of the 15.0% term loan facility due 2017 (the "2017 Term Loan") was US$ 30.7 million. The carrying value of the 2017 Term Loan is comprised of the original outstanding principal amount of US$ 30.0 million less an issuance discount plus interest for which we made an election to pay in-kind. Interest is payable semi-annually in arrears on each June 30 and December 31, which the Company may pay in cash or in-kind. The 2017 Term Loan matures on December 1, 2017.The 2017 Term Loan is jointly and severally guaranteed by CME NV and CME BV and is secured by a pledge over 100% of the outstanding shares of each of CME NV and CME BV. The terms of the 2017 Term Loan contains limitations on CME’s ability to incur indebtedness, incur guarantees, grant liens, pay dividends or make other distributions, enter into certain affiliate transactions, consolidate, merge or effect a corporate reconstruction, make certain investments acquisitions and loans, and conduct certain asset sales. The 2017 Term Loan also contains maintenance covenants in respect of interest cover, cash flow cover and total leverage ratios, and has more restrictive provisions, including in respect of certain events of defaults, than corresponding provisions contained in the indenture governing the 2017 Fixed Rate Notes and the 2017 PIK Notes.Under the terms of the 2017 Term Loan, we are permitted to prepay the 2017 Term Loan in whole, but not in part, subject to the concurrent repayment and discharge of the 2017 PIK Notes. Certain derivative instruments, including contingent event of default and change of control put options, have been identified as being embedded in the 2017 Term Loan. The embedded derivatives are not considered clearly and closely related to the 2017 Term Loan, and as such are required to be accounted for separately. The probability-weighted fair value of the embedded derivatives was not material at issuance or at June 30, 2014.
[4] As at June 30, 2014 and December 31, 2013, there were no drawings outstanding under a CZK 910.0 million (approximately US$ 45.3 million) factoring framework agreement with Factoring Ceska Sporitelna (“FCS”). Under this facility up to CZK 910.0 million (approximately US$ 45.3 million) may be factored on a recourse or non-recourse basis. The facility bears interest at one-month PRIBOR plus 2.5% for the period that actively assigned accounts receivable are outstanding.
[5] We have a cash pooling arrangement with Bank Mendes Gans (“BMG”), a subsidiary of ING Bank N.V. (“ING”), which enables us to receive credit across the group in respect of cash balances which our subsidiaries deposit with BMG. Cash deposited by our subsidiaries with BMG is pledged as security against the drawings of other subsidiaries up to the amount deposited.As at June 30, 2014, we had deposits of US$ 30.0 million in and drawings of US$ 0.3 million on the BMG cash pool. Interest is earned on deposits at the relevant money market rate. As at December 31, 2013, we had deposits of US$ 21.8 million in and drawings of US$ 0.8 million on the BMG cash pool.
[6] At June 30, 2014, our operations in Romania had an aggregate principal amount of RON 12.5 million (approximately US$ 3.9 million) (December 31, 2013, RON 12.5 million, approximately US$ 3.9 million based on June 30, 2014 rates) of loans outstanding with the Central National al Cinematografei ("CNC"), a Romanian governmental organization which provides financing for qualifying filmmaking projects. Upon acceptance of a particular project, the CNC awards an agreed level of funding to each project in the form of an interest-free loan. Loans from the CNC are typically advanced for a period of ten years and are repaid through the proceeds from the distribution of the film content. At June 30, 2014, we had 15 loans outstanding with the CNC with maturity dates ranging from 2014 to 2024. The carrying amounts at June 30, 2014 and December 31, 2013 are net of a fair value adjustment of US$ 0.6 million and US$ 0.6 million, respectively, arising on acquisition.
[7] As at June 30, 2014, we had no drawings outstanding under the 2017 Revolving Credit Facility. The 2017 Revolving Credit Facility bears interest at a rate per annum based on, at our option, an alternative base rate plus 13.0% or an amount equal to the greater of (i) an adjusted LIBO rate and (ii) 1.0%, plus, in each case, 14.0%, which the Company may pay in cash or in-kind by adding such accrued interest to the applicable principal amount drawn under the 2017 Revolving Credit Facility. The 2017 Revolving Credit Facility matures on December 1, 2017.The 2017 Revolving Credit Facility is jointly and severally guaranteed by CME NV and CME BV and is secured by a pledge over 100% of the outstanding shares of each of CME NV and CME BV. The covenants are substantially the same as under the 2017 Term Loan.Each borrowing under the 2017 Revolving Credit Facility must be in integral multiples of US$ 1.0 million and not less than US$ 20.0 million. The 2017 Revolving Credit Facility permits prepayment at our option in whole or in part.