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Debt
6 Months Ended
Jun. 30, 2017
Debt Disclosure [Abstract]  
Debt

 

4. DEBT

Our long-term debt, as of June 30, 2017 and December 31, 2016, was as follows (in thousands):

 

 

 

June 30,

 

 

December 31,

 

 

 

2017

 

 

2016

 

Credit Agreement:

 

 

 

 

 

 

 

 

Term loan, due February 2020, interest at adjusted LIBOR plus 1.75% (combined rate of

3.05% at June 30, 2017)

 

$

127,500

 

 

$

135,000

 

Less - deferred financing costs

 

 

(2,874

)

 

 

(3,489

)

Term loan, net of unamortized discounts

 

 

124,626

 

 

 

131,511

 

$200 million revolving loan facility, due February 2020, interest at adjusted LIBOR plus

applicable margin

 

 

 

 

Convertible Notes:

 

 

 

 

 

 

 

 

2016 Convertible Notes – Senior convertible notes; due March 15, 2036; cash interest at

4.25%

 

 

230,000

 

 

 

230,000

 

Less – unamortized original issue discount

 

 

(12,764

)

 

 

(14,005

)

Less – deferred financing costs

 

 

(5,014

)

 

 

(5,513

)

2016 Convertible Notes, net of unamortized discounts

 

 

212,222

 

 

 

210,482

 

2010 Convertible Notes – Senior subordinated convertible notes; due March 1, 2017; cash

interest at 3.0%

 

 

 

 

 

34,722

 

Less – unamortized original issue discount

 

 

 

 

 

(272

)

Less – deferred financing costs

 

 

 

 

 

(24

)

2010 Convertible Notes, net of unamortized discounts

 

 

 

 

 

34,426

 

Total debt, net of unamortized discounts

 

 

336,848

 

 

 

376,419

 

Current portion of long-term debt, net of unamortized discounts

 

 

(18,750

)

 

 

(49,426

)

Long-term debt, net of unamortized discounts

 

$

318,098

 

 

$

326,993

 


Credit Agreement

During the six months ended June 30, 2017, we made $7.5 million of principal repayments on our $150 million aggregate principal five-year term loan (the “2015 Term Loan”). As of June 30, 2017, our interest rate on the 2015 Term Loan is 3.05% (adjusted LIBOR plus 1.75% per annum), effective through September 29, 2017, and our commitment fee on the unused $200 million aggregate principal five-year revolving loan facility (the “2015 Revolver”) is 0.25%.  As of June 30, 2017, we had no borrowing outstanding on our 2015 Revolver and had the entire $200.0 million available to us.     

Convertible Notes

2016 Convertible Notes.  Upon conversion of the 2016 Convertible Notes, we will settle our conversion obligation by paying or delivering, as the case may be, cash, shares of our common stock, or a combination thereof, at our election. It is our current intent and policy to settle our conversion obligations as follows: (i) pay cash for 100% of the par value of the 2016 Convertible Notes that are converted; and (ii) to the extent the value of our conversion obligation exceeds the par value, we can satisfy the remaining conversion obligation in our common stock, cash or a combination thereof.

The 2016 Convertible Notes will be convertible at the option of the note holders upon the satisfaction of specified conditions and during certain periods. During the period from, and including, December 15, 2021 to the close of business on the business day immediately preceding March 15, 2022 and on or after December 15, 2035, holders may convert all or any portion of their 2016 Convertible Notes at the conversion rate then in effect at any time regardless of these conditions.

As a result of us increasing our dividend in March 2017 (see Note 8), the previous conversion rate for the 2016 Convertible Notes of 17.4699 shares of our common stock per $1,000 principal amount of the 2016 Convertible Notes, which is equivalent to an initial conversion price of approximately $57.24 per share of our common stock, has been adjusted to 17.4753 shares of our common stock per $1,000 principal amount of the 2016 Convertible Notes, which is equivalent to an initial conversion price of approximately $57.22 per share of our common stock.

Holders may require CSG to repurchase the 2016 Convertible Notes for cash on each of March 15, 2022, March 15, 2026, and March 15, 2031, or upon the occurrence of a fundamental change (as defined in the 2016 Convertible Notes Indenture) in each case at a purchase price equal to the principal amount thereof plus accrued and unpaid interest.

We may not redeem the 2016 Convertible Notes prior to March 20, 2020. On or after March 20, 2020, we may redeem for cash all or part of the 2016 Convertible Notes if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which CSG provides notice of redemption. On or after March 15, 2022, we may redeem for cash all or part of the 2016 Convertible Notes regardless of the sales price condition described in the preceding sentence. In each case, the redemption price will equal the principal amount of the 2016 Convertible Notes to be redeemed, plus accrued and unpaid interest.

As of June 30, 2017, none of the conversion features have been achieved, and thus, the 2016 Convertible Notes are not convertible by the holders.

2010 Convertible Notes.   In March 2017, we settled our conversion obligation for the 2010 Convertible Notes as follows: (i) we paid cash of $34.8 million for the remaining par value of the 2010 Convertible Notes; and (ii) delivered 694,240 shares of our common shares from treasury stock, to settle the $28.8 million value of the conversion obligation in excess of the par value. See Note 8 for discussion of our equity transactions.