Debt and Credit Facilities

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

Debt and Credit Facilities

Debt and Credit Facilities

Our total debt outstanding consisted of the amounts set forth in the following table: 

(In millions)	Interest rate		September 30, 2021		December 31, 2020
Short-term borrowings(1)			$	0.4	$	7.2
Current portion of long-term debt(2)			487.8		22.3
Total current debt			488.2		29.5
Term Loan A due August 2022(2)			—		474.7
Term Loan A due July 2023			34.9		208.6
Senior Notes due December 2022	4.875	%	85.5		423.3
Senior Notes due April 2023	5.250	%	423.6		422.9
Senior Notes due September 2023	4.500	%	462.6		490.2
Senior Notes due December 2024	5.125	%	422.6		422.1
Senior Notes due September 2025	5.500	%	398.1		397.8
Senior Secured Notes due October 2026	1.573	%	594.6		—
Senior Notes due December 2027	4.000	%	421.3		420.9
Senior Notes due July 2033	6.875	%	446.2		446.0
Other(2)			26.0		24.9
Total long-term debt, less current portion(3)			3,315.4		3,731.4
Total debt(4)			$	3,803.6	$	3,760.9

(1)Short-term borrowings of $0.4 million and $7.2 million at September 30, 2021 and December 31, 2020, respectively, were comprised of short-term borrowings from various lines of credit.

(2)Current portion of long-term debt includes $475 million related to the Term Loan A due August 2022 as well as finance lease liabilities of $10.9 million at September 30, 2021. Current portion of long-term debt includes finance lease liabilities of $10.5 million at December 31, 2020. Other debt includes long-term liabilities associated with our finance leases of $20.2 million and $23.9 million at September 30, 2021 and December 31, 2020, respectively. See Note 4, "Leases," for additional information on finance and operating lease liabilities.

(3)Amounts are shown net of unamortized discounts and issuance costs of $20.4 million as of September 30, 2021 and $20.1 million as of December 31, 2020.

(4)As of September 30, 2021, our weighted average interest rate on our short-term borrowings outstanding was 4.2% and on our long-term debt outstanding was 4.1%. As of December 31, 2020, our weighted average interest rate on our short-term borrowings outstanding was 2.2% and on our long-term debt outstanding was 4.4%.

Lines of Credit

The following table summarizes our available lines of credit and committed and uncommitted lines of credit, including our revolving credit facility, and the amounts available under our accounts receivable securitization programs.

(In millions)	September 30, 2021		December 31, 2020
Used lines of credit(1)	$	0.4	$	7.2
Unused lines of credit	1,302.6		1,312.0
Total available lines of credit(2)	$	1,303.0	$	1,319.2

(1)Includes total borrowings under the accounts receivable securitization programs, the revolving credit facility and borrowings under lines of credit available to several subsidiaries.

(2)Of the total available lines of credit, $1,140.1 million was committed as of September 30, 2021.

Senior Secured Notes

2021 Activity

On September 29, 2021, Sealed Air issued $600 million aggregate principal amount of 1.573% Senior Secured Notes due 2026 (the “2026 Notes”). The 2026 Notes will mature on October 15, 2026. Interest is payable on April 15 and October 15 of each year, commencing April 15, 2022. The 1.573% Notes and related guarantees will be secured on a first-priority basis by liens on substantially all of the Company's and the Guarantors' personal property securing obligations that the Company owes to lenders under the Company's senior secured credit facilities on a pari passu basis, in each case excluding certain property and subject to certain other exceptions.

Prior to the date that is one month prior to the scheduled maturity date of the 2026 Notes (the “Par Call Date”), Sealed Air may redeem the 2026 Notes, in whole or in part, at any time, at a redemption price equal to the greater of (i) 100% of the principal amount of such 2026 Notes or (ii) the sum of the present values of the remaining scheduled payments of principal and interest on such 2026 Notes (assuming for this purpose that interest accrued to the Par Call Date is scheduled to be paid on the Par Call Date) from the redemption date to the Par Call Date discounted to the redemption date on a semiannual basis, plus in either (i) or (ii), any interest accrued but not paid to the date of redemption.

At any time on or after the Par Call Date, Sealed Air may redeem the 2026 Notes, in whole or in part, at a redemption price equal to 100% of the principal amount thereof, plus any interest accrued but not paid to, but not including, the date of redemption.

We capitalized $5.4 million of non-lender fees incurred in connection with the 2026 Notes which are included in long-term debt, less current portion on our Condensed Consolidated Balance Sheets.

The net proceeds from the offering of the 2026 Notes were used (i) to repurchase the outstanding 4.875% Senior Notes due 2022 (the “2022 Notes”) tendered pursuant to the tender offer commenced by the Company on September 15, 2021, (ii) to satisfy and discharge all of the remaining outstanding 2022 Notes in accordance with the terms of the indenture governing the 2022 Notes, and (iii) to repay a portion of the U.S. dollar tranche of Term Loan A due 2023. On September 30, 2021, the Company paid $358.1 million for the repurchase of the 2022 Notes, which included the principal amount of $339.3 million, a premium of $13.3 million and accrued interest of $5.5 million. A pre-tax loss of $14.7 million was recognized on the repurchase and cancellation of the 2022 Notes, including the premium noted above and accelerated amortization of non-lender fees within Other (expense) income, net on our Condensed Consolidated Statement of Operations for the three and nine months ended September 30, 2021. The remaining $85.7 million principal amount of the 2022 Notes was satisfied and discharged on October 15, 2021 in accordance with the terms of the indenture governing the 2022 Notes. The $85.7 million, net of unamortized issuance costs, was included in total long debt, less current portion on our Condensed Consolidated Balance Sheet as of September 30, 2021.

Additionally, on September 30, 2021, the Company repaid an aggregate principal amount of $177.2 million of the U.S. dollar tranche of Term Loan A due 2023, plus accrued interest of $0.2 million.

Covenants

Each issue of our outstanding senior notes and senior secured notes imposes limitations on our operations and those of specified subsidiaries. Our senior secured credit facility contains customary affirmative and negative covenants for credit facilities of this type, including limitations on our indebtedness, liens, investments, restricted payments, mergers and acquisitions, dispositions of assets, transactions with affiliates, amendment of documents and sale leasebacks, and a covenant specifying a maximum leverage ratio to EBITDA. We were in compliance with the above financial covenants and limitations at September 30, 2021.