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Debt
12 Months Ended
Dec. 31, 2018
Debt [Abstract]  
Debt

22.  Debt



 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

 

Carrying amount

As at December 31,

 

2018 

 

 

2017 

Short-term debt

$

19,896 

 

$

7,018 



 

 

 

 

 

 

 

Long-term debt:

 

 

 

 

 



 

 

 

 

 

 

 



Term loans (previously referred to as Delayed draw term loans):

 

 

 

 



 

Denominated in Canadian dollars, secured, bearing interest at a weighted

 

 

 

 

 



 

average rate of 4.339%, due in monthly installments of interest only and

 

 

 

 

 



 

quarterly installments of principal, maturing in October 2021

 

161,891 

 

 

185,143 



 

Denominated in United States dollars, secured, bearing interest at a weighted

 

 

 

 

 



 

average rate of 4.497%, due in weekly installments of interest only and

 

 

 

 

 



 

quarterly installments of principal, maturing in October 2021

 

62,690 

 

 

144,544 



 

Less: unamortized debt issue costs

 

(2,419)

 

 

(4,134)



Senior unsecured notes:

 

 

 

 



 

Bearing interest at 5.375% due in semi-annual installments, with the full

 

 

 

 

 



 

amount of principal due in January 2025

 

500,000 

 

 

500,000 



 

Less: unamortized debt issue costs

 

(10,864)

 

 

(12,661)

Total long-term debt

 

711,298 

 

 

812,892 



 

 

 

 

 

 

 

Total debt

$

731,194 

 

$

819,910 



 

 

 

 

 

 

 

Long-term debt:

 

 

 

 

 

Current portion

$

13,126 

 

$

16,907 

Non-current portion

 

698,172 

 

 

795,985 

Total long-term debt

$

711,298 

 

$

812,892 



On October 27, 2016, the Company entered into a credit agreement (the “Credit Agreement”) with a syndicate of lenders, and Bank of America, N.A. (“BofA”), as administrative agent. At that time, the Credit Agreement provided the Company with:

·

Multicurrency revolving facilities of up to $675,000,000 (the “Revolving facilities”);

·

A delayed draw term loan facility of up to $325,000,000 (the “Term loans”);

·

At the Company’s election and subject to certain conditions, including receipt of related commitments, incremental term loan facilities and/or increases to the Revolving facilities in an aggregate amount of up to $50,000,000.

22.  Debt (continued)

The Company may use the proceeds from the Revolving facilities for general corporate purposes. The amount available pursuant to the Terms loans was only available to finance the acquisition of IronPlanet and is not be available for other corporate purposes upon repayment of amounts borrowed under that facility. On May 31, 2017, the Company borrowed $325,000,000 under the Term loans to finance the acquisition of IronPlanet (note 29). The Term loans amortize in equal quarterly installments in an annual amount of 5% for the first two years and 10% in the third through fifth years, with the balance payable at maturity. Upon the closing of the acquisition the Credit Agreement became secured by the assets of the Company and certain of its subsidiaries in Canada and the United States. The Credit Agreement may become unsecured again, subject to the Company meeting specified credit rating or leverage ratio conditions.



On June 21, 2018, the Company reduced the amount available on the Company’s Revolving facilities by $185,000,000. At December 31, 2018, the Company’s Credit Agreement provides the Company with:

·

Revolving facilities of up to $490,000,000 

·

Terms loans used to finance the acquisition of IronPlanet and

·

At the Company’s election and subject to certain conditions, including receipt of related commitments, incremental Term loan facilities and/or increases to the Revolving facilities in an aggregate amount of up to $50,000,000.

For the year ended December 31, 2018, the Company made scheduled debt repayments of $11,013,000 on the term loans (2017: $8,410,000). For the year ended December 31, 2018, the Company made voluntary prepayments totalling $80,000,000 (2017: $nil) on the term loan denominated in United States dollars. Prepayments are applied against future scheduled mandatory payments. 



On December 21, 2016, the Company completed the offering of $500,000,000 aggregate principal amount of 5.375% senior unsecured notes due January 15, 2025 (the “Notes”). Interest on the Notes is payable semi-annually. The proceeds from the offering were held in escrow until completion of the acquisition of IronPlanet. On May 31, 2017, the funds were released from escrow to finance the acquisition of IronPlanet. The Notes are jointly and severally guaranteed on an unsecured basis, subject to certain exceptions, by each of the Company’s subsidiaries that is a borrower or guarantees indebtedness under the Credit Agreement. IronPlanet and certain of its subsidiaries were added as additional guarantors in connection with the acquisition of IronPlanet.



Short-term debt is comprised of drawings in different currencies on the Company’s committed revolving credit facilities and have a weighted average interest rate of 2.3% (December 31, 2017: 2.7%).



As at December 31, 2018, principal repayments for the remaining period to the contractual maturity dates are as follows:



 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

 

 

 

 

 

Face value

2019

 

 

 

 

13,126 

2020

 

 

 

 

17,502 

2021

 

 

 

 

193,953 

2022

 

 

 

 

 -

2023

 

 

 

 

 -

Thereafter

 

 

 

 

 

 

500,000 



 

 

 

 

 

$

724,581 



As at December 31, 2018, the Company had unused committed revolving credit facilities aggregating $467,801,000 of which $463,673,000 is available until October 27, 2021.