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INDEBTEDNESS
 6 Months Ended
Jun. 30, 2017
INDEBTEDNESS

NOTE 13. INDEBTEDNESS

The following table summarizes total indebtedness:

June 30, 2017
Principal AmountFair Value of Interest Rate Swap (1)Unamortized (Discount) PremiumUnamortized Debt Issuance CostsCarrying Value
Notes Payable:
5.50% 2010 Senior Notes, due 2020$500.0$5.6$(1.2)$(1.4)$503.0
4.50% 2012 Senior Notes, due 2022500.00.1(2.2)(1.9)496.0
4.875% 2013 Senior Notes, due 2024500.0-(1.9)(2.5)495.6
2.75% 2014 Senior Notes (5-Year), due 2019450.00.6(0.3)(1.4)448.9
5.25% 2014 Senior Notes (30-Year), due 2044600.0-3.3(5.8)597.5
1.75% 2015 Senior Notes, due 2027 570.3--(3.6)566.7
2.75% 2017 Senior Notes, due 2021500.0-(1.4)(3.7)494.9
2017 Floating Rate Senior Notes, due 2018300.0--(1.0)299.0
2.625% 2017 Private Placement Notes, due 2023500.0-(1.2)(3.8)495.0
3.25% 2017 Private Placement Notes, due 2028500.0-(5.4)(4.1)490.5
Total long-term debt$4,920.3$6.3$(10.3)$(29.2)$4,887.1
December 31, 2016
Principal AmountFair Value of Interest Rate Swap (1)Unamortized (Discount) PremiumUnamortized Debt Issuance CostsCarrying Value
Notes Payable:
6.06% Series 2007-1 Notes due 2017$300.0$-$-$-$300.0
5.50% 2010 Senior Notes, due 2020500.05.5(1.3)(1.6)502.6
4.50% 2012 Senior Notes, due 2022500.0(0.2)(2.4)(2.1)495.3
4.875% 2013 Senior Notes, due 2024500.0-(2.1)(2.7)495.2
2.75% 2014 Senior Notes (5-Year), due 2019450.00.9(0.4)(1.7)448.8
5.25% 2014 Senior Notes (30-Year), due 2044600.0-3.3(5.9)597.4
1.75% 2015 Senior Notes, due 2027 527.4--(3.7)523.7
Total debt$3,377.4$6.2$(2.9)$(17.7)$3,363.0
Current portion(300.0)
Total long-term debt$3,063.0
(1) The Company has entered into interest rate swaps on the 2010 Senior Notes and the 2014 Senior Notes (5-Year) which are more fully discussed in Note 7 above.

Term Loan Facility

On June 6, 2017, the Company entered into a three-year term loan facility with the capacity to borrow up to $500.0 million. At June 30, 2017, the Company did not have any outstanding borrowings under the 2017 Term Loan Facility. Any proceeds from the 2017 Term Loan Facility will be used to (i) fund the acquisition of Bureau van Dijk, (ii) pay acquisition-related fees and expenses and (iii) to repay certain existing indebtedness (including termination of certain hedging arrangements) of Bureau van Dijk’s affiliated entities. At the Company’s election, interest on borrowings under the facility is payable at rates that are based on either (a) Alternate Base Rate (as defined in the 2017 Term Loan Facility agreement) plus a premium (ranging from 0 BPS to 50 BPS annum) or (b) the Adjusted LIBO Rate (as defined in the 2017 Term Loan Facility agreement) plus a premium (ranging from 87.5 BPS to 150 BPS per annum), in each case, depending on the Company’s index debt rating. In addition, from the date that is 90 days after the date of the 2017 Term Loan Facility through and including the date the commitments under the 2017 Term Loan Facility are terminated in full, the Company also shall pay a non-refundable fee quarterly in arrears on the aggregate daily amount of the commitments under the 2017 Term Loan Facility ranging from 8 BPS to 17.5 BPS of the aggregate amount of commitments under the facility, depending on the Company’s index debt rating.

The 2017 Term Loan Facility contains covenants that, among other things, restrict the ability of the Company to engage in mergers, consolidations, asset sales, transactions with affiliates, sale and leaseback transactions or to incur liens, with exceptions as set forth in the 2017 Term Loan Facility agreement. The 2017 Term Loan Facility also contains a financial covenant that requires the Company to maintain a debt to EBITDA ratio of not more than: (i) 4.5 to 1.0 as of the end of each fiscal quarter (with respect to the first three consecutive fiscal quarters immediately following the closing of the 2017 Term Loan Facility when the Bureau van Dijk acquisition is consummated) and (ii) 4.0 to 1.0 as of the end of the fourth fiscal quarter immediately following the closing of the 2017 Term Loan Facility when the Bureau van Dijk acquisition is consummated and each fiscal quarter thereafter. The 2017 Term Loan Facility also contains customary events of default.

Credit Facility

On June 6, 2017, the Company entered into an amendment to the 2015 Facility. Pursuant to the amendment, the applicable rate for borrowings under the 2015 Facility will range from 0 BPS to 32.5 BPS per annum for Alternate Base Rate loans (as defined in the 2015 Facility agreement) and 79.5 BPS to 132.5 BPS per annum for Eurocurrency loans (as defined in the 2015 Facility agreement). In addition, the facility fee paid by the Company now ranges from 8 BPS to 17.5 BPS on the daily amount of commitments (whether used or unused), in each case, depending on the Company’s index debt rating. The amendment also modifies, among other things, the existing financial covenant, so that, solely to the extent the acquisition of Bureau van Dijk closes, the Company’s debt to EBITDA ratio shall not exceed 4.5 to 1.0 as of the end of the first three consecutive fiscal quarters immediately following the closing of the Bureau van Dijk acquisition and shall not exceed 4.0 to 1.0 as of the fourth fiscal quarter immediately following the closing of the Bureau van Dijk acquisition and each fiscal quarter thereafter.

Commercial Paper

On August 3, 2016, the Company entered into a private placement commercial paper program under which the Company may issue CP notes up to a maximum amount of $1.0 billion. Borrowings under the CP Program are backstopped by the 2015 Facility. Amounts under the CP Program may be re-borrowed. The maturity of the CP Notes will vary, but may not exceed 397 days from the date of issue. The CP Notes are sold at a discount from par, or alternatively, sold at par and bear interest at rates that will vary based upon market conditions. The rates of interest will depend on whether the CP Notes will be a fixed or floating rate. The interest on a floating rate may be based on the following: (a) certificate of deposit rate; (b) commercial paper rate; (c) the federal funds rate; (d) the LIBOR; (e) prime rate; (f) Treasury rate; or (g) such other base rate as may be specified in a supplement to the private placement agreement. The CP Program contains certain events of default including, among other things: non-payment of principal, interest or fees; entrance into any form of moratorium; and bankruptcy and insolvency events, subject in certain instances to cure periods. At June 30, 2017, there were no borrowings outstanding under the CP Program.

Notes Payable

On March 2, 2017, the Company issued $300 million aggregate principal amount of senior unsecured floating rate notes in a public offering. The 2017 Floating Rate Senior Notes bear interest at a floating rate which is to be calculated by Wells Fargo Bank, National Association, equal to three-month LIBOR as determined on the interest determination date plus 0.35%. The interest determination date for an interest period will be the second London business day preceding the first day of such interest period. The 2017 Floating Rate Senior Notes will mature on September 4, 2018. Interest on the 2017 Floating Rate Senior Notes will accrue from March 2, 2017, and will be paid quarterly in arrears on June 4, 2017, September 4, 2017, December 4, 2017, March 4, 2018, June 4, 2018 and on the maturity date, to the record holders at the close of business on the business date preceding the interest payment date. The 2017 Floating Rate Senior Notes are not redeemable prior to their maturity.

On March 2, 2017, the Company issued $500 million aggregate principal amount of senior unsecured notes in a public offering. The 2017 Senior Notes bear interest at a fixed rate of 2.750% and mature on December 15, 2021. Interest on the 2017 Senior Notes is due semiannually on June 15 and December 15 of each year, commencing June 15, 2017. The Company may redeem the 2017 Senior Notes, in whole or in part, at any time at a price equity to 100% of the principal amount being redeemed, plus accrued and unpaid interest and a Make-Whole Amount.

On June 12, 2017, the Company issued and sold through a private placement transaction, $500 million aggregate principal amount of its 2017 Private Placement Notes Due 2023 and $500 million aggregate principal amount of its 2017 Private Placement Notes Due 2028. The 2017 Private Placement Notes Due 2023 bear interest at the fixed rate of 2.625% per year and mature on January 15, 2023. The 2017 Private Placement Notes Due 2028 bear interest at the fixed rate of 3.250% per year and mature on January 15, 2028. Interest on each tranche of notes will be due semiannually on January 15 and July 15 of each year, commencing January 15, 2018. The Company entered into a registration rights agreement, dated as of June 12, 2017, with the representatives of the initial purchasers of the notes, which sets forth, among other things, the Company’s obligations to register the notes under the Securities Act, within 365 days of issuance. The net proceeds of the note offering will be used to finance, in part, the acquisition of Bureau van Dijk. In the event that the Company does not complete the acquisition on or prior to January 29, 2018, or the share purchase agreement is terminated at any time prior to such date, the Company will be required to redeem all of the notes on a special mandatory redemption date at a redemption price equal to 101% of the principal amount of the notes, plus any accrued and unpaid interest up to, but not including, the redemption date. In addition, the Company may redeem the 2017 Private Placement Notes Due 2023 and 2017 Private Placement Notes Due 2028, in whole or in part, at any time at a price equity to 100% of the principal amount being redeemed, plus accrued interest and a Make-Whole Amount.

For all of the aforementioned notes, at the option of the holders of the notes, the Company may be required to purchase all or a portion of the notes upon occurrence of a “Change of Control Triggering Event,” as defined in the 2017 Indenture, at a price equal to 101% of the principal amount, thereof, plus accrued and unpaid interest to the date of purchase. The 2017 Indenture contains covenants that limit the ability of the Company and certain of its subsidiaries to, among other things, incur or create liens and enter into sale and leaseback transactions. In addition, the 2017 Indenture contains a covenant that limits the ability of the Company to consolidate or merge with another entity or to sell all or substantially all of its assets to another entity. The 2017 Indenture also contains customary default provisions. In addition, an event of default will occur if the Company or certain of its subsidiaries fail to pay the principal of any indebtedness (as defined in the 2017 Indenture) when due at maturity in an aggregate amount of $50 million or more, or a default occurs that results in the acceleration of the maturity of the Company’s or certain of its subsidiaries’ indebtedness in an aggregate amount of $50 million or more. Upon the occurrence and during the continuation of an event of default under the 2017 Indenture, all the aforementioned notes may become immediately due and payable either automatically or by the vote of the holders of more than 25% of the aggregate principal amount of all of the notes of the applicable series then outstanding.

In the first quarter of 2017, the Company repaid the Series 2007-1 Notes along with a Make-Whole Amount of approximately $7 million.

2017 Bridge Credit Facility

On May 15, 2017, the Company entered into a 364-Day Bridge Credit Agreement providing for a $1.5 billion bridge facility. On June 12, 2017, the commitments under this facility were terminated upon the issuance of the 2017 Private Placement Notes Due 2023, the 2017 Private Placement Notes Due 2028 and the 2017 Term Loan Facility.

At June 30, 2017, the Company was in compliance with all covenants contained within all of the debt agreements. All the debt agreements contain cross default provisions which state that default under one of the aforementioned debt instruments could in turn permit lenders under other debt instruments to declare borrowings outstanding under those instruments to be immediately due and payable. As of June 30, 2017, there were no such cross defaults.

The repayment schedule for the Company’s borrowings is as follows:

Year Ended December 31,2010 Senior Notes due 20202012 Senior Notes due 20222013 Senior Notes due 20242014 Senior Notes (5-Year) due 20192014 Senior Notes (30-Year) due 20442015 Senior Notes (1) due 20272017 Floating Rate Senior Notes due 20182017 Senior Notes due 20212017 Private Placement Notes due 20232017 Private Placement Notes due 2028Total
2017 (after June 30,)$-$-$-$-$ - $ - $ - $ - $$$ -
2018---- - - 300.0 - 300.0
2019---450.0 - - - - 450.0
2020500.0--- - - - - 500.0
2021----- - - 500.0 500.0
Thereafter-500.0500.0-600.0570.3--500.0500.0 3,170.3
Total$500.0$500.0$500.0$450.0$600.0$570.3$300.0$500.0$500.0$500.0$4,920.3
(1) Based on end of quarter FX rates

Interest expense, net

The following table summarizes the components of interest as presented in the consolidated statements of operations:

Three Months EndedSix Months Ended
June 30,June 30,
2017201620172016
Income$4.6$2.8$8.7$5.7
Expense on borrowings (46.4)(35.4)(91.1)(70.0)
Expense on UTPs and other tax related liabilities(3.4)(1.7)(5.5)(4.5)
Capitalized0.2-0.50.4
Total$(45.0)$(34.3)$(87.4)$(68.4)

The following table shows the cash paid for interest:

Six Months Ended
June 30,
20172016
Interest paid*$88.5$73.9
* Amount in 2017 includes an approximate $7 million Make-Whole Amount relating to the early repayment of the Series 2007-1 Notes in the first quarter of 2017

The fair value and carrying value of the Company’s debt as of June 30, 2017 and December 31, 2016 are as follows:

June 30, 2017December 31, 2016
Carrying AmountEstimated Fair ValueCarrying AmountEstimated Fair Value
Series 2007-1 Notes$$$300.0 $ 308.9
2010 Senior Notes503.0547.8502.6548.3
2012 Senior Notes496.0540.2495.3535.3
2013 Senior Notes495.6550.2495.2539.9
2014 Senior Notes (5-Year) 448.9456.6448.8456.2
2014 Senior Notes (30-Year) 597.5695.3597.4661.5
2015 Senior Notes566.7577.6523.7534.8
2017 Senior Notes (5-Year)494.9504.1--
2017 Floating Rate Senior Notes299.0300.7--
2.65% 2017 Private Placement Notes, due 2023495.0496.6--
3.25% 2017 Private Placement Notes, due 2028490.5492.6--
Total$4,887.1$5,161.7$3,363.0$3,584.9

The fair value of the Company’s debt is estimated based on quoted market prices for similar instruments. Accordingly, the inputs used to estimate the fair value of the Company’s long-term debt are classified as Level 2 inputs within the fair value hierarchy.