Debt, Net (Tables)
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6 Months Ended |
Jun. 30, 2019 |
Debt Disclosure [Abstract] |
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Schedule of Consolidated Debt and Capital Lease Obligations |
The Company is in compliance in all material respects with all covenants under its financing arrangements as of June 30, 2019. The components of the Company’s consolidated debt and capital lease obligations were as follows (in thousands): | | | | | | | | | | June 30, 2019 | | December 31, 2018 | Encore revolving credit facility | $ | 496,000 |
| | $ | 429,000 |
| Encore term loan facility | 179,320 |
| | 195,056 |
| Encore senior secured notes | 325,000 |
| | 325,000 |
| Encore convertible notes and exchangeable notes | 656,000 |
| | 656,000 |
| Less: debt discount | (29,994 | ) | | (36,361 | ) | Cabot senior secured notes | 1,106,031 |
| | 1,111,399 |
| Less: debt discount | — |
| | (1,477 | ) | Cabot senior revolving credit facility | 291,435 |
| | 298,005 |
| Cabot securitisation senior facilities | 444,455 |
| | 445,837 |
| Other credit facilities | 41,088 |
| | 43,354 |
| Other | 55,207 |
| | 64,566 |
| Finance lease liabilities | 8,429 |
| | 7,563 |
| | 3,572,971 |
| | 3,537,942 |
| Less: debt issuance costs, net of amortization | (43,254 | ) | | (47,309 | ) | Total | $ | 3,529,717 |
| | $ | 3,490,633 |
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Schedule of Hedge Program for Convertible Notes |
Certain key terms related to the convertible and exchangeable features as of June 30, 2019 are listed below. | | | | | | | | | | | | | | | | | | 2020 Convertible Notes | | 2021 Convertible Notes | | 2022 Convertible Notes | | 2023 Exchangeable Notes | Initial conversion or exchange price | $ | 45.72 |
| | $ | 59.39 |
| | $ | 45.57 |
| | $ | 44.62 |
| Closing stock price at date of issuance | $ | 33.35 |
| | $ | 47.51 |
| | $ | 35.05 |
| | $ | 36.45 |
| Closing stock price date | June 24, 2013 |
| | March 5, 2014 |
| | February 27, 2017 |
| | July 20, 2018 |
| Conversion or exchange rate (shares per $1,000 principal amount) | 21.8718 |
| | 16.8386 |
| | 21.9467 |
| | 22.4090 |
| Conversion or exchange date | January 1, 2020 |
| | September 15, 2020 |
| | September 15, 2021 |
| | March 1, 2023 |
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The details of the hedge program for each of the Convertible Notes and Exchangeable Notes are listed below (in thousands, except conversion price): | | | | | | | | | | | | | | 2020 Convertible Notes | | 2021 Convertible Notes | | 2023 Exchangeable Notes | Cost of the hedge transaction(s) | $ | 18,113 |
| | $ | 19,545 |
| | $ | 17,785 |
| Initial conversion or exchange price | $ | 45.72 |
| | $ | 59.39 |
| | $ | 44.62 |
| Effective conversion or exchange price | $ | 61.55 |
| | $ | 83.14 |
| | $ | 62.48 |
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Schedule of Balances of the Liability and Equity Components |
The debt and equity components, the issuance costs related to the equity component, the stated interest rate, and the effective interest rate for each of the Convertible Notes and Exchangeable Notes are listed below (in thousands, except percentages): | | | | | | | | | | | | | | | | | | 2020 Convertible Notes | | 2021 Convertible Notes | | 2022 Convertible Notes | | 2023 Exchangeable Notes | Debt component | $ | 140,247 |
| | $ | 143,645 |
| | $ | 137,266 |
| | $ | 157,971 |
| Equity component | $ | 32,253 |
| | $ | 17,355 |
| | $ | 12,734 |
| | $ | 14,009 |
| Equity issuance cost | $ | 1,106 |
| | $ | 581 |
| | $ | 398 |
| | $ | — |
| Stated interest rate | 3.000 | % | | 2.875 | % | | 3.250 | % | | 4.500 | % | Effective interest rate | 6.350 | % | | 4.700 | % | | 5.200 | % | | 6.500 | % |
The balances of the liability and equity components of all the Convertible Notes and Exchangeable Notes outstanding were as follows (in thousands): | | | | | | | | | | June 30, 2019 | | December 31, 2018 | Liability component—principal amount | $ | 656,000 |
| | $ | 656,000 |
| Unamortized debt discount | (29,994 | ) | | (36,361 | ) | Liability component—net carrying amount | $ | 626,006 |
| | $ | 619,639 |
| Equity component | $ | 76,351 |
| | $ | 76,351 |
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Schedule of Interest Expense |
Interest expense related to the Cabot senior secured notes was as follows (in thousands): | | | | | | | | | | | | | | | | | | Three Months Ended June 30, | | Six Months Ended June 30, | | 2019 | | 2018 | | 2019 | | 2018 | Interest expense—stated coupon rate | $ | 23,678 |
| | $ | 21,239 |
| | $ | 47,333 |
| | $ | 42,839 |
| Interest expense—amortization of debt discount | 81 |
| | 119 |
| | 200 |
| | 3 |
| Total interest expense—Cabot senior secured notes | $ | 23,759 |
| | $ | 21,358 |
| | $ | 47,533 |
| | $ | 42,842 |
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The debt discount is being amortized into interest expense over the remaining life of the Convertible Notes and Exchangeable Notes using the effective interest rates. Interest expense related to the Convertible Notes and Exchangeable Notes was as follows (in thousands): | | | | | | | | | | | | | | | | | | Three Months Ended June 30, | | Six Months Ended June 30, | | 2019 | | 2018 | | 2019 | | 2018 | Interest expense—stated coupon rate | $ | 5,571 |
| | $ | 3,651 |
| | $ | 10,908 |
| | $ | 7,293 |
| Interest expense—amortization of debt discount | 3,244 |
| | 2,464 |
| | 6,365 |
| | 4,892 |
| Total interest expense—Convertible Notes and Exchangeable Notes | $ | 8,815 |
| | $ | 6,115 |
| | $ | 17,273 |
| | $ | 12,185 |
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