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DEBT
12 Months Ended
Dec. 31, 2016
DEBT [Abstract]  
DEBT

NOTE 6: DEBT

Debt at December 31 is detailed as follows:





 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



Effective

 

 

 

 

 

 

 

in thousands

Interest Rates

 

2016 

 

 

2015 

 

 

Short-term Debt

 

 

 

 

 

 

 

 

Bank line of credit expires 2021 1, 2, 3

n/a

 

$                  0 

 

 

$                  0 

 

 

Total short-term debt

 

 

$                  0 

 

 

$                  0 

 

 

Long-term Debt

 

 

 

 

 

 

 

 

Bank line of credit expires 2021 1, 2, 3

1.25% 

 

$       235,000 

 

 

$       235,000 

 

 

7.00% notes due 2018

7.87% 

 

272,512 

 

 

272,512 

 

 

10.375% notes due 2018

10.63% 

 

250,000 

 

 

250,000 

 

 

7.50% notes due 2021

7.75% 

 

600,000 

 

 

600,000 

 

 

8.85% notes due 2021

8.88% 

 

6,000 

 

 

6,000 

 

 

Delayed draw term loan 2, 3

1.25% 

 

 

 

 

 

4.50% notes due 2025

4.65% 

 

400,000 

 

 

400,000 

 

 

7.15% notes due 2037

8.05% 

 

240,188 

 

 

240,188 

 

 

Other notes 3

6.31% 

 

365 

 

 

498 

 

 

Total long-term debt - face value

 

 

$    2,004,065 

 

 

$    2,004,198 

 

 

Unamortized discounts and debt issuance costs

 

 

(21,176)

 

 

(23,734)

 

 

Total long-term debt - book value

 

 

$    1,982,889 

 

 

$    1,980,464 

 

 

Less current maturities

 

 

138 

 

 

130 

 

 

Total long-term debt - reported value

 

 

$    1,982,751 

 

 

$    1,980,334 

 

 

Estimated fair value of long-term debt

 

 

$    2,243,213 

 

 

$    2,204,816 

 

 







 

1

Borrowings on the bank line of credit are classified as short-term debt if we intend to repay within twelve months and as long-term debt otherwise.

2

The effective interest rate is the spread over LIBOR as of the most recent balance sheet date.

3

Non-publicly traded debt.



Our total long-term debt - book value is presented in the table above net of unamortized discounts from par and unamortized deferred debt issuance costs. Discounts and debt issuance costs are amortized using the effective interest method over the terms of the respective notes resulting in $4,418,000 of net interest expense for these items for the year ended December 31, 2016.

The estimated fair value of our debt presented in the table above was determined by: (1) averaging several asking price quotes for the publicly traded notes and (2) assuming par value for the remainder of the debt. The fair value estimates for the publicly traded notes were based on Level 2 information (as defined in Note 1, caption Fair Value Measurements) as of their respective balance sheet dates.

LINE OF CREDIT

In December 2016, among other favorable changes, we extended the maturity date of our unsecured $750,000,000 line of credit from June 2020 to December 2021 (incurring $1,860,000 of transaction fees together with the new term loan described below). The credit agreement contains affirmative, negative and financial covenants customary for an unsecured investment-grade facility. The primary negative covenant limits our ability to incur secured debt. The financial covenants are: (1) a maximum ratio of debt to EBITDA of 3.5:1 (upon certain acquisitions, the maximum ratio can be 3.75:1 for three quarters),  and (2) a minimum ratio of EBITDA to net cash interest expense of 3.0:1. As of December 31, 2016, we were in compliance with the line of credit covenants.

Borrowings on our line of credit are classified as short-term debt if we intend to repay within twelve months and as long-term debt if we have the intent and ability to extend repayment beyond twelve months. Borrowings bear interest, at our option, at either LIBOR plus a credit margin ranging from 1.00% to 1.75%, or SunTrust Bank’s base rate (generally, its prime rate) plus a credit margin ranging from 0.00% to 0.75%. The credit margin for both LIBOR and base rate borrowings is determined by our credit ratings. Standby letters of credit, which are issued under the line of credit and reduce availability, are charged a fee equal to the credit margin for LIBOR borrowings plus 0.175%. We also pay a commitment fee on the daily average unused amount of the line of credit that ranges from 0.10% to 0.25% determined by our credit ratings. As of December 31, 2016, the credit margin for LIBOR borrowings was 1.25%, the credit margin for base rate borrowings was 0.25%, and the commitment fee for the unused amount was 0.15%.

As of December 31, 2016, our available borrowing capacity was $475,462,000. Utilization of the borrowing capacity was as follows:

§

$235,000,000 was borrowed

§

$39,538,000 was used to provide support for outstanding standby letters of credit

TERM DEBT

All of our term debt is unsecured. $1,768,700,000 of such debt is governed by two essentially identical indentures that contain customary investment-grade type covenants. The primary covenant in both indentures limits the amount of secured debt we may incur without ratably securing such debt. As of December 31, 2016, we were in compliance with all of the term debt covenants.

In December 2016, we entered into an unsecured $250,000,000 delayed draw term loan (incurring, together with the line of credit extension mentioned previously, $1,860,000 of transaction costs). The term loan is provided by the same group of banks that provides our line of credit and is governed by the same credit agreement as the line of credit. As such, it is subject to the same affirmative, negative, and financial covenants.

The term loan may be funded in up to three draws through June 21, 2017, after which any undrawn amount expires. Borrowings bear interest in the same manner as the line of credit. Until June 21, 2017, we also pay a commitment fee on the undrawn amount in the same manner as the line of credit. The term loan principal will be repaid quarterly beginning March 2018 (quarter 5 after closing) as follows: quarters 5 - 8 @ 0.625%; quarters 9 - 12 @ 1.25%; quarters 13 - 19 @ 1.875% and quarter 20 @ 79.375%. The term loan may be prepaid at any time without penalty.

In 2015, we issued $400,000,000 of 4.50% senior notes due 2025. Proceeds (net of underwriter fees and other transaction costs) of $395,207,000, together with cash on hand and borrowings under our line of credit, funded: (1) the  purchase, via tender offer, of $127,488,000 principal amount (33%) of the 7.00% notes due 2018,  (2) the redemption of $218,633,000 principal amount (100%) of the 6.40% notes due 2017,  and (3) the redemption of $125,001,000 principal amount (100%) of the 6.50% notes due 2016. These debt purchases cost $530,923,000, including a $59,293,000 premium above the principal amount of the notes and transaction costs of $508,000. The premium primarily reflects the trading price of the notes relative to par before the tender offer commencement. Additionally, we recognized $7,274,000 of net noncash expense associated with the acceleration of a proportional amount of unamortized discounts, deferred debt issuance costs, and deferred interest rate derivative settlement gains and losses. The combined charge of $67,075,000 was a component of interest expense for the year ended December 31, 2015.

Additionally in 2015, we repaid our $150,000,000 10.125% notes due 2015 and our $14,000,000 industrial revenue bond due 2022 via borrowing on our line of credit. These repayments did not incur any prepayment penalties.

DEBT PAYMENTS

During 2016, our debt payments, excluding the line of credit, were composed of $130,000 principal and $125,748,000 interest.

As described above, during 2015, we purchased/redeemed $471,122,000 principal amount of debt using the proceeds from the 2015 debt issuance, cash on hand and borrowings on our line of credit. Additionally in 2015, we borrowed on our line of credit to repay our $14,000,000 industrial revenue bond due 2022 and our $150,000,000 10.125% notes due 2015.

The total scheduled (principal and interest) debt payments, excluding the line of credit, for the five years subsequent to December 31, 2016 are as follows:





 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

in thousands

Total

 

 

Principal

 

 

Interest

 

Debt Payments (excluding the line of credit)

 

 

 

 

 

 

 

 

2017

$      125,878 

 

 

$           138 

 

 

$    125,740 

 

2018

638,725 

 

 

522,531 

 

 

116,194 

 

2019

80,740 

 

 

23 

 

 

80,717 

 

2020

80,741 

 

 

25 

 

 

80,716 

 

2021

664,174 

 

 

606,026 

 

 

58,148 

 

STANDBY LETTERS OF CREDIT

We provide, in the normal course of business, certain third-party beneficiaries standby letters of credit to support our obligations to pay or perform according to the requirements of an underlying agreement. Such letters of credit typically have an initial term of one year, typically renew automatically, and can only be modified or cancelled with the approval of the beneficiary. All of our standby letters of credit are issued by banks that participate in our $750,000,000 line of credit, and reduce the borrowing capacity thereunder. Our standby letters of credit as of December 31, 2016 are summarized by purpose in the table below:





 

 

 

 

 



 

 

 

 

 

in thousands

 

 

Standby Letters of Credit

 

 

Risk management insurance

$       34,111 

 

Reclamation/restoration requirements

5,427 

 

Total

$       39,538