Debt

3 Months Ended

Mar. 31, 2020

The Company’s debt obligations consisted of the following:


(dollars in millions)	Maturity Date	Interest Rate	March 31, 2020		December 31, 2019
USD Term Loans ⁽¹⁾	2026	LIBOR plus 2.00%	$	731.9	$	733.4
Senior Notes - USD 800 million ⁽²⁾	2025	5.875%	787.2		786.7
Borrowings under the Revolving Credit Facility	2024	LIBOR plus 2.25%	320.0		—

Other			0.8		0.9
Total debt							1,839.9		1,521.0
Less: current installments of long-term debt and revolving credit facilities							327.7		7.8
Total long-term debt							$	1,512.2	$	1,513.2

⁽¹⁾ Term loans, net of unamortized discounts and debt issuance costs of $8.7 million and $9.1 million at March 31, 2020 and December 31, 2019, respectively. Weighted average effective interest rate of 2.2% at March 31, 2020 and December 31, 2019, respectively, including the effects of interest rate swaps and net investment hedges. See Note 8, Financial Instruments, for further information regarding the Company's interest rate swaps and net investment hedges.

⁽²⁾Senior notes, net of unamortized discount and debt issuance costs of $12.8 million and $13.3 million at March 31, 2020 and December 31, 2019, respectively. Weighted average effective interest rate of 6.2% at March 31, 2020 and December 31, 2019, respectively.

Credit Agreement

The Company is a party to the Credit Agreement, which provides for senior secured credit facilities in an aggregate principal amount of $1.08 billion, consisting of a revolving facility in an aggregate principal amount of $330 million maturing in 2024 and a term loan in an aggregate principal amount of $750 million maturing in 2026.

Borrowings under the Credit Agreement bear interest at a rate per annum equal to a Base Rate, as defined in the Credit Agreement, plus, in each case, an applicable rate equal to a spread of 1.00% with respect to Base Rate Loans and a spread of 2.00% with respect to Eurocurrency Rate Loans. The Company is required to pay a commitment fee in respect of any undrawn portion of the revolving facility of 0.50% per annum, subject to a stepdown to 0.375% based on the Company’s first lien net leverage ratio.

The Company's obligations under the Credit Agreement are guaranteed, jointly and severally, by certain of the Company’s domestic subsidiaries and secured by a first-priority security interest in substantially all of the assets of the Company and MacDermid, as borrowers, and the guarantors, including mortgages on material real property, subject to certain exceptions.

Covenants, Events of Default and Provisions

The Credit Agreement contains customary representations and warranties, and affirmative and negative covenants, including limitations on additional indebtedness, dividends, and other distributions, entry into new lines of business, use of loan proceeds, capital expenditures, restricted payments, restrictions on liens on the assets of the borrowers or any guarantor, transactions with affiliates, amendments to organizational documents, accounting changes, sale and leaseback transactions and dispositions. To the extent the borrowers have total outstanding borrowings under the revolving facility (subject to certain exceptions) greater

than 30% of the commitment amount under the revolving facility, the Company's first lien net leverage ratio should not exceed 5.0 to 1.0, subject to a right to cure.

The Credit Agreement requires the borrowers to make mandatory prepayments of borrowings, subject to certain exceptions, as described in the Credit Agreement. In addition, the Credit Agreement contains customary events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, failure to make payment on, or defaults with respect to, certain other material indebtedness, bankruptcy and insolvency events, material judgments and change of control provisions. Upon the occurrence of an event of default, and after the expiration of any applicable grace period, payment of any outstanding loans under the Credit Agreement may be accelerated and the lenders could foreclose on their security interests in the assets of the borrowers and the guarantors.

At March 31, 2020, the Company was in compliance with the debt covenants contained in the Credit Agreement and had full availability of its unused borrowing capacity of $4.7 million, net of letters of credit, under the revolving facility. On April 20, 2020, the Company repaid the $320 million outstanding under the revolving credit facility in its entirety.

5.875% USD Notes due 2025

The 5.875% USD Notes due 2025 are governed by the 5.875% USD Notes Indenture, which provides, among other things, for customary affirmative and negative covenants, events of default and other customary provisions. The Company also has the option to redeem the 5.875% USD Notes due 2025 prior to their maturity, subject to, in certain cases, the payment of an applicable make-whole premium. The 5.875% USD Notes due 2025 are unsecured, and fully and unconditionally guaranteed on a senior unsecured basis by generally all of the Company’s domestic subsidiaries that guarantee the obligations of the borrowers under the Credit Agreement.

Lines of Credit and Other Debt Facilities

The Company has access to various revolving lines of credit, short-term debt facilities and overdraft facilities worldwide which are used to fund short-term cash needs. At March 31, 2020 the aggregate principal amount outstanding under such facilities totaled $320.0 million and there were no amounts outstanding under such facilities at December 31, 2019. The Company also had letters of credit outstanding of $5.7 million at March 31, 2020 and December 31, 2019, respectively, of which $5.3 million at March 31, 2020 and December 31, 2019, respectively, reduced the borrowings available under the various facilities. At March 31, 2020 and December 31, 2019, the availability under these facilities totaled approximately $29.0 million and $351 million, respectively, net of outstanding letters of credit.