XML 30 R15.htm IDEA: XBRL DOCUMENT v3.10.0.1
LONG-TERM DEBT
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
LONG-TERM DEBT
LONG-TERM DEBT
Long-term debt consists of:
 
December 31,
 
2018
 
2017
 
(In thousands)
Term Loan due November 5, 2023
$
261,250

 
$
275,000

Less: current portion of Term Loan
13,750

 
13,750

Less: unamortized debt issuance costs
2,529

 
2,938

Total long-term debt, net
$
244,971

 
$
258,312


See "Note 15—Related Party Transactions with IAC" for a description of long-term debt—related party.
Term Loan and Credit Facility
On November 1, 2017, the Company borrowed $275 million under a five-year term loan facility ("Term Loan"). On November 5, 2018, the Term Loan was amended and restated, and is now due on November 5, 2023. Interest payments are due at least quarterly through the term of the loan and quarterly principal payments of 1.25% of the original principal amount in the first three years from the amendment date, 2.50% in the fourth year and 3.75% in the fifth year are required. The Term Loan bears interest at LIBOR plus 1.50%, or 3.98% at December 31, 2018, which is subject to change in future periods based on the Company's consolidated net leverage ratio. The Term Loan bore interest at LIBOR plus 2.00%, or 3.38%, at December 31, 2017.
The terms of the Term Loan require the Company to maintain a consolidated net leverage ratio of not more than 4.5 to 1.0 and a minimum interest coverage ratio of not less than 2.0 to 1.0 (in each case as defined in the credit agreement). The Term Loan also contains covenants that would limit the Company's ability to pay dividends, make distributions or repurchase its stock in the event a default has occurred or its consolidated net leverage ratio exceeds 4.25 to 1.0. There are additional covenants under the Term Loan that limit the ability of the Company and its subsidiaries to, among other things, incur indebtedness, pay dividends or make distributions.
On November 5, 2018, the Company entered into a five-year $250 million revolving credit facility (the "Credit Facility"). At December 31, 2018, there were no outstanding borrowings under the Credit Facility. The annual commitment fee on undrawn funds is currently 25 basis points and is based on the consolidated net leverage ratio most recently reported. Borrowings under the Credit Facility bear interest, at the Company's option, at either a base rate or LIBOR, in each case plus an applicable margin, which is determined by reference to a pricing grid based on the Company's consolidated net leverage ratio. The financial and other covenants are the same as those for the Term Loan.
The Term Loan and Credit Facility are guaranteed by the Company's wholly-owned material domestic subsidiaries and is secured by substantially all assets of the Company and the guarantors, subject to certain exceptions.
Long-term debt maturities:
Years Ending December 31,
 
(In thousands)
2019
 
$
13,750

2020
 
13,750

2021
 
13,750

2022
 
27,500

2023
 
192,500

Total
 
261,250

Less: current portion of Term Loan
 
13,750

Less: unamortized debt issuance costs
 
2,529

Total long-term debt, net
 
$
244,971