TOTAL DEBT

The following table presents our total debt outstanding:



	As of December 31, 2017
			Unamortized Premium, Debt Issuance Costs and Loan Origination Fees
(in millions)	Outstanding Principal		Premium		Issuance Costs and Fees		Long-Term Debt, Net
2017 Credit Agreement:
Term Loan B due 2024	$	400.0	$	—	$	5.1	$	394.9
Revolving Credit Facility	239.0		—		—		239.0
Swing line of credit	3.0		—		—		3.0
Total 2017 Credit Agreement	642.0		—		5.1		636.9
2028 Senior Notes	500.0		—		7.7		492.3
Total debt	1,142.0		—		12.8		1,129.2
Current maturities of long-term debt	4.0		—		—		4.0
Total debt, net of current maturities	$	1,138.0	$	—	$	12.8	$	1,125.2



	As of December 31, 2016
			Unamortized Premium, Debt Issuance Costs and Loan Origination Fees
(in millions)	Outstanding Principal		Premium		Issuance Costs and Fees		Long-Term Debt, Net
2014 Credit Agreement:
Senior Secured Credit Facility due 2021	$	135.0	$	—	$	—	$	135.0
Term Loan A due 2021	179.3		—		0.5		178.8
Swing line of credit	13.2		—		—		13.2
Total 2014 Credit Agreement	327.5		—		0.5		327.0
2021 Senior Notes	600.0		2.5		7.8		594.7
Total debt	927.5		2.5		8.3		921.7
Current maturities of long-term debt	14.2		—		—		14.2
Total debt, net of current maturities	$	913.3	$	2.5	$	8.3	$	907.5

2017 Credit Agreement

On December 27, 2017, we entered into a senior secured credit agreement (the "2017 Credit Agreement") with a syndicate of lenders. The 2017 Credit Agreement replaced the 2014 Credit Agreement. The 2017 Credit Agreement provides for a $700.0 million senior secured revolving credit facility due 2022 (the "Revolver") and a $400.0 million senior secured term loan B due 2024 (the "Term Loan B"). Included in the maximum borrowing of $700.0 million under the Revolver is a letter of credit sub facility not to exceed $50.0 million and a swing line commitment up to a maximum principal amount of $50.0 million. The 2017 Credit Agreement is collateralized by substantially all assets of the Company.

The Revolver bears interest at LIBOR plus a spread as determined by the Company's net leverage ratio, which was LIBOR plus 175 points at December 31, 2017. The Term Loan B bears interest at LIBOR plus 200 basis points.

The 2017 Credit Agreement contains certain customary affirmative and negative covenants, which include limitations on liens, investments, indebtedness, dispositions, mergers and acquisitions, the making of restricted payments, changes in the nature of business, changes in fiscal year, and transactions with affiliates. The 2017 Credit Agreement also contains financial covenants providing for maintenance of a maximum consolidated secured net leverage ratio (4.0 to 1.0 or 4.5 to 1.0 for the year following any permitted acquisition greater than $100.0 million) and maintenance of a minimum consolidated interest coverage ratio of 2.5 to 1.0. The Company was in compliance with all applicable covenants in the 2017 Credit Agreement at December 31, 2017.

The Term Loan B requires quarterly payments of 0.25% of the original $400.0 million balance, or $1.0 million per quarter. The Term Loan B may be subject to additional mandatory prepayment from excess cash flow on an annual basis per the provisions of the 2017 Credit Agreement. The Company is required to pay a commitment fee on the unused portion of the Revolver determined by a pricing grid based on the consolidated total net secured leverage ratio of the Company. For the period ended December 31, 2017, the Company's commitment fee rate was 0.25%.

Upon closing of the Big Fish Transaction on January 9, 2018, the Company used a portion of the proceeds to pay down the $242.0 million balance as of December 31, 2017 on the Revolver.

As a result of the Company's 2017 Credit Agreement, $5.1 million of debt issuance costs were capitalized associated with the Term Loan B and will be amortized as interest expense over the respective debt period, or 7 years. The Company also capitalized $1.6 million of debt issuance costs associated with the Revolver which will be amortized as interest expense over the respective debt period, or 5 years.

2014 Credit Agreement

The Company used the proceeds from the 2017 Credit Agreement to repay in full and terminate the 2014 Credit Agreement. The 2014 Credit Agreement provided for a maximum aggregate commitment of $500.0 million consisting of a Senior Secured Credit Facility and Term Loan A. In conjunction with the repayment of all outstanding borrowings on the 2014 Credit Agreement, the Company expensed approximately $0.4 million of debt issuance costs relating to the Term Loan A in the fourth quarter of 2017, which is included in loss on extinguishment of debt in the accompanying Consolidated Statements of Comprehensive Income.

2028 Senior Notes

On December 27, 2017, we completed an offering of $500.0 million in aggregate principal amount of 4.75% Senior Unsecured Notes that mature on January 15, 2028 (the "2028 Senior Notes") in a private offering to qualified institutional buyers pursuant to Rule 144A that is exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), and to certain non-U.S. persons in accordance with Regulation S under the Securities Act. The 2028 Senior Notes were issued at par, with interest payable on January 15^th and July 15^th of each year, commencing on July 15, 2018. The Company used the net proceeds from the offering to repay a portion of our $600.0 million 5.375% Senior Unsecured Notes. In connection with the offering, we capitalized $7.7 million of debt issuance costs which are being amortized as interest expense over the term of the 2028 Senior Notes.

The 2028 Senior Notes were issued pursuant to an indenture, dated December 27, 2017 (the "2028 Indenture"), among the Company, certain subsidiaries of the Company as guarantors (the "Guarantors"), and U.S Bank National Association, as trustee. The Company may redeem some or all of the 2028 Senior Notes at any time prior to January 15, 2023, at a price equal to 100% of the principal amount of the 2028 Senior Notes redeemed plus an applicable make-whole premium. On or after such date, the Company may redeem some or all of the 2028 Senior Notes at redemption prices set forth in the 2028 Indenture. In addition, at any time prior to January 15, 2021, the Company may redeem up to 40% of the aggregate principal amount of the 2028 Senior Notes at a redemption price equal to 104.75% of the principal amount thereof with the net cash proceeds of one or more equity offerings provided that certain conditions are met. The terms of the 2028 Indenture, among other things, limit the ability of the Company to: (i) incur additional debt and issue preferred stock; (ii) pay dividends or make other restricted payments; (iii) make certain investments; (iv) create liens; (v) allow restrictions on the ability of certain of our subsidiaries to pay dividends or make other payments; (vi) sell assets; (vii) merge or consolidate with other entities; and (viii) and enter into transactions with affiliates.

In connection with the issuance of the 2028 Senior Notes, the Company and the Guarantors entered into a Registration Rights Agreement to register any 2028 Senior Notes under the Securities Act for resale that are not freely tradable 366 days from December 27, 2017.

2021 Senior Notes

The 2021 Senior Notes were comprised of 5.375% Senior Unsecured Notes that mature on December 15, 2021, which were issued in an initial offering of $300.0 million in aggregate principal amount at par, completed on December 16, 2013, and an additional offering of $300.0 million in aggregate principal amount at 101%, completed on December 16, 2015. Interest on the 2021 Senior Notes was payable on June 15th and December 15th of each year.

The Company used the proceeds from the 2017 Credit Agreement and 2028 Senior Notes to redeem the 2021 Senior Notes and to pay related fees and expenses. The 2021 Senior Notes were redeemed at a price equal to the principal amount thereof and the applicable "make-whole" premium, $16.1 million, which is included in loss on extinguishment of debt in the accompanying Consolidated Statements of Comprehensive Income. The Company accounted for the redemption of the 2021 Senior Notes as an extinguishment and wrote off $6.3 million of unamortized debt issuance costs and incurred a benefit of $2.0 million related to the unamortized bond premium, both of which are included in loss on extinguishment of debt in the accompanying Consolidated Statements of Comprehensive Income.

Future aggregate maturities of total debt are as follows (in millions):



Years Ended December 31,

2018	$	4.0
2019	4.0
2020	4.0
2021	4.0
2022	246.0
Thereafter	880.0
Total	$	1,142.0