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Long-Term Debt
3 Months Ended
Mar. 31, 2023
Long-Term Debt [Abstract]  
Long-Term Debt


(8) Long-Term Debt:

The activity in long-term debt is summarized as follows:

  

For the three months ended
March 31, 2023

  

Principal

January 1,

Payments

New

March 31,

($ in millions)

2023

and Retirements

Borrowings

2023

  

  

  

  

  

Secured debt issued by Frontier

$

8,113

$

(4)

$

750

$

8,859

Secured debt issued by subsidiaries

100

-

-

100

Unsecured debt issued by subsidiaries

750

-

-

750

Principal outstanding

$

8,963

$

(4)

$

750

$

9,709

  

  

  

  

Less: Debt Issuance Costs

(28)

  

(38)

Less: Current Portion

(15)

  

(15)

Plus: Unamortized fair value adjustments (1)

190

183

Total Long-term debt

$

9,110

  

$

9,839

  

  

  

  

  

  

(1)Upon emergence, we adjusted the carrying value of our debt to fair value. The adjustment consisted of the elimination of the existing unamortized debt issuance costs and unamortized discounts and recording a balance of $236 million as a fair value adjustment. The fair value accounting adjustment is being amortized into interest expense using the effective interest method.

Additional information regarding our senior unsecured debt, senior secured debt, and subsidiary debt at March 31, 2023 and December 31, 2022 is as follows:

March 31, 2023

December 31, 2022

Principal

Interest

Principal

Interest

($ in millions)

Outstanding

Rate

Outstanding

Rate

Secured debt issued by Frontier

Term loan due 10/8/2027

$

1,446 

8.625% (Variable)

$

1,450 

8.500% (Variable)

First lien notes due 10/15/2027

1,150 

5.875%

1,150 

5.875%

First lien notes due 5/1/2028

1,550 

5.000%

1,550 

5.000%

First lien notes due 5/15/2030

1,200 

8.750%

1,200 

8.750%

First lien notes due 3/15/2031

750 

8.625%

-

-

Second lien notes due 5/1/2029

1,000 

6.750%

1,000 

6.750%

Second lien notes due 11/1/2029

750 

5.875%

750 

5.875%

Second lien notes due 1/15/2030

1,000 

6.000%

1,000 

6.000%

IDRB due 5/1/2030

13 

6.200%

13 

6.200%

Total secured debt issued by Frontier

8,859 

8,113 

Secured debt issued by subsidiaries

Debentures due 11/15/2031

100 

8.500%

100 

8.500%

Total secured debt issued by subsidiaries

100 

100 

Unsecured debt issued by subsidiaries

Debentures due 5/15/2027

200 

6.750%

200 

6.750%

Debentures due 2/1/2028

300 

6.860%

300 

6.860%

Debentures due 2/15/2028

200 

6.730%

200 

6.730%

Debentures due 10/15/2029

50 

8.400%

50 

8.400%

Total unsecured debt issued by subsidiaries

750 

750 

Principal outstanding

$

9,709 

6.922% (1)

$

8,963 

6.760% (1)

(1)Interest rate represents a weighted average of the stated interest rates of multiple issuances.

Credit Facilities and Term Loans

Summaries of our various credit and debt agreements, including our credit agreements and the indentures for our senior secured notes, including our first lien notes and second lien notes, are contained in our Annual Report on Form 10-K. The summaries below and in our Form 10-K do not purport to be complete and are qualified in their entirety by reference to the respective agreements filed as an Exhibit to our Annual Report on Form 10-K.

First Lien Notes due 2031

On March 8, 2023, our consolidated subsidiary Frontier Communications Holdings, LLC (“Frontier Holdings”) issued $750 million aggregate principal amount of 8.625% first lien secured notes due 2031 (the “First Lien Notes due 2031”) in an offering pursuant to exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”). We intend to use the net proceeds of the offering to fund capital investments and operating costs arising from our fiber build and expansion of our fiber customer base, and for general corporate purposes.

The First Lien Notes due 2031 are secured by a first-priority lien, subject to permitted liens, by all the assets that secure the issuer’s obligations under its senior secured credit facilities and existing senior secured notes. The First Lien Notes due 2031 were issued pursuant to an indenture, dated as of March 8, 2023, by and among Frontier Holdings, the guarantors party thereto, the grantor party thereto, Wilmington Trust, National Association, as trustee and JPMorgan Chase Bank, N.A., as collateral agent.

Revolving Facility

On March 8, 2023, Frontier Holdings entered into an amendment to its Revolving Facility, which, among other things, (i) extends the maturity with respect to the commitments of certain revolving lenders (in addition to certain amendments to springing maturity provisions); (2) amends the financial maintenance covenant for the benefit of the Revolving Facility by increasing the maximum first lien leverage ratio thereunder to 3.50:1.00, with step-downs to: (a) 3.25:1.00 in 2026; and (b) 3.00:1.00 in 2027 and continuing thereafter; and (3) provides for certain amendments to debt incurrence and other restrictive covenants.

The $900 million Revolving Facility will be available on a revolving basis until April 30, 2025 and with respect to certain lenders currently representing $850 million thereunder, the maturity date of the Revolving Facility will be the earliest of (a) April 30, 2028, (b) 91 days prior to the maturity date of the term loan facility, (c) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of our 5.875% First Lien Notes due 2027, and (d) unless such notes have been repaid and/or redeemed in full, the date that is 91 days prior to the stated maturity date of our 5.000% First Lien Notes due 2028.

At Frontier’s election, the determination of interest rates for the Revolving Facility is based on margins over the alternate base rate or over Secured Overnight Financing Rate (“SOFR”). The interest rate margin with respect to any SOFR loan under the Revolving Facility is 3.50% or 2.50% with respect to any alternate base rate loans, with a 0% SOFR floor.

Subject to customary exceptions and thresholds, the security package under the Revolving Facility includes pledges of the equity interests in certain of our subsidiaries, which is currently limited to certain specified pledged entities and substantially all personal property of Frontier Video, which same assets also secure our First Lien Notes. The Revolving Facility is guaranteed by the same subsidiaries that guarantee the First Lien Notes. After giving effect to approximately $236 million of letters of credit previously outstanding, we have $664 million of available borrowing capacity under the Revolving Facility.