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Debt
9 Months Ended
Sep. 30, 2017
Debt Disclosure [Abstract]  
DEBT
Debt

Outstanding debt balances were as follows:
 
 
September 30, 2017
 
December 31, 2016
Notes payable
 
 
 
 
Uncommitted lines of credit
 
$
24.2

 
$
9.4

Term Loan A Facility
 
21.6

 
17.3

Delayed Draw Term Loan A Facility
 
15.6

 

Term Loan B Facility - USD
 
4.8

 
10.0

Term Loan B Facility - Euro
 
4.9

 
3.7

European Investment Bank
 

 
63.1

Other
 
0.8

 
3.4

 
 
$
71.9

 
$
106.9

Long-term debt
 
 
 
 
Revolving Facility
 
$
120.0

 
$

Term Loan A Facility
 
184.0

 
201.3

Delayed Draw Term Loan A Facility
 
231.3

 

Term Loan B Facility - USD
 
467.9

 
787.5

Term Loan B Facility - Euro
 
482.9

 
363.5

2024 Senior Notes
 
400.0

 
400.0

Other
 
1.2

 
0.8

 
 
1,887.3

 
1,753.1

Long-term deferred financing fees
 
(52.8
)
 
(61.7
)
 
 
$
1,834.5

 
$
1,691.4



As of September 30, 2017, the Company had various international short-term uncommitted lines of credit with borrowing limits of $191.4, in the aggregate. The weighted-average interest rate on outstanding borrowings on the short-term uncommitted lines of credit as of September 30, 2017 and December 31, 2016 was 9.10 percent and 9.87 percent, respectively, and primarily relate to short-term uncommitted lines of credit in India. Short-term uncommitted lines mature in less than one year. The amount available under the short-term uncommitted lines at September 30, 2017 was $167.2, in the aggregate.

The cash flows related to debt borrowings and repayments were as follows:
 
 
Nine Months Ended
 
 
September 30,
 
 
2017
 
2016
Revolving credit facility borrowings (repayments), net
 
$
120.0

 
$
(168.0
)
 
 
 
 
 
Other debt borrowings
 
 
 
 
Proceeds from Delayed Draw Term Loan A Facility under the Credit Agreement
 
$
250.0

 
$

Proceeds from Term Loan B Facility - USD under the Credit Agreement
 

 
990.0

Proceeds from Term Loan B Facility - Euro under the Credit Agreement
 
73.3

 
398.1

Proceeds from 2024 Senior Notes
 

 
393.0

International short-term uncommitted lines of credit borrowings
 
57.7

 
44.6

 
 
$
381.0

 
$
1,825.7

 
 
 
 
 
Other debt repayments
 
 
 
 
Payments on 2006 Senior Notes
 
$

 
$
(225.0
)
Payments on Term Loan A Facility under the Credit Agreement
 
(12.9
)
 
(8.6
)
Payments on Delayed Draw Term Loan A Facility under the Credit Agreement
 
(3.1
)
 

Payments on Term Loan B Facility - USD under the Credit Agreement
 
(324.9
)
 

Payments on Term Loan B Facility - Euro under the Credit Agreement
 
(3.4
)
 

Payments on European Investment Bank
 
(63.1
)
 

International short-term uncommitted lines of credit and other repayments
 
(26.1
)
 
(185.6
)
 
 
$
(433.5
)
 
$
(419.2
)


The Company entered into a revolving and term loan credit agreement (the Credit Agreement), dated as of November 23, 2015, among the Company and certain of the Company's subsidiaries, as borrowers, JPMorgan Chase Bank, N.A., as Administrative Agent, and the lenders named therein. The Credit Agreement included, among other things, mechanics for the Company’s existing revolving and term loan A facilities to be refinanced under the Credit Agreement. On December 23, 2015, the Company entered into a Replacement Facilities Effective Date Amendment, which amended the Credit Agreement, among the Company, certain of the Company’s subsidiaries, the lenders identified therein and JPMorgan Chase Bank, N.A., as Administrative Agent, pursuant to which the Company refinanced its $520.0 revolving and $230.0 term loan A senior unsecured credit facilities (which have been terminated and repaid in full) with, respectively, a new unsecured revolving facility (the Revolving Facility) in an amount of up to $520.0 and a new (non-delayed draw) unsecured term loan A facility (the Term Loan A Facility) on substantially the same terms as the Delayed Draw Term Loan A Facility (as defined in the Credit Agreement) in the amount of up to $230.0. On December 23, 2020, the Term Loan A Facility will mature and the Revolving Facility will automatically terminate. The weighted-average interest rate on outstanding Revolving Facility borrowings as of September 30, 2017 and December 31, 2016 was 3.25 percent and 2.56 percent, respectively, which is variable based on the London Interbank Offered Rate (LIBOR). The amount available under the Revolving Facility as of September 30, 2017 was $400.0.

On April 19, 2016, the Company issued the $400.0 aggregate principal amount of 2024 Senior Notes in an offering exempt from the registration requirements of the Securities Act of 1933 (the Securities Act) in connection with the Acquisition. The 2024 Senior Notes are and will be guaranteed by certain of the Company’s existing and future domestic subsidiaries.

On May 9, 2017, the Company entered into an incremental amendment to its Credit Agreement (the Incremental Agreement) which reduced the initial term loan B facility (the Term Loan B Facility) of a $1,000.0 U.S. dollar-denominated tranche to $475.0. The reduction was funded using the $250.0 proceeds drawn from the Delayed Draw Term Loan A Facility, a replacement of $70.0 with Term Loan B Facility - Euro and previous principal payments.

In connection with the Incremental Agreement, the interest rate with respect to the Term Loan B Facility - USD is based on, at the Company’s option, adjusted LIBOR plus 2.75 percent (with a floor of 0.00 percent) or Alternate Base Rate (ABR) plus 1.75 percent (with an ABR floor of 1.00 percent) and the interest rate with respect to the Term Loan B Facility - Euro is based on adjusted Euro Interbank Offered Rate (EURIBOR) plus 3.00 percent (with a floor of 0.00 percent). Prior to the Incremental Agreement, the interest rate for the Term Loan B Facility - USD was LIBOR plus an applicable margin of 4.50 percent (or, at the Company’s option, prime plus an applicable margin of 3.50 percent), and the interest rate for the Term Loan B Facility - Euro was at the EURIBOR plus an applicable margin of 4.25 percent. As a result of the Incremental Agreement, the Company anticipates an approximate $5.0 reduction in interest expense per quarter.

The Incremental Amendment also renewed the repricing premium of 1.00 percent in relation to the Term Loan B Facility to the date that is six months after the Incremental Effective Date, removed the requirement to prepay the Repriced Dollar Term Loan and the Repriced Euro Term Loan upon any asset sale or casualty event if the Company is below a Total Net Leverage Ratio of 2.5:1.0 on a pro forma basis for such asset sale or casualty event and provides additional restricted payments and investment carveouts in regards to assets acquired with the Acquisition. All other material provisions under the Credit Agreement were unchanged.

On May 6 and August 16, 2016, the Company entered into the Second and Third Amendments to the Credit Agreement, which re-denominated a portion of the Term Loan B Facility into euros and guaranteed the prompt and complete payment and performance of the obligations when due under the Credit Agreement. On February 14, 2017, the Company entered into the Fourth Amendment to the Credit Agreement, which allows the proceeds from the Delayed Draw Term Loan A Facility to be used for general corporate purposes.

The Credit Agreement financial covenant ratios at September 30, 2017 are as follows:

a maximum total net debt to adjusted earnings before interest, taxes, depreciation and amortization (EBITDA) leverage ratio of 4.50 to 1.00 for the nine months ended September 30, 2017 (reducing to 4.25 on December 31, 2017, further reduced to 4.00 on December 31, 2018, and further reduced to 3.75 on June 30, 2019); and
a minimum adjusted EBITDA to net interest expense coverage ratio of not less than 3.00 to 1.00

Below is a summary of financing and replacement facilities information:
Financing and Replacement Facilities
 
Interest Rate
Index and Margin
 
Maturity/Termination Dates
 
Initial Term (Years)
Credit Agreement facilities
 
 
 
 
 
 
Revolving Facility
 
LIBOR + 2.00%
 
December 2020
 
5
Term Loan A Facility
 
LIBOR + 2.00%
 
December 2020
 
5
Delayed Draw Term Loan A Facility
 
LIBOR + 2.00%
 
December 2020
 
5
Term Loan B Facility - USD
 
LIBOR(i) + 2.75%
 
November 2023
 
7.5
Term Loan B Facility - Euro
 
EURIBOR(ii) + 3.00%
 
November 2023
 
7.5
2024 Senior Notes
 
8.5%
 
April 2024
 
8

(i) 
LIBOR with a floor of 0.0%.
(ii) 
EURIBOR with a floor of 0.0%.

The debt facilities under the Credit Agreement are secured by substantially all assets of the Company and its domestic subsidiaries that are borrowers or guarantors under the Credit Agreement, subject to certain exceptions and permitted liens.

As of September 30, 2017, the Company was in compliance with the financial and other covenants within its debt agreements.