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Long-Term Debt
12 Months Ended
Dec. 31, 2014
Debt Disclosure [Abstract]  
Long-Term Debt
(7) LONG-TERM DEBT

The components of long-term debt as of December 31 are as follows:

 

     2014      2013  
     (Thousands of dollars)  

Senior Notes issued March 17, 2014, interest only payable semi-annually at 5.25%, maturing March 15, 2019

   $ 500,000       $ —     

Senior Notes issued September 23, 2010, interest only payable semi-annually at 8.625% maturing October 15, 2018

     —           300,000   

Revolving Credit Facility due October 1, 2016 with a group of commercial banks, interest payable at variable rates

     43,000         79,000   
  

 

 

    

 

 

 

Total long-term debt

$ 543,000    $ 379,000   
  

 

 

    

 

 

 

 

Annual maturities of long-term debt for each of the five years following December 31, 2014 and in total thereafter follow (in thousands):

 

2015

$ —     

2016

  43,000   

2017

  —     

2018

  —     

2019

  500,000   

Thereafter

  —     
  

 

 

 

Total

$ 543,000   
  

 

 

 

Senior Notes – The 5.25% Senior Notes (“Notes”) are unconditionally guaranteed on a senior basis by our domestic subsidiaries and are general, unsecured obligations of ours and the subsidiary guarantors. We have the option to redeem some or all of the Notes at any time on or after March 15, 2016 at specified redemption prices, and prior to that time pursuant to certain make-whole provisions. The Notes contain restrictive covenants, including limitations on incurring indebtedness, creating liens, selling assets, and entering into certain transactions with affiliates. The covenants limit our ability to pay cash dividends on common stock, repurchase or redeem common or preferred equity, prepay subordinated debt, and make certain investments. There are no restrictions on dividends from a subsidiary to the parent company, nor any restrictions on distributions from the parent company to a subsidiary. Upon the occurrence of a “Change in Control Repurchase Event” (as defined in the indenture governing the notes), each holder of the Notes will have the right to require us to purchase that holder’s Notes for a cash price equal to 101% of their principal amount. Upon the occurrence of an “Event of Default” (as defined in the indenture), the trustee or the holders of the Notes may declare all of the outstanding Notes to be due and payable immediately. The Company is not aware of any instances of non-compliance with the financial covenants.

Proceeds from our notes were approximately $493.8 million, net of fees and expenses, and were used to retire all of our $300 million of previously outstanding 8.625% Senior Notes pursuant to a tender offer, at a total cost of $329.4 million, including the tender premium and accrued interest. As a result of our repurchase of 8.625% Senior Notes in 2014, we recorded a pretax charge of $29.8 million, which consisted of $26.7 million of premium and $3.1 million of unamortized issuance costs.

The Notes bear interest at a fixed rate and therefore changes in market interest rates do not affect our interest payment obligations on the notes. The fair market value of our Senior Notes varies as changes occur to general market interest rates, the remaining maturity of the notes, and our credit worthiness. At December 31, 2014, the fair market value of the Notes was $425.6 million, and the carrying value was $500 million. At December 31, 2013, the fair market value of our 8.625% Senior Notes due 2018 was $323.2 million and the carrying value was $300 million.

Revolving Credit Facility – We have an amended and restated revolving credit facility that matures on October 1, 2016. Under this facility, we can borrow up to $150 million at floating interest rates based on either the London Interbank Offered Rate plus 225 basis points or the prime rate (each as defined in our amended and restated revolving credit facility), at our option. Our revolving credit facility includes usual and customary covenants and events of default for credit facilities of its type. Our ability to borrow under the credit facility is conditioned upon our continued compliance with such covenants, including, among others, (i) covenants that restrict our ability to engage in certain asset sales, mergers or other fundamental changes, to incur liens or to engage in certain other transactions or activities and (ii) financial covenants that stipulate that PHI will maintain a consolidated working capital ratio of at least 2 to 1, a funded debt to consolidated net worth ratio not greater than 1.5 to 1, a fixed charge coverage ratio of at least 1.1 to 1, and consolidated net worth of at least $450 million (with all such terms or amounts as defined in or determined under the amended and restated revolving credit facility).

For additional information on our revolving credit facility, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Liquidity and Capital Resources – Long Term Debt” included in Part I, Item 2, of this report.

Other – We maintain a separate letter of credit facility that had $15.5 million in letters of credit outstanding at December 31, 2014 and 2013. The letters of credit securing our workers compensation policies, in the amount of $6.3 million, are evergreen. The letter of credit securing an Air Medical traditional provider contract, in the amount of $9.2 million, expires on October 29, 2015, but may be extended at the request of the beneficiary for subsequent periods up to one year.