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Long-Term Debt
6 Months Ended
Jun. 30, 2013
Long-Term Debt

Note 10 —Long-term debt:

 

 

 

December 31,
2012

 

 

June 30,
2013

 

 

(In millions)

 

 

 

 

 

Valhi:

 

 

 

  

 

 

 

Snake River Sugar Company

$

  250.0

  

  

$

  250.0

  

Contran credit facility

 

  157.6

  

  

 

  159.7

 

Total Valhi debt

 

  407.6

  

  

 

  409.7

 

Subsidiary debt:

 

 

 

  

 

 

 

Kronos:

 

 

 

  

 

 

 

Note payable to Contran

 

  

  

 

  180.0

 

Term loan

 

  384.5

  

  

 

  98.6

 

Revolving European credit facility

 

  13.2

  

  

 

  26.1

 

CompX:

 

 

 

  

 

 

 

Promissory note payable to Timet Finance Management Company

 

  18.5

  

  

 

  18.0

 

WCS:

 

 

 

  

 

 

 

Financing capital lease

 

  69.9

  

  

 

  69.2

 

6% promissory notes

 

  7.2

  

  

 

  7.2

 

Other

 

  9.2

  

  

 

  12.3

 

Total subsidiary debt

 

  502.5

  

  

 

  411.4

 

Total debt

 

  910.1

  

  

 

  821.1

 

Less current maturities

 

  29.6

  

  

 

  30.8

 

Total long-term debt

$

  880.5

  

  

$

  790.3

  

Valhi Contran credit facility – During the first six months of 2013, we had net borrowings of $2.1 million under our Contran credit facility. The average interest rate on the existing balance as of and for the six months ended June 30, 2013 was 4.25%. At June 30, 2013, the equivalent of $65.3 million was available for borrowing under this facility.

Kronos – Term loan – In February 2013, Kronos voluntarily prepaid an aggregate $290 million principal amount of its term loan. We recognized a non-cash pre-tax interest charge of $6.6 million related to this prepayment consisting of the write-off of the unamortized original issue discount costs and deferred financing costs associated with such prepayment. Funds for such prepayment were provided by $100 million of Kronos’ cash on hand as well as borrowings of $190 million under a new loan from Contran as described below. As a result of this prepayment, the remaining $100 million principal amount of the term loan is not repayable until final maturity of the term loan in June 2018. The average interest rate on these borrowings as of and for the six months ended June 30, 2013 was 7% and 6.8%, respectively. The carrying amount of the term loan includes unamortized original issue discount of $1.4 million at June 30, 2013. In July 2013 Kronos voluntarily prepaid the remaining $100 million principal amount outstanding under its term loan, using $50 million of its cash on hand as well as borrowings of $50 million under its North American revolving credit facility.

Note payable to Contran – As discussed above, in February 2013 Kronos entered into a promissory note with Contran that allows it to borrow up to $290 million. This new loan from Contran contains terms and conditions similar to the terms and conditions of the term loan, except that the loan from Contran is unsecured and contains no financial maintenance covenant. The independent members of Kronos’ board of directors approved the terms and conditions of the loan from Contran. The note requires quarterly principal payments of $5.0 million which commenced in March 2013, with any remaining outstanding principal due by June 2018. Voluntary principal prepayments are permitted at any time without penalty. The note bears interest at LIBOR (with LIBOR no less than 1%) plus 5.125%, or the base rate (as defined in the agreement) plus 4.125%. Kronos is required to use the base rate method until such time as both (1) the term loan discussed above has been fully repaid and (2) the European credit facility has been amended on terms satisfactory to Contran, at which time we would have the option to use either the base rate or LIBOR rate methods. The average interest rate on these borrowings as of and for the period from issuance to June 30, 2013 was 7.375%.

Revolving European credit facility – During the first six months of 2013, Kronos borrowed €10 million ($12.8 million when borrowed) and made no repayments under its European credit facility. The average interest rate on the existing balance as of and for the six months ended June 30, 2013 was 2.03% and 2.02%, respectively. At June 30, 2013, the equivalent of $130.5 million was available for borrowing under this facility.

Revolving North American credit facility – Kronos had no borrowings or repayments under its North American credit facility for the six months ended June 30, 2013. At June 30, 2013 there were no outstanding borrowings under this revolving facility and approximately $119.5 million was available for borrowing.

Canada – At June 30, 2013, an aggregate of Cdn. $7.5 million letters of credit were outstanding under Kronos’ Canadian subsidiary’s loan agreement with the Bank of Montreal which exists solely for the issuance of up to Cdn. $10.0 million in letters of credit.

In January 2013, Kronos borrowed Cdn. $1.8 million (USD $1.8 million) under its Canadian subsidiary’s agreement with an economic development agency of the Province of Quebec, Canada which was recorded net of Cdn. $.5 million (USD $.5 million) imputed interest.

CompXThe average interest rate on the promissory note payable as of and for the six month period ended June 30, 2013 was 1.3%.   In July 2013, CompX prepaid the remaining outstanding principal amount of the note, plus accrued interest, without penalty.

Restrictions and other Certain of the credit facilities with unrelated, third-party lenders described above require the respective borrowers to maintain minimum levels of equity, require the maintenance of certain financial ratios, limit dividends and additional indebtedness and contain other provisions and restrictive covenants customary in lending transactions of this type. We are in compliance with all of our debt covenants at June 30, 2013.