INDEBTEDNESS

Following is a summary of the Company’s debt, net of unamortized debt issuance costs:



	December 31,
(In Thousands) ¹	2018		2017
Revolving Facility	$	16,000	$	—
Senior Unsecured Notes, 3.95%, Due in Installments through April 2018	—		24,994
Senior Unsecured Notes, 4.75%, Due in Installments through April 2021	179,750		239,784
Term Loan, Due in Installments through September 2022	223,837		96,272

Capital Lease Obligation:
with Related Parties	123		1,314
with Unrelated Parties	5,042		6,434
Total Debt	424,752		368,798
Less: Current Maturities	83,778		97,192
Long-Term Debt	$	340,974	$	271,606

¹Total debt as of December 31, 2018 and 2017 includes unamortized debt issuance costs of $1.4 million and $1.5 million, respectively. The Company also recorded $2.6 million and $3.2 million of debt issuance costs as of December 31, 2018 and 2017 related to the revolving credit facility within prepaid expenses and other assets in the consolidated balance sheets.

Revolving Credit Agreement and Term Loan

On October 23, 2018, the Company amended its second amended and restated revolving credit and term loan agreement (the "Amended Agreement") primarily to increase the term loan to $225.0 million from the $87.5 million remaining principal outstanding. The incremental borrowings were used for general corporate and working capital purposes and for the repayment of outstanding borrowings under the revolver, under which repayments were made in the fourth quarter of 2018. The Amended Agreement provides for quarterly term loan repayment installments of $5.6 million, payable on the last day of each March, June, September, and December beginning on December 31, 2019, with the remaining principal balance payable upon the maturity date of September 18, 2022. The term loan interest rate was 3.78% as of December 31, 2018. The maximum revolving credit commitment of $400.0 million remained unchanged under the Amended Agreement. The Company concluded the Amended Agreement constituted a debt modification and is deferring approximately $0.4 million of lender fees, with third party legal and administrative fees of less than $0.1 million expensed during the fourth quarter of 2018.

The interest rate on the term loan bears interest at an adjusted London Interbank Overnight (LIBO) rate plus a margin within a range of 1.25% to 2.25% depending on the Company’s total net debt to EBITDA ratio or, alternatively, the administrative agent's prime rate plus a margin ranging from 0.25% to 1.25%, with the amount of such margin determined based upon the ratio of the Company's total net debt to EBITDA, for loans based on the base rate.

The revolving credit and term loan agreement also provides for an uncommitted incremental facility increase option which, subject to certain terms and conditions, permits the Company at any time prior to the maturity date to request an increase in extensions of credit available thereunder (whether through additional term loans and/or revolving credit commitments or any combination thereof) by an aggregate additional principal amount of up to the greater of $250.0 million or any amount provided that the incremental borrowing does not result in a total debt to adjusted EBITDA ratio greater than 2.50:1.00, with such additional credit extensions provided by one or more lenders thereunder at their sole discretion.

The Company pays a commitment fee on unused balances, which ranges from 0.15% to 0.30% as determined by the Company's ratio of total debt to adjusted EBITDA. As of December 31, 2018, the amount available under the revolving credit component of the Amended Agreement was reduced by approximately $16.0 million for outstanding borrowings and $11.0 million for our outstanding letters of credit, resulting in availability of $373.0 million.

Senior Unsecured Notes

2011 Note Purchase Agreement

Pursuant to the note purchase agreement dated as of July 5, 2011, and further amended on April 14, 2014, the Company and certain of its subsidiaries as co-obligors previously issued $125.0 million in senior unsecured notes to the purchasers in a private placement which bore interest at a rate of 3.95% and matured on April 27, 2018. During 2018, the Company repaid the remaining $25.0 million outstanding under the 3.95% senior unsecured notes.

Purchase Agreements

On April 14, 2014, the Company entered into note purchase agreements, as amended, pursuant to which the Company and certain of its subsidiaries as co-obligors issued $300.0 million in aggregate principal amount of senior unsecured notes in a private placement. The notes bear interest at the rate of 4.75% per year and mature on April 14, 2021. Payments of interest commenced on July 14, 2014 and are due quarterly, and principal payments of $60.0 million commenced on April 14, 2017 and are due annually until maturity.

Financial Covenants

The revolving credit and term loan agreement, senior unsecured notes discussed above, and franchise loan program discussed in Note 9 to these consolidated financial statements contain financial covenants, which include requirements that the Company maintain ratios of (i) adjusted EBITDA plus lease expense to fixed charges of no less than 2.50:1.00 and (ii) total debt to adjusted EBITDA of no greater than 3.00:1.00. In each case, adjusted EBITDA refers to the Company’s consolidated net income before interest and tax expense, depreciation (other than lease merchandise depreciation), amortization expense, and other cash and non-cash charges as defined in the Amended Agreement.

If the Company fails to comply with these covenants, the Company will be in default under these agreements, and all amounts could become due immediately. Under the Company’s revolving credit and term loan agreement, senior unsecured notes and franchise loan program, the Company may pay cash dividends in any year so long as, after giving pro forma effect to the dividend payment, the Company maintains compliance with its financial covenants and no event of default has occurred or would result from the payment. At December 31, 2018, the Company was in compliance with all covenants related to its outstanding debt.

Capital Leases with Related Parties

As of December 31, 2018, the Company had three remaining capital leases with a limited liability company ("LLC") controlled by a group of current and former executives of the Company. In October and November 2004, the Company sold 11 properties, including leasehold improvements, to the LLC. The LLC obtained borrowings collateralized by the land and buildings totaling $6.8 million. The Company leases the land and buildings collateralizing the borrowings under a 15-year term lease at an aggregate annual rental of $0.2 million. The transaction has been accounted for as a capital lease in the accompanying consolidated financial statements. The rate of interest implicit in the leases is approximately 9.7%. Accordingly, the land and buildings, associated depreciation expense and lease obligations are recorded in the Company’s consolidated financial statements. No gain or loss was recognized related to the properties sold to the LLC in 2004. In January 2018, the Company renewed its remaining lease agreements to lease the land and buildings with an additional five-year term commencing at the expiration of the original lease agreements in November 2019.

Future principal maturities under the Company’s debt and capital lease obligations are as follows:



(In Thousands)
2019	$	84,175
2020	84,644
2021	82,906
2022	174,440
2023	—
Thereafter	—
Total	$	426,165