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SUBSEQUENT EVENTS
9 Months Ended
Sep. 30, 2019
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 24—SUBSEQUENT EVENTS

 

On October 21, 2019, we entered into the Superpriority Credit Agreement which provides for borrowings and letters of credit in an aggregate principal amount of $1.7 billion, consisting of (1) a $1.3 billion term loan facility and (2) a $400 million letter of credit facility. Upon the closing of the Superpriority Credit Agreement, we were provided access to $650 million of capital, comprised of $550 million under the New Term Facility, before reduction for related fees and expenses, and $100 million under the New LC Facility. Subject to satisfaction of certain conditions specified in the Superpriority Credit Agreement, including, in each case, approval of the lenders (in their discretion), a second tranche of $350 million of capital (comprised of $250 million under the New Term Facility and $100 million under the New LC Facility) will be made available between November 30, 2019 and December 31, 2019, a third tranche of $150 million under the New Term Facility  will be made available between December 30, 2019 and March 31, 2020 and a fourth tranche of $550 million of capital (comprised of $350 million under the New Term Facility and $200 million under the New LC Facility) will be made available between January 31, 2020 and March 31, 2020. The New Term Facility and the New LC Facility are scheduled to mature on October 21, 2021.

On October 21, 2019, we entered into the Credit Agreement Amendment and the LC Agreement Amendment, which, among other things, amended the compliance levels for McDermott’s leverage ratio and fixed charge coverage ratio for each fiscal quarter through December 31, 2021 and also modified certain affirmative covenants, negative covenants and events of default to, among other things, make changes to allow for the incurrence of indebtedness and pledge of assets under the Superpriority Credit Agreement.

On October 21, 2019, we entered into a Consent and Waiver Agreement with the Preferred Stockholders to enter into the Superpriority Credit Agreement, the Credit Agreement Amendment and the LC Agreement Amendment.

 

Our applicable subsidiaries elected not to make the payment, when due, of approximately $69 million in interest due on the 2024 Notes on November 1, 2019. As a result of the non-payment, a 30-day grace period following non-payment of the interest has commenced.  During that grace period, we intend to continue discussions with representatives of holders of the 2024 Notes regarding the interest payment.  The non-payment of the interest will not trigger an event of default under the Senior Notes Indenture unless the grace period expires without an agreed-upon resolution and the interest payment then remains unpaid.  If such an event of default occurs, then the trustee under the Senior Notes Indenture or the holders of at least 25% in aggregate principal amount of the 2024 Notes may declare the principal of and accrued interest on the 2024 Notes to be immediately due and payable.  In addition, such an event of default would result in cross defaults under the Superpriority Credit Agreement, the Credit Agreement and the Letter of Credit Agreement. See Note 12, Debt, and Note 20, Redeemable Preferred Stock, for further discussions.

 

In light of the circumstances described in Note 2, Basis of Presentation and Significant Accounting Policies, we have considered our hedge accounting on the interest rate swap arrangement, described in Note 17, Derivative Financial Instruments. Based on the substantial doubt in our ability to continue as a going concern, subsequent to September 30, 2019 we no longer consider it probable that our hedged forecasted cash flows will occur, and, therefore, our hedge accounting under ASC 815, Derivatives and Hedging, has ceased on a prospective basis.