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Debt
12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Debt Note 6– Debt

 

 

 

December 31,

 

 

December 31,

 

(In millions)

 

2021

 

 

2020

 

Current portion of finance lease

 

$

0.9

 

 

$

0.9

 

Current portion of debt

 

 

0.9

 

 

 

0.9

 

 

 

 

 

 

 

 

Senior unsecured credit facility

 

 

125.0

 

 

 

228.0

 

4.7% senior notes — due 2025

 

 

300.0

 

 

 

300.0

 

3.95% senior notes — due 2027

 

 

400.0

 

 

 

400.0

 

Senior notes — original issue discount

 

 

(1.2

)

 

 

(1.5

)

Senior notes — deferred financing costs

 

 

(2.9

)

 

 

(3.5

)

Non-current portion of finance leases and other

 

 

1.5

 

 

 

2.5

 

Long-term debt

 

 

822.4

 

 

 

925.5

 

Total debt

 

$

823.3

 

 

$

926.4

 

 

Senior Unsecured Credit Facility

 

In June 2019, the Company refinanced its senior unsecured credit facility (the "Facility”), increasing borrowing capacity from $700 million to $1 billion. The maturity of the Facility is June 2024. The refinancing provides for a reduction in interest costs, as well as less restrictive covenants. The Facility agreement contains financial and other covenants, including, but not limited to customary restrictions on the incurrence of debt by our subsidiaries and the granting of liens, as well as the maintenance of an interest coverage ratio and a leverage ratio. As defined in the Facility agreement, we are required to maintain a minimum interest coverage ratio of 3.50 (based on the ratio of earnings before interest tax depreciation and amortization, “EBITDA”, to interest expense). In addition, the maximum leverage ratio must not exceed 3.75 (based on the ratio of total debt to EBITDA) with a step up to 4.25 allowed following certain acquisitions. The Facility agreement contains other customary terms and conditions such as representations and warranties, additional covenants and events of default. As of December 31, 2021, total borrowings under the Facility were $125 million, which approximates fair value. The Facility agreement permits us to issue letters of credit up to an aggregate amount of $50 million. Outstanding letters of credit reduce the amount available for borrowing under the Facility. As of December 31, 2021, there were no issued letters of credit under the Facility, resulting in undrawn availability under the Facility of $625 million. The weighted average interest rate for the Facility was 4.2% for the year ended December 31, 2021. The balance of unamortized deferred financing costs related to the Facility was $1.7 million at December 31, 2021 and $3.5 million at December 31, 2020.

 

In September 2020, we amended the Facility to allow for relief from certain terms, including adjusting the maximum leverage ratio covenant for a defined period. On January 28, 2021, we further amended the Facility agreement (the “Second Amendment”) to provide that, from January 28, 2021 through and including March 31, 2022, we will not be subject to a maximum leverage ratio covenant but will instead be required to maintain Liquidity (as defined in the Facility agreement) of at least $250 million. Additionally, during such period, the Company will be subject to limitations on share repurchases, cash dividends, and its ability to incur secured debt, in each case subject to certain exceptions; the applicable margin and commitment fees are increased; the incremental facility will not be available; and if the Company’s public debt rating is downgraded to (i) BB or lower by Standard & Poor’s and (ii) Ba2 or lower by Moody’s, we will be required to grant liens on certain of our assets, which liens will be released upon the Company’s public debt rating being upgraded to BB+ or higher by Standard & Poor’s or Ba1 or higher by Moody’s. The Company’s public debt rating as of December 31, 2021 is BB+/Baa3. In addition, the Second Amendment provides that the Company will not be subject to an interest coverage ratio covenant until the test period ending December 31, 2021 and revolving commitments under the Facility were reduced to $750 million. In connection with the Second Amendment, we accelerated a portion of the deferred financing costs and recognized $0.9 million in interest expense during the first quarter of 2021. As of December 31, 2021, we were in compliance with all debt covenants.

 

3.95% Senior Notes

 

In 2017, the Company issued $400 million in aggregate principal amount of 3.95% Senior Unsecured Notes due in 2027. The interest rate on these senior notes may be increased by 0.25% each time a credit rating applicable to the notes is downgraded. The maximum rate is 5.95%. The effective interest rate for 2021 was 4.09% inclusive of approximately a 0.25% benefit of treasury locks. The fair value of the senior notes due in 2027 based on quoted prices utilizing Level 2 inputs (as defined in Note 19) was $428.6 million at December 31, 2021. The balance of unamortized deferred financing costs and debt discount related to the senior notes was $2.8 million at December 31, 2021 and $3.4 million at December 31, 2020.

 

4.7% Senior Notes

In 2015, the Company issued $300.0 million in aggregate principal amount of 4.7% Senior Unsecured Notes due in 2025. The interest rate on these senior notes may be increased by 0.25% each time a credit rating applicable to the notes is downgraded. The maximum rate is 6.7% and the rate at December 31, 2021 remained at 5.04%. The conditions and covenants related to the senior notes are less restrictive than those of our Facility. The effective interest rate for 2021 was 4.94%. The fair value of the senior notes based on quoted prices utilizing Level 2 inputs was $327.0 million at December 31, 2021. The balance for unamortized deferred financing costs and debt discount related to the senior notes was $1.3 million at December 31, 2021 and $1.7 million at December 31, 2020.

The conditions and covenants related to the senior notes are less restrictive than those of our Facility.

Other Credit Facilities

In January 2020, we used $49.9 million to repay and terminate the Euro term loan.