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Debt
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
Debt

NOTE 15. DEBT

 

 

 

December 31, 2018

 

 

Weighted

Average

Interest Rate

for 2018

 

 

December 31, 2017

 

 

Weighted

Average

Interest Rate

for 2017

 

Term loan A due 2021

 

$

547.5

 

 

 

4.00

%

 

$

577.5

 

 

 

3.24

%

Term loan B due 2023

 

 

243.1

 

 

 

5.39

%

 

 

245.6

 

 

 

4.25

%

Tax exempt bonds due 2041

 

 

35.0

 

 

 

1.47

%

 

 

35.0

 

 

 

0.79

%

Principal debt outstanding

 

 

825.6

 

 

 

4.33

%

 

 

858.1

 

 

 

3.43

%

Unamortized debt financing costs

 

 

(5.8

)

 

 

 

 

 

 

(7.9

)

 

 

 

 

Long-term debt

 

 

819.8

 

 

 

4.33

%

 

 

850.2

 

 

 

3.43

%

Less current portion and short-term debt

 

 

55.0

 

 

 

4.07

%

 

 

32.5

 

 

 

3.32

%

Total long-term debt, less current portion

 

$

764.8

 

 

 

4.35

%

 

$

817.7

 

 

 

3.43

%

 

The weighted average interest rates above are inclusive of our interest rate swaps.  See Note 18 to the Consolidated Financial Statements for further information.

We have a $1,050.0 million senior credit facility which is composed of a $200.0 million revolving credit facility (with a $150.0 million sublimit for letters of credit), a $600.0 million Term Loan A and a $250.0 million Term Loan B.  The revolving credit facility and Term Loan A are currently priced at 2.00% over LIBOR and the Term Loan B portion is priced at 2.75% over LIBOR with a 0.75% floor.  The senior credit facility also has a $25.0 million letter of credit facility, also known as our bi-lateral facility.  The revolving credit facility and Term Loan A mature in March 2021 and Term Loan B matures in November 2023. The facility is secured by U.S. personal property, the capital stock of material U.S. subsidiaries and a pledge of 65% of the stock of our material first tier foreign subsidiaries.

 

On November 28, 2018 we entered into two new swap positions.  Under the $200 million notional 2018 swap we pay a fixed rate over the hedged amount and receive 1-month LIBOR.  This facility will expire November 30, 2023 and includes a 0% floor.   We also entered into a $100 million forward starting swap beginning March 31, 2021 and expiring on March 31, 2025. Under this $100 million notional 2021 swap we will pay a fixed rate monthly and receive 1-month LIBOR.  This also includes a 0% floor.   

Under our senior credit facility we are subject to year-end leverage tests that may trigger mandatory prepayments.  If our ratio of consolidated funded indebtedness, minus AWI and domestic subsidiary unrestricted cash and cash equivalents up to $100.0 million, to consolidated earnings before interest, taxes, depreciation and amortization (“EBITDA”) (“Consolidated Net Leverage Ratio”) is greater than 3.5 to 1.0, the prepayment amount would be 50% of fiscal year Consolidated Excess Cash Flow.  These annual payments would be made in the first quarter of the following year.  No payment will be required in 2019 under the senior credit facility.

As of December 31, 2018, we were in compliance with all covenants of the amended senior credit facility. Our debt agreements include other restrictions, including restrictions pertaining to the acquisition of additional debt, the redemption, repurchase or retirement of our capital stock, payment of dividends, and certain financial transactions as it relates to specified assets.  We currently believe that default under these covenants is unlikely. Fully borrowing under our revolving credit facility would not violate these covenants.  In anticipation of net sales proceeds to be received from Knauf in connection with the sale of our EMEA and Pacific Rim businesses, we received a consent from Bank of America, N.A., the administrative agent and collateral agent of our amended senior credit facility, that among other conditions, waives any mandatory prepayment provisions under our credit facility related to this transaction.  

As of December 31, 2018, our outstanding long-term debt included a $35.0 million variable rate, tax-exempt industrial development bond that financed the construction of a plant in prior years. This bond has a scheduled final maturity of 2041 and is remarketed by an agent on a regular basis at a market-clearing interest rate. Any portion of the bond that is not successfully remarketed by the agent is required to be repurchased by AWI. This bond is backed by letters of credit which will be drawn if a portion of the bond is not successfully remarketed.  We have not had to repurchase the bond.

As of December 31, 2018, we had a $40.0 million Accounts Receivable Securitization Facility with the Bank of Nova Scotia (the “funding entity”) that matures in March 2019. Under our Accounts Receivable Securitization Facility we sell accounts receivables to Armstrong Receivables Company, LLC (“ARC”), a Delaware entity that is consolidated in these financial statements.  ARC is a 100% wholly owned single member LLC special purpose entity created specifically for this transaction; therefore, any receivables sold to ARC are not available to the general creditors of AWI.  ARC then sells an undivided interest in the purchased accounts receivables to the funding entity.  This undivided interest acts as collateral for drawings on the facility.  Any borrowings under this facility are obligations of ARC and not AWI.  ARC contracts with and pays a servicing fee to AWI to manage, collect and service the purchased accounts receivables.  All new receivables under the program generated by the originators are continuously purchased by ARC with the proceeds from collections of receivables previously purchased.  As of December 31, 2018, we had $6.0 million classified as restricted cash under this facility. In February 2019, the facility was amended to resize the purchase limit from $40.0 million to $36.2 million and to extend the maturity to March 2020.

None of our remaining outstanding debt as of December 31, 2018 was secured with buildings and other assets.  The credit lines under our revolving credit facility are subject to immaterial annual commitment fees.

Scheduled payments of long-term debt:

 

2019

 

$

55.0

 

2020

 

 

62.5

 

2021

 

 

437.5

 

2022

 

 

2.5

 

2023

 

 

233.1

 

2024 and later

 

 

35.0

 

 

We utilize lines of credit and other commercial commitments in order to ensure that adequate funds are available to meet operating requirements.  Letters of credit are currently arranged through our revolving credit facility, our bi-lateral facility and our securitization facility.  Letters of credit may be issued to third party suppliers, insurance and financial institutions and typically can only be drawn upon in the event of AWI’s failure to pay its obligations to the beneficiary.   

 

The following table presents details related to our letters of credit:

 

 

 

As of December 31, 2018

 

Financing Arrangement

 

Limit

 

 

Used

 

 

Available

 

Accounts receivable securitization facility

 

$

30.2

 

 

$

36.2

 

 

$

(6.0

)

Bi-lateral facility

 

 

25.0

 

 

 

13.4

 

 

 

11.6

 

Revolving credit facility

 

 

150.0

 

 

 

-

 

 

 

150.0

 

Total

 

$

205.2

 

 

$

49.6

 

 

$

155.6

 

 

The maximum limit for letters of credit availability under our accounts receivable securitization facility is subject to securitized accounts receivable balances and other collateral adjustments.  As of December 31, 2018 and 2017, $6.0 million and $6.6 million of letters of credits issued under our accounts receivable securitization facility in excess of our maximum limit were classified as restricted cash and reported as a component of Cash and cash equivalents on our Consolidated Balance Sheets.  This restriction will lapse upon replacement of collateral with accounts receivables and/or upon a change in the letter of credit limit as a result of higher securitized accounts receivable balances.