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DEBT
6 Months Ended
Jun. 30, 2017
Debt Disclosure [Abstract]  
DEBT

NOTE 11 – DEBT

Long-term debt consisted of the following:

 

In thousands

 

 

June 30, 2017

 

 

December 31, 2016

 

Obligations under capital leases

$

9,955

 

 

$

11,121

 

$1.2 billion senior credit facility weighted average rate 2.36%, due in 2019

 

390,624

 

 

 

407,119

 

$1.0 billion term loan weighted average rate 2.53%, due in 2020

 

950,000

 

 

 

1,000,000

 

$175 million private placement notes 3.89%, due in 2017

 

175,000

 

 

 

175,000

 

$125 million private placement notes 2.68%, due in 2019

 

125,000

 

 

 

125,000

 

$225 million private placement notes 4.47%, due in 2020

 

225,000

 

 

 

225,000

 

$150 million private placement notes 2.89%, due in 2021

 

150,000

 

 

 

150,000

 

$125 million private placement notes 3.26%, due in 2022

 

125,000

 

 

 

125,000

 

$200 million private placement notes 2.72%, due in 2022

 

200,000

 

 

 

200,000

 

$100 million private placement notes 2.79%, due in 2023

 

100,000

 

 

 

100,000

 

$150 million private placement notes 3.18%, due in 2023

 

150,000

 

 

 

150,000

 

Promissory notes and deferred consideration weighted average rate of 2.10% and weighted average maturity of 3.1 years

 

173,478

 

 

 

191,648

 

Foreign bank debt weighted average rate 6.56% and weighted average maturity of 1.6 years

 

95,059

 

 

 

99,428

 

Total debt

 

2,869,116

 

 

 

2,959,316

 

Less: current portion of total debt

 

111,400

 

 

 

72,822

 

Less: unamortized debt issuance costs

 

7,898

 

 

 

9,179

 

Long-term portion of total debt

$

2,749,818

 

 

$

2,877,315

 

Our senior credit facility, term loan, and the private placement notes all require us to comply with the same financial, reporting and other covenants and restrictions, including a restriction on dividend payments. At June 30, 2017, we were in compliance with all of our financial debt covenants. Our senior credit facility, term loan, and the private placement notes rank pari passu to each other and all other unsecured debt obligations.

At June 30, 2017 and December 31, 2016, we had $133.6 million and $138.0 million, respectively, committed to outstanding letters of credit under our senior credit facility. The unused portion of the revolving credit facility was $675.8 million and $654.9 million at June 30, 2017 and December 31, 2016, respectively.

We classified our $175.0 million private placement notes that mature in October 2017 as long-term debt due to our intent to settle this obligation by borrowing on the available and unused capacity of our $1.2 billion senior credit facility due in 2019.

As disclosed in our current report on Form 8-K filed on August 2, 2017, we entered into amendments to the agreements governing our senior credit facility, term loan and private placement notes, which amend the financial covenants therein to modify the definition of Consolidated EBITDA and provisions relating to permissible Consolidated Leverage Ratio to permit the Company to make the payment contemplated by the Proposed MDL Settlement (see Note 14 – Legal Proceedings). If at the end of any fiscal quarter, the Consolidated Leverage Ratio, on a pro forma basis as of such date and immediately after giving effect to the settlement payment of the Proposed MDL Settlement  is greater than 3.50 to 1.00, the Company may, in its sole discretion, elect to increase the maximum Consolidated Leverage Ratio to 4.00 to 1.00 as of the end of the fiscal quarter in which the full payment for the Proposed MDL Settlement occurred and in any subsequent fiscal quarter ending on or prior to September 30, 2018; provided, however, in no event shall the elevated ratio permitted by the immediately preceding clause extend after September 30, 2018.

The August 2, 2017 amendments referenced above further provide that, if at the end of any fiscal quarter of the Company, the Consolidated Leverage Ratio exceeded 3.75 to 1.00 but is at or below 4.00 to 1.00, the per annum interest rate (including any Default Rate, if applicable) otherwise applicable shall be increased by 50 basis points (.50%) from the date of such Leverage Increase to but not including the date that the Consolidated Leverage Ratio is 3.75 to 1.00 or less.