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BANK BORROWINGS AND LONG-TERM DEBT
12 Months Ended
Mar. 31, 2015
BANK BORROWINGS AND LONG-TERM DEBT  
BANK BORROWINGS AND LONG-TERM DEBT

7. BANK BORROWINGS AND LONG-TERM DEBT

        Bank borrowings and long-term debt are as follows:

                                                                                                                                                                                    

 

 

As of March 31,

 

 

 

2015

 

2014

 

 

 

(In thousands)

 

Term Loan, including current portion, due in installments through August 2018

 

$

592,500

 

$

600,000

 

Term Loan, including current portion, due in installments through March 2019

 

 

475,000

 

 

500,000

 

4.625% Notes due February 2020

 

 

500,000

 

 

500,000

 

5.000% Notes due February 2023

 

 

500,000

 

 

500,000

 

Other

 

 

16,233

 

 

2,595

 

​  

​  

​  

​  

 

 

 

2,083,733

 

 

2,102,595

 

Current portion

 

 

(46,162

)

 

(32,575

)

​  

​  

​  

​  

Non-current portion

 

$

2,037,571

 

$

2,070,020

 

​  

​  

​  

​  

​  

​  

​  

​  

​  

        The weighted average interest rates for the Company's long-term debt was 3.2% as of both March 31, 2015 and 2014.

        Repayments of the Company's long-term debt are as follows:

                                                                                                                                                                                    

Fiscal Year Ending March 31,

 

Amount

 

 

 

(In thousands)

 

2016

 

$

46,162 

 

2017

 

 

52,500 

 

2018

 

 

52,500 

 

2019

 

 

922,500 

 

2020

 

 

500,000 

 

Thereafter

 

 

510,071 

 

​  

​  

Total

 

$

2,083,733 

 

​  

​  

​  

​  

​  

        Capital lease obligations of $5.3 million and $8.9 million, consisting of short-term obligations of $2.8 million and $4.2 million and long term obligations of $2.5 million and $4.7 million are included in current and non-current liabilities on the Company's balance sheets as of March 31, 2015 and 2014, respectively.

Term Loan due August 2018

        On August 30, 2013, the Company entered into a $600 million term loan agreement due August 30, 2018 and used these proceeds to repay certain term loans in full that were outstanding at that time in the amount of $544.8 million. The remaining $55.2 million was used to repay part of the term loan due March 2019 and upfront bank fees. This loan is repayable in quarterly installments of $3.75 million, which commenced in December 2014 and continue through August 2018, with the remaining amount due at maturity.

        Borrowings under this term loan bear interest, at the Company's option, either at (i) LIBOR plus the applicable margin for LIBOR loans ranging between 1.00% and 2.00%, based on the Company's credit ratings or (ii) the base rate (the greatest of the U.S. prime rate, the federal funds rate plus 0.50% and LIBOR for a one-month interest period plus 1.00%) plus an applicable margin ranging between 0.00% and 1.00%, based on the Company's credit rating.

        This term loan is unsecured, and contains customary restrictions on the Company's and its subsidiaries' ability to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. This term loan agreement also requires that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during its term. As of March 31, 2015, the Company was in compliance with the covenants under this term loan agreement.

Term Loan Agreement due March 2019 and Revolving Line of Credit

        The Company's $2.0 billion credit facility ("Credit Facility") consists of a $1.5 billion revolving credit facility and a $500.0 million term loan, which is due to expire in March 2019.

        On March 31, 2014, the Company borrowed an incremental amount of $63.4 million under the term loan thereby increasing the total amount outstanding under the term loan to $500 million in conjunction with the extension of the maturity date to March 2019. Quarterly repayments of principal under this term loan commenced on June 30, 2014 in the amount of $6.3 million up to March 31, 2016 and will increase to $9.4 million thereafter with the remainder due upon maturity. Borrowings under this facility bear interest, at the Company's option, either at (i) LIBOR plus the applicable margin for LIBOR loans ranging between 1.125% and 2.125%, based on the Company's credit ratings or (ii) the base rate (the greatest of the agent's prime rate, the federal funds rate plus 0.50% and LIBOR for a one-month interest period plus 1.00%) plus an applicable margin ranging between 0.125% and 1.125%, based on the Company's credit rating. The Company is required to pay a quarterly commitment fee ranging between 0.15% and 0.40% per annum on the daily unused amount of the $1.5 billion Revolving Credit Facility based on the Company's credit rating.

        This Credit Facility is unsecured, and contains customary restrictions on the Company's and its subsidiaries' ability to (i) incur certain debt, (ii) make certain investments, (iii) make certain acquisitions of other entities, (iv) incur liens, (v) dispose of assets, (vi) make non-cash distributions to shareholders, and (vii) engage in transactions with affiliates. These covenants are subject to a number of exceptions and limitations. This Credit Facility also requires that the Company maintain a maximum ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization), and a minimum interest coverage ratio, as defined therein, during its term. As of March 31, 2015, the Company was in compliance with the covenants under this loan agreement.

Notes due February 2020 and February 2023

        On February 20, 2013, the Company issued $500.0 million of 4.625% Notes due February 15, 2020 and $500.0 million of 5.000% Notes due February 15, 2023 (collectively the "Notes") in a private offering pursuant to Rule 144A and Regulation S under the Securities Act. In July 2013, the Company exchanged these notes for new notes with substantially similar terms and completed the registration of these notes with the Securities and Exchange Commission. The Company received net proceeds of approximately $990.6 million from the issuance and used those proceeds, together with $9.4 million of cash on hand, to repay $1.0 billion of outstanding borrowings under its previous term loan that was due October 2014.

        Interest on the Notes is payable semi-annually, which commenced on August 15, 2013. The Notes are senior unsecured obligations of the Company, rank equally with all of the Company's other existing and future senior and unsecured debt obligations, and are guaranteed, jointly and severally, fully and unconditionally on an unsecured basis, by each of the Company's 100% owned subsidiaries that guarantees indebtedness under, or is a borrower under, the Company's Credit Facility or the Company’s Term Loan due 2018.

        At any time prior to maturity, the Company may redeem some or all of the Notes at a redemption price equal to 100% of the principal amount of the Notes redeemed, plus an applicable premium accrued and unpaid interest, if any, to the applicable redemption date. Upon the occurrence of a change of control repurchase event (as defined in the Notes indenture), the Company must offer to repurchase the Notes at a repurchase price equal to 101% of the principal amount of the Notes repurchased, plus accrued and unpaid interest, if any, to the applicable repurchase date.

        The indenture governing the Notes contains covenants that, among other things, restrict the ability of the Company and certain of the Company's subsidiaries to create liens; enter into sale-leaseback transactions; create, incur, issue, assume or guarantee any funded debt; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's assets to, another person. These covenants are subject to a number of significant limitations and exceptions set forth in the indenture. The indenture also provides for customary events of default, including, but not limited to, cross defaults to certain specified other debt of the Company and its subsidiaries. In the case of an event of default arising from specified events of bankruptcy or insolvency, all outstanding Notes will become due and payable immediately without further action or notice. If any other event of default under the indenture occurs or is continuing, the applicable trustee or holders of at least 25% in aggregate principal amount of the then outstanding Notes may declare all of the Notes to be due and payable immediately. As of March 31, 2015, the Company was in compliance with the covenants in the indenture governing the Notes.

Other Credit Lines

        As of March 31, 2015, the Company and certain of its subsidiaries had various uncommitted revolving credit facilities, lines of credit and other loans in the amount of $184.6 million in the aggregate. There were no borrowings outstanding under these facilities as of March 31, 2015 and 2014. These unsecured credit facilities, and lines of credit and other loans bear annual interest at the respective country's inter-bank offering rate, plus an applicable margin, and generally have maturities that expire on various dates in future fiscal years.