Long-Term Debt

The following table summarizes the carrying value of the Company’s long-term debt (in millions):



	March 31, 2018			December 31, 2017
Term Loan B	$	1,125		$	1,160
Term Loan A	670			679
Receivables Financing Facility	86			135
Revolving Credit Facility	273			275
Total debt	2,154			2,249
Less: Debt issuance costs	(7		)	(7		)
Less: Unamortized discounts	(14		)	(15		)
Less: Current portion of long-term debt	(43		)	(51		)
Total long-term debt	$	2,090		$	2,176

At March 31, 2018, the future maturities of debt, excluding debt discounts and issuance costs, are as follows (in millions):



2018	$	30
2019	137
2020	56
2021	1,931
2022	—
Thereafter	—
Total future maturities of long-term debt	$	2,154

The estimated fair value of the Company’s long-term debt approximated $2.2 billion at March 31, 2018 and December 31, 2017. These fair value amounts represent the estimated value at which the Company’s lenders could trade its debt within the financial markets and does not represent the settlement value of these long-term debt liabilities to the Company. The fair value of the long-term debt will continue to vary each period based on fluctuations in market interest rates, as well as changes to the Company’s credit ratings. This methodology resulted in a Level 2 classification in the fair value hierarchy.

Credit Facilities

On July 26, 2017, the Company entered into the A&R Credit Agreement, which amended, modified, and added provisions to the Company’s previous credit agreement. The A&R Credit Agreement provides for Term Loan A of $688 million, Term Loan B of $2.2 billion and a Revolving Credit Facility of $500 million.

As of March 31, 2018, the Term Loan A interest rate was 3.51%, and the Term Loan B interest rate was 3.75%. Borrowings under Term Loan A and B bear interest at a variable rate. Term Loan B borrowings are subject to a floor of 2.75%. Interest payments are payable monthly or quarterly on Term Loan A and the Revolving Credit Facility and quarterly on Term Loan B. The Company has entered into interest rate swaps to manage interest rate risk on Term Loan B. See Note 7, Derivative Instruments.

The A&R Credit Agreement also requires the Company to prepay certain amounts in the event of certain circumstances or transactions, as defined in the A&R Credit Agreement. The Company may make prepayments against the Term Loans, in whole or in part, without premium or penalty. The Term Loan A, unless amended, modified, or extended, will mature on July 27, 2021 (the “Term Loan A Maturity Date”). The Term Loan B, unless amended, modified, or extended, will mature on October 27, 2021 (the “Term Loan B Maturity Date”).

The Revolving Credit Facility is available for working capital and other general corporate purposes including letters of credit. As of March 31, 2018, the Company had issued letters of credit totaling $5 million. The Revolving Credit Facility will mature and the related commitments will terminate on July 27, 2021.

Borrowings under the Revolving Credit Facility bear interest at a variable rate plus an applicable margin. As of March 31, 2018, the Revolving Credit Facility had an average interest rate of 3.61%. As of March 31, 2018, the Company had borrowings of $273 million against the Revolving Credit Facility. There was $275 million of borrowings against the Revolving Credit Facility in the prior year comparable period.

Receivables Financing Facility

On December 1, 2017, a wholly-owned, bankruptcy-remote, special-purpose entity (“SPE”) of the Company entered into the Receivables Purchase Agreement, which provides for a receivables financing facility of up to $180 million. The SPE utilizes the receivables financing facility in the normal course of business as part of its management of cash flows. Under its committed receivables financing facility, a subsidiary of the Company sells its domestically originated accounts receivables at fair value, on a revolving basis, to the SPE which was formed for the sole purpose of buying the receivables. The SPE, in turn, pledges a valid and perfected first-priority security interest in the pool of purchased receivables to a financial institution for borrowing purposes. The subsidiary retains an ownership interest in the pool of receivables that are sold to the SPE and services those receivables. Accordingly, the Company has determined that these transactions do not qualify for sale accounting under ASC 860, Transfers and Servicing of Financial Assets, and has, therefore, accounted for the transactions as secured borrowings.

At March 31, 2018, the Company’s Consolidated Balance Sheets included $351 million of receivables that were pledged and $86 million of associated liabilities. The receivables financing facility will mature on November 29, 2019.

Borrowings under the receivables financing facility bear interest at a variable rate plus an applicable margin. As of March 31, 2018, the receivables financing facility had an average interest rate of 2.72% and requires monthly interest payments.

Both the Revolving Credit Facility and receivables financing facility include terms and conditions that limit the incurrence of additional borrowings and require that certain financial ratios be maintained at designated levels.

Certain domestic subsidiaries of the Company (the “Guarantor Subsidiaries”) guarantee the Term Loan A, Term Loan B, and the Revolving Credit Facility on a senior basis. For the period ended March 31, 2018, the non-Guarantor Subsidiaries would have (a) accounted for 48.3% of our total revenue and (b) held 84.5% or $3.6 billion of our total assets and approximately 81.7% or $2.7 billion of our total liabilities including trade payables but excluding intercompany liabilities.

On March 31, 2018, the Company was in compliance with all covenants.