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Credit Facilities (Notes)
9 Months Ended
Jun. 30, 2019
Credit Facilities [Abstract]  
Debt Disclosure [Text Block]
Credit Facilities
Committed Credit Facilities
The Company has four committed credit facilities, including a senior secured term loan, under which the Company and its subsidiaries may borrow up to $703.1 million, subject to the terms and conditions for these facilities. The amounts outstanding under these credit facilities carry variable rates of interest, thus approximating fair value. The Company’s committed credit facilities consist of the following:
$345.6 million facility available to INTL FCStone Inc. for general working capital requirements. On February 22, 2019, the Company amended its existing $262.0 million senior secured syndicated credit facility, to extend the maturity date through February 2022 and to increase the size of the facility to $350.0 million. The amended facility is comprised of a $175.0 million revolving credit facility and a $175.0 million Term Loan facility. The Company is required to make quarterly principal payments against the Term Loan equal to 1.25% of the original balance with the remaining balance due on the maturity date. Amounts repaid on the Term Loan may not be reborrowed.
Both the revolving credit facility and the Term Loan are subject to variable rates of interest equal to the Eurodollar Rate, as defined, or the Base Rate, as defined. Unused portions of the revolving loan facility will continue to require a commitment fee on unused borrowings, as defined in the agreement. In connection with the amendment, the Company paid $3.1 million in rating agency fees, arrangement fees, commitment fees, and other deferred financing costs. These deferred financing costs are being amortized over the 36 month term of the amended credit facility.
$75.0 million facility available to the Company’s wholly owned subsidiary, INTL FCStone Financial Inc., for short-term funding of margin to exchange-clearing organizations. The facility is subject to annual review and guaranteed by INTL FCStone Inc.
$232.5 million facility available to the Company’s wholly owned subsidiary, FCStone Merchant Services, LLC, for financing traditional commodity financing arrangements and commodity repurchase agreements. The facility is guaranteed by INTL FCStone Inc.
$50.0 million facility available to the Company’s wholly owned subsidiary, INTL FCStone Ltd, for short-term funding of margin to exchange-clearing organizations. The facility is subject to annual review and is guaranteed by INTL FCStone Inc. The facility was amended on May 8, 2019 to increase the committed amount from $25.0 million to $50.0 million.
Uncommitted Credit Facilities
The Company has a secured, uncommitted loan facility, under which INTL FCStone Ltd may borrow up to approximately £20.0 million, collateralized by commodities warehouse receipts, to facilitate financing of commodities under repurchase agreement services to its clients, subject to certain terms and conditions of the credit agreement. There were no borrowings outstanding under this credit facility as of June 30, 2019 and September 30, 2018.
The Company has a secured, uncommitted loan facility, under which INTL FCStone Financial Inc. may borrow up to $75.0 million, collateralized by commodities warehouse receipts, to facilitate U.S. commodity exchange deliveries of its clients, subject to certain terms and conditions of the credit agreement. There were no borrowings outstanding under this credit facility as of June 30, 2019, and September 30, 2018.
The Company has a secured, uncommitted loan facility, under which INTL FCStone Financial Inc. may borrow for short term funding of proprietary and client securities margin requirements, subject to certain terms and conditions of the agreement. The uncommitted amount available to be borrowed is not specified, and all requests for borrowing are subject to the sole discretion of the lender. The borrowings are secured by first liens on Company owned marketable securities or client owned securities which have been pledged to the Company. The amounts borrowed under the facilities are payable on demand. There were $30.5 million and $14.0 million in borrowings outstanding under this credit facility as of June 30, 2019, and September 30, 2018, respectively.
The Company has a secured, uncommitted loan facility, under which INTL FCStone Financial Inc. may borrow up to $100.0 million for short term funding of proprietary and client securities margin requirements, subject to certain terms and conditions of the agreement. The borrowings are secured by first liens on Company owned marketable securities or client owned securities which have been pledged to the Company. The amounts borrowed under the facilities are payable on demand. There were no borrowings outstanding under this credit facility as of June 30, 2019 and September 30, 2018.
The Company has a secured, uncommitted loan facility, under which FCStone Merchant Services, LLC can borrow up to $20.0 million to facilitate the financing of inventory of commodities and other products or goods approved by the lender in its sole discretion, subject to certain terms and conditions of the loan facility agreement. The loan facility is collateralized by a first priority security interest in goods and inventory of FCStone Merchant Services, LLC that is (a) either located outside of the U.S. and Canada or in transit to a destination outside the U.S. or Canada and (b) acquired with any extension of credit (whether in the form of a loan or by the issuance of a letter of credit) under the loan facility. The amounts borrowed under the facilities are payable on demand. There were $5.5 million and $3.8 million in borrowings outstanding under this credit facility as of June 30, 2019, and September 30, 2018, respectively.
Note Payable to Bank
The Company has a loan from a commercial bank, secured by equipment purchased with the proceeds. The note is payable in monthly installments, ending in March 2020. The note bears interest at a rate per annum equal to LIBOR plus 2.00%.
The following table sets forth a listing of credit facilities, the current committed amounts as of the report date on the facilities, and outstanding borrowings on the facilities, as well as indebtedness on a promissory note as of June 30, 2019 and September 30, 2018:
(in millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amounts Outstanding
 
Borrower
Security
Renewal/Expiration Date
 
Total Commitment
 
June 30,
2019
 
September 30,
2018
Committed Credit Facilities
 
 
 
 
 
 
 
 
 
Term Loan
(1)
February 22, 2022
 
$
170.6

 
$
169.7

 
$

 
Revolving Line of Credit
(1)
February 22, 2022
 
175.0

 
137.0

 
208.2

 
INTL FCStone Inc.
 
 
 
345.6

 
306.7

 
208.2

 
INTL FCStone Financial Inc.
None
April 3, 2020

75.0





 
FCStone Merchants Services, LLC
Certain commodities assets
November 1, 2019
 
232.5

 
164.1

 
128.0

 
INTL FCStone Ltd.
None
January 31, 2020
 
50.0

 

 

 
 
 
 
 
$
703.1

 
$
470.8

 
$
336.2

 
 
 
 
 
 
 
 
 
 
Uncommitted Credit Facilities
 
 
 
 
 
 
 
 
 
INTL FCStone Financial Inc.
Commodities warehouse receipts and certain pledged securities
n/a
 
n/a

 
30.5

 
14.0

 
INTL FCStone Ltd.
Commodities warehouse receipts
n/a
 
n/a

 

 

 
FCStone Merchant Services, LLC
Certain commodities assets
n/a
 
n/a

 
5.5

 
3.8

 
 
 
 
 
 
 
 
 
 
Note Payable to Bank
 
 
 
 
 
 
 
 
 
Monthly installments, due March 2020 and secured by certain equipment
 
 
 
0.6

 
1.2

Total outstanding borrowings
 
 
 
 
 
$
507.4

 
$
355.2


(1) The INTL FCStone Inc. committed credit facility is secured by substantially all of the assets of INTL FCStone Inc. and certain subsidiaries identified in the credit facility agreement as obligors, and pledged equity of certain subsidiaries identified in the credit facility as limited guarantors.
As reflected above, $357.5 million of the Company’s committed credit facilities are scheduled to expire within twelve months of this filing. The Company intends to renew or replace the facilities when they expire, and based on the Company’s liquidity position and capital structure, the Company believes it will be able to do so.
The Company’s credit facility agreements contain financial covenants relating to financial measures on a consolidated basis, as well as on a certain stand-alone subsidiary basis, including minimum tangible net worth, minimum regulatory capital, minimum net unencumbered liquid assets, maximum net loss, minimum fixed charge coverage ratio and maximum funded debt to net worth ratio. Failure to comply with these covenants could result in the debt becoming payable on demand. As of June 30, 2019, the Company was in compliance with all of its financial covenants under its credit facilities.