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Credit Facilities (Notes)
12 Months Ended
Sep. 30, 2019
Credit Facilities [Abstract]  
Debt Disclosure [Text Block]
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 $743.9 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:
A three-year first-lien senior secured syndicated loan facility under which $386.4 million is available to the Company for general working capital requirements and capital expenditures. 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. Subsequent to September 30, 2019, additional members were added to the syndication further increasing the committed amount to $393.0 million. The amended facility is comprised of a $196.5 million revolving credit facility and a $196.5 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. During the year ended September 30, 2019, the Company made three scheduled quarterly principal payments against the Term Loan equal to $6.6 million, reducing the amount outstanding to $168.4 million as of September 30, 2019. Amounts repaid on the Term Loan may not be reborrowed.
During the year ended September 30, 2019, the Company paid $3.1 million in rating agency fees, arrangement fees, commitment fees, and other deferred financing costs in connection with amending the credit facility. These deferred financing costs are being amortized over the 36 month term of the amended credit facility.
The credit facility is secured by a first priority lien on substantially all of the assets of the Company and those of our subsidiaries that guarantee the credit facility. Per the terms of the amended facility, the commitment fees and interest rates are subject to decrease if the Company’s consolidated leverage ratio, as defined, decreases below certain thresholds. As of September 30, 2019, unused portions of the loan facility require a commitment fee of 0.625% on the unused commitment. Both the revolving credit facility and the Term Loan are subject to variable rates of interest. As of September 30, 2019, borrowings under the facility bear interest at the Eurodollar Rate, as defined, plus 3.00% or the Base Rate, as defined, plus 2.00%. Borrowings under the Base Rate and Eurodollars options were subject to interest rates of 7.25% and 4.95%, respectively, as of September 30, 2019. The agreement contains financial covenants related to consolidated tangible net worth, consolidated funded debt to net worth ratio, consolidated fixed charge coverage ratio and consolidated net unencumbered liquid assets, as defined. The agreement also contains a non-financial covenant related to the allowable annual consolidated capital expenditures permitted under the agreement. The Company was in compliance with all covenants under the loan facility as of September 30, 2019.
An unsecured syndicated committed line of credit under which $75.0 million is available to the Company’s wholly owned subsidiary, INTL FCStone Financial to provide short term funding of margin to commodity exchanges as necessary. This line of credit is subject to annual review, and the continued availability of this line of credit is subject to INTL FCStone Financial’s financial condition and operating results continuing to be satisfactory as set forth in the agreement. Unused portions of the margin line require a commitment fee of 0.50% on the unused commitment. Borrowings under the margin line are on a demand basis and bear interest at the Base Rate, as defined, plus 2.00%, which was 7.25% as of September 30, 2019. The agreement contains financial covenants related to INTL FCStone Financial’s tangible net worth, excess net capital and maximum net loss over a trailing twelve month period, as defined. INTL FCStone Financial was in compliance with these covenants as of September 30, 2019. The facility is guaranteed by the Company.
A syndicated committed borrowing facility under which $232.5 million is available to the Company’s wholly owned subsidiary, FCStone Merchant Services, LLC (“FCStone Merchants”) to finance commodity financing arrangements and commodity repurchase agreements. The facility is secured by the assets of FCStone Merchants, and guaranteed by the Company. Unused portions of the borrowing facility require a commitment fee of 0.38% on the unused commitment. The borrowings outstanding under the facility bear interest at a rate per annum equal to the Eurodollar Rate plus Applicable Margin, as defined, or the Base Rate plus Applicable Margin, as defined. Borrowings under the Base Rate and Eurodollar options were subject to interest rates of 5.0% and 4.5%, respectively, as of September 30, 2019. The agreement contains financial covenants related to tangible net worth, as defined. FCStone Merchants was in compliance with this covenant as of September 30, 2019.
An unsecured syndicated committed borrowing facility under which $50.0 million is available to the Company’s wholly owned subsidiary, INTL FCStone Ltd for short term funding of margin to commodity exchanges. The borrowings outstanding under the facility bear interest at a rate per annum equal to 2.50% plus the Federal Funds Rate, as defined. The agreement contains financial covenants related to consolidated tangible net worth, as defined. INTL FCStone Ltd was in compliance with this covenant as of September 30, 2019. The facility is guaranteed by the Company.
Uncommitted Credit Facilities
The Company has a secured, uncommitted loan facility, under which INTL FCStone Financial 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 at September 30, 2019 and 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 zero and $14.0 million in borrowings outstanding under this credit facility as of September 30, 2019, and September 30, 2018, respectively.
The Company has secured uncommitted loan facilities under which INTL FCStone Financial 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 September 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. Loans under the facility accrue interest at a per annum rate equal to the applicable Cost of Funds Rate, as defined, plus 3.00% or at the Base Rate, as defined, plus 2.00%. Letters of credit under the facility accrue a fee at the per annum rate of 2.75%. The interest rate associated with these borrowings was approximately 5.0%. There were $3.4 million and $3.8 million in borrowings outstanding under this credit facility as of September 30, 2019, and September 30, 2018, respectively.
Note Payable to Bank
In April 2015, the Company obtained a $4.0 million 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%.
Senior Unsecured Notes
In July 2013, the Company completed an offering of $45.5 million aggregate principal amount of the Company’s 8.5% Senior Notes due 2020 (the “Notes”). The Company incurred debt issuance costs of $1.7 million in connection with the issuance of the Notes, which were being amortized over the term of the Notes. On October 15, 2016, the Company redeemed the Notes at a price equal to 100% of the principal amount redeemed plus accrued and unpaid interest to, but not including, October 15, 2016. The remaining unamortized deferred financing costs of $1.0 million were written off in connection with the redemption of the Notes and are included in ‘interest expense’ in the consolidated income statement for the year ended September 30, 2017.
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 the periods indicated:
(in millions)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amounts Outstanding
 
Borrower
Security
Renewal/Expiration Date
 
Total Commitment
 
September 30,
2019
 
September 30,
2018
Committed Credit Facilities
 
 
 
 
 
 
 
 
 
Term Loan
(1)
February 22, 2022
 
$
189.9

 
$
167.6

(2)
$

 
Revolving Line of Credit
(1)
February 22, 2022
 
196.5

 
70.0

 
208.2

 
INTL FCStone Inc.
 
 
 
386.4

 
237.6

 
208.2

 
INTL FCStone Financial, Inc.
None
April 3, 2020
 
75.0

 

 

 
FCStone Merchants Services, LLC
Certain commodities assets
February 1, 2020
 
232.5

 
128.5

 
128.0

 
INTL FCStone Ltd.
None
January 31, 2020
 
50.0

 

 

 
 
 
 
 
$
743.9

 
$
366.1

 
$
336.2

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

 

 
14.0

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

 

 

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

 
3.4

 
3.8

 
 
 
 
 
 
 
 
 
 
Note Payable to Bank
 
 
 
 
 
 
 
 
 
Monthly installments, due March 2020 and secured by certain equipment
 
 
 
0.4

 
1.2

Total outstanding borrowings
 
 
 
 
 
$
369.9

 
$
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.
(2) Amount outstanding under the Term Loan is reported net of unamortized deferred financing costs of $0.8 million.
As reflected above, $357.5 million of the Company’s committed credit facilities are scheduled to expire during the fiscal year ended September 30, 2020. The Company intends to renew or replace these facilities as they expire, and based on the Company’s liquidity position and capital structure, the Company believes it will be able to do so.