Financing Agreement

The carrying value of debt, capital lease obligations, and notes payable and the average related interest rates were as follows (in thousands):



	Average interest rate at December 31, 2018	Maturity	December 31, 2018			December 31, 2017
Revolving loan facility	2.88%	July 2023	$	187,631		$	3,000
Term loan facility	3.76%	July 2023	1,150,000			680,000
Senior notes—fixed rate	3.81%	May 2018	—			25,000
Senior notes—fixed rate	4.60%	May 2021	75,000			75,000
Senior notes—fixed rate	3.13%	December 2020	100,000			100,000
Senior notes—fixed rate	4.23%	July 2028	350,000			—
Capital lease obligations	5.28%	Various through 2029	17,587			19,889
Notes payable and other	4.23%	Various through 2030	87,608			12,384
Debt issuance costs			(5,256		)	(2,261		)
Total debt, capital lease obligations, and notes payable			$	1,962,570		$	913,012
Less: current maturities			66,543			47,746
Total long-term debt, capital lease obligations, and notes payable			$	1,896,027		$	865,266

Bank financing. In August 2011, Polaris entered into a $350,000,000 unsecured revolving loan facility. In March 2015, Polaris amended the loan facility to increase the facility to $500,000,000 and to provide more beneficial covenant and interest rate terms. The amended terms also extended the expiration date to March 2020. Interest is charged at rates based on a LIBOR or “prime” base rate. In May 2016, Polaris amended the revolving loan facility to increase the facility to $600,000,000 and extend the expiration date to May 2021. The amended terms also established a $500,000,000 term loan facility. In November 2016, Polaris amended the revolving loan facility to increase the term loan facility to $750,000,000.

In July 2018, Polaris amended the revolving loan facility to increase the facility to $700,000,000 and increase the term loan facility to $1,180,000,000, of which $1,150,000,000 was outstanding as of December 31, 2018. The expiration date of the facility was extended to July 2023, and interest will continue to be charged at rates based on a LIBOR or “prime” base rate. Under the facility, the Company is required to make principal payments totaling $59,000,000 over the next 12 months, which are classified as current maturities.

In December 2010, the Company entered into a Master Note Purchase Agreement to issue $25,000,000 of unsecured senior notes due May 2018 and $75,000,000 of unsecured senior notes due May 2021 (collectively, the “Senior Notes”). The Senior Notes were issued in May 2011. In December 2013, the Company entered into a First Supplement to Master Note Purchase Agreement, under which the Company issued $100,000,000 of unsecured senior notes due December 2020. In July 2018, the Company entered into a Master Note Purchase Agreement to issue $350,000,000 of unsecured senior notes due July 2028.

The unsecured loan facility and the amended Master Note Purchase Agreement contain covenants that require Polaris to maintain certain financial ratios, including minimum interest coverage and maximum leverage ratios. Polaris was in compliance with all such covenants as of December 31, 2018.

Debt issuance costs are recognized as a reduction in the carrying value of the related long-term debt in the consolidated balance sheets and are being amortized to interest expense in the consolidated statements of income over the expected remaining terms of the related debt.

A property lease agreement for a manufacturing facility which Polaris began occupying in Opole, Poland commenced in February 2014. The Poland property lease is accounted for as a capital lease.

As a component of the Boat Holdings merger agreement, Polaris has committed to make a series of deferred payments to the former owners following the closing date of the merger through July 2030. The original discounted payable was for $76,733,000, all of which was outstanding as of December 31, 2018. The outstanding balance is included in long-term debt and current portion of long-term debt in the consolidated balance sheets.

The Company has a mortgage note payable agreement for land, on which Polaris built the Huntsville, Alabama manufacturing facility in 2016. The original mortgage note payable was for $14,500,000, of which $10,875,000 was outstanding as of December 31, 2018. The outstanding balance is included in notes payable and other. The payment of principal and interest for the note payable is forgivable if the Company satisfies certain job commitments over the term of the note. The Company has met the required commitments to date. Forgivable loans related to other Company facilities are included within long-term debt and current portion of long-term debt in the consolidated balance sheets.

The following summarizes activity under Polaris’ credit arrangements (dollars in thousands):



	2018			2017			2016
Total borrowings at December 31	$	1,862,631		$	883,000		$	1,112,142
Average outstanding borrowings during year	$	1,474,485		$	1,133,641		$	638,614
Maximum outstanding borrowings during year	$	1,999,731		$	1,319,105		$	1,234,337
Interest rate at December 31	3.64		%	2.91		%	2.25		%

Letters of credit. At December 31, 2018, Polaris had open letters of credit totaling $18,718,000. The amounts are primarily related to inventory purchases and are reduced as the purchases are received.

Dealer financing programs. Certain finance companies, including Polaris Acceptance, an affiliate, and TCF Financial Corporation (see Note 10), provide floor plan financing to dealers on the purchase of Polaris products. The amount financed by worldwide dealers under these arrangements at December 31, 2018, was approximately $1,643,771,000. Polaris has agreed to repurchase products repossessed by the finance companies up to an annual maximum of no more than 15 percent of the average month end balances outstanding during the prior calendar year for Polaris Acceptance, and 100 percent of the balances outstanding for TCF Financial Corporation. Polaris’ financial exposure under these arrangements is limited to the difference between the amount paid to the finance companies for repurchases and the amount received on the resale of the repossessed product. No material losses have been incurred under these agreements during the periods presented. As a part of its marketing program, Polaris contributes to the cost of dealer financing up to certain limits and subject to certain conditions. Such expenditures are included as an offset to sales in the accompanying consolidated statements of income.