Quarterly report pursuant to Section 13 or 15(d)

Long-Term Debt

v3.5.0.2
Long-Term Debt
9 Months Ended
Sep. 30, 2016
Long-Term Debt  
Long-Term Debt

5. LONG-TERM DEBT

 

The Company and its wholly-owned domestic subsidiaries (collectively, the “Guarantors”) entered into a senior secured credit agreement and related collateral and guarantee documentation (collectively, the “Credit Agreement”) with PNC Bank, National Association, as administrative agent, and the other lenders and agents party thereto.  The Credit Agreement became effective on June 30, 2015.  The following table summarizes the key terms of the Credit Agreement, dollars in thousands:

 

 

 

 

 

 

 

 

 

Senior secured term loan facility (original borrowing)

 

 

 

 

$

200,000

 

Additional term loan and/or revolver capacity available under incremental facility*

 

 

 

 

$

100,000

 

Interest rate as of September 30, 2016

 

 

 

 

 

2.02

%

Scheduled maturity date

 

 

 

 

 

6/30/2020

 

 

 

 

 

 

 

 

 

Senior secured revolving credit facility ("Revolving Facility")

 

 

 

 

$

125,000

 

Sublimit for issuance of letters of credit under Revolving Facility**

 

 

 

 

$

100,000

 

Sublimit for swingline loans under Revolving Facility**

 

 

 

 

$

15,000

 


* Subject to certain conditions (including existing or new lenders providing commitments in respect of such additional borrowing capacity).

** Use of the sublimits for the issuance of letters of credit and swingline loans reduces the availability under the Revolving Facility.

 

The following table sets forth our remaining principal payments for the following five years as of September 30, 2016, in thousands:

 

 

 

 

 

 

 

 

 

    

 

 

 

Future Principal

 

 

 

 

 

Payments

Schedule of Debt Maturity by Years:

 

 

 

 

 

 

2016

 

 

 

 

$

5,000

2017

 

 

 

 

 

20,000

2018

 

 

 

 

 

20,000

2019

 

 

 

 

 

25,000

2020

 

 

 

 

 

115,000

Total principal maturities

 

 

 

 

$

185,000

 

The following table reconciles the principal balance of our long-term debt to our Condensed Consolidated Balance Sheets, in thousands:

 

 

 

 

 

 

 

 

 

 

As of

 

 

September 30, 

 

December 31, 

 

    

2016

 

2015

Current portion of long-term debt

 

$

20,000

 

$

15,000

Long-term portion of long-term debt

 

 

165,000

 

 

180,000

Unamortized debt issuance costs

 

 

(1,286)

 

 

(1,543)

Long-term debt

 

$

183,714

 

$

193,457

 

The Company has outstanding standby letters of credit that secure our financial obligations related to our workers compensation, general insurance, and auto liability programs.  These standby letters of credit reduce the availability under the Revolving Facility.  The following table summarizes our availability under the Revolving Facility, in thousands:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of

 

 

September 30, 

 

December 31, 

 

    

2016

 

2015

Revolving Facility

 

$

125,000

 

$

125,000

Less: standby letters of credit

 

 

(49,080)

 

 

(55,096)

Capacity under Revolving Facility

 

$

75,920

 

$

69,904

 

The Credit Agreement contains certain covenants that limit, among other things, certain actions we may take and require us to maintain certain financial ratios.  On May 9, 2016, the Company and its lenders executed an Amendment to the Credit Agreement (“Amendment No. 1”).  Amendment No. 1 provides for the exclusion of up to $50 million of completed share repurchases (on a trailing twelve month basis) from the Credit Agreement’s definition of “Fixed Charges” for the purposes of determining the Company’s compliance with the quarterly Fixed Charge Coverage Ratio (“FCCR”) financial covenant.  Amendment No. 1 provides for an initial exclusion of up to $25 million and allows for the exclusion of an additional $25 million of completed share repurchases from the FCCR calculation, provided that the Company’s Total Leverage Ratio (as defined in the Credit Agreement) is below 2.0x at the time of such share repurchase and after giving pro forma effect to any such share repurchase. 

 

The following table outlines the key financial covenants effective for the period covered by this report:

 

 

 

 

 

 

 

 

 

 

September 30, 

    

December 31, 

 

    

2016

 

2015

Maximum net leverage ratio

 

 

3.25:1.00

 

 

3.50:1.00

Minimum fixed charge coverage ratio

 

 

1.10:1.00

 

 

1.10:1.00

Compliance as of period end

 

 

In Compliance

 

 

In Compliance