Summary of Debt Instruments | The Company’s debt instruments at December 31 consist primarily of term notes, revolving lines of credit and a Securitization Facility as follows (in thousands): | | | | | | | | | | | | 2016 | | 2015 | Term notes payable—domestic(a), net of discounts | | $ | 2,639,279 |
| | $ | 2,157,376 |
| Revolving line of credit A Facility—domestic(a) | | 465,000 |
| | 160,000 |
| Revolving line of credit A Facility—foreign(a) | | 123,412 |
| | — |
| Revolving line of credit A Facility—swing line(a) | | 26,608 |
| | — |
| Other(c) | | 12,934 |
| | 3,624 |
| Total notes payable and other obligations | | 3,267,233 |
|
| 2,321,000 |
| Securitization Facility(b) | | 591,000 |
| | 614,000 |
| Total notes payable, credit agreements and Securitization Facility | | $ | 3,858,233 |
|
| $ | 2,935,000 |
| Current portion | | $ | 1,336,506 |
| | $ | 875,100 |
| Long-term portion | | 2,521,727 |
| | 2,059,900 |
| Total notes payable, credit agreements and Securitization Facility | | $ | 3,858,233 |
|
| $ | 2,935,000 |
|
_____________________ | | (a) | On October 24, 2014, the Company entered into a $3.36 billion New Credit Agreement, which provides for senior secured credit facilities consisting of (a) a revolving A credit facility in the amount of $1.0 billion, with sublimits for letters of credit, swing line loans and multicurrency borrowings, (b) a revolving B facility in the amount of $35 million for loans in Australian Dollars or New Zealand Dollars, (c) a term A loan facility in the amount of $2.02 billion and (d) a term loan B facility in the amount $300 million. Proceeds from the Credit Facility may be used for working capital purposes, acquisitions, and other general corporate purposes. Interest on amounts outstanding under the New Credit Agreement (other than the term B loan ) accrues based on the British Bankers Association LIBOR Rate (the Eurocurrency Rate), plus a margin based on a leverage ratio, or our option, the Base Rate (defined as the rate equal to the highest of (a) the Federal Funds Rate plus 0.50%, (b) the prime rate announced by Bank of America, N.A., or (c) the Eurocurrency Rate plus 1.00%) plus a margin based on a leverage ratio. Interest is payable quarterly in arrears. On August 22, 2016, the Company entered into the first Amendment to the existing New Credit Agreement, which established an incremental term A loan in the amount of $600 million under the New Credit Agreement accordion feature. The proceeds from the additional $600 million in term A loans were used to partially finance the STP acquisition. The amendment also established an accordion feature for borrowing an additional $500 million in term A, term B or revolver A debt. On January 20, 2017, the Company entered into the second amendment to the New Credit Agreement, which established a new term B loan ("term B-2 loan") in the amount of $245 million to replace the existing Term B loan. Interest on the Term B-2 loan facility accrues based on the Eurocurrency Rate or the Base Rate, except that the applicable margin is fixed at 2.25% for Eurocurrency Loans and at 1.25% for Base Rate Loans. In addition, the Company pays a quarterly commitment fee at a rate per annum ranging from 0.20% to 0.40% of the daily unused portion of the credit facility. |
At December 31, 2016, the interest rate on the term A loan and the domestic revolving A facility was 2.52%, the interest rate on the foreign revolving A facility was 2.01%, the interest rate on the revolving A facility swing line of credit was 1.97% and the interest rate on the term B-2 loan was 3.77%. The unused credit facility was 0.35% for all facilities at December 31, 2016. The stated maturity dates for the term A loan, revolving loans, and letters of credit under the New Credit Agreement is November 14, 2019 and November 14, 2021 for the term B loan.
The term loans are payable in quarterly installments and are due on the last business day of each March, June, September, and December with the final principal payment due on the respective maturity date. Borrowings on the revolving line of credit are repayable at the option of one, two, three or nine months after borrowing, depending on the term of the borrowing on the facility. Borrowings on the foreign swing line of credit are due no later than ten business days after such loan is made.
At December 31, 2016, the Company had $2.4 billion in borrowings outstanding on term A loan, excluding the related debt discount, $245.0 million in borrowings outstanding on term B-2 loan, excluding the related debt discount, $465.0 million in borrowings outstanding on the domestic revolving A facility, $123.4 million in borrowings outstanding on the foreign revolving A facility and $26.6 million in borrowings outstanding on the swing line revolving A facility. The Company has unamortized debt discounts of $6.2 million related to the term A facility and $1.0 million related to the term B facility at December 31, 2016. The effective interest rate incurred on term loans was 2.57% and 2.04% during 2016 and 2015, respectively, related to the discount on debt. Principal payments of $118.5 million were made on the term loans during 2016. | | (b) | The Company is party to a $950 million receivables purchase agreement (Securitization Facility) that was amended and restated for the fifth time on November 14, 2014 in connection with the Comdata acquisition to increase the commitments from $500.0 million to $1.2 billion, to extend the term of the facility to November 14, 2017, to add financial covenants and to add additional purchasers to the facility. On November 5, 2015, the first amendment to the fifth amended and restated receivables purchase agreement was entered into which allowed the Company to enter into a new contract with BP and modified the eligible receivables definition and on December 1, 2015, the second amendment to the fifth amended and restated receivables purchase agreement was entered into which reduced the commitments from $1.2 billion to $950 million. There is a program fee equal to one month LIBOR and the Commercial Paper Rate of 0.85% plus 0.90% and 0.43% plus 0.90% as of December 31, 2016 and 2015, respectively. The unused facility fee is payable at a rate of 0.40% as of December 31, 2016 and 2015. The Securitization Facility provides for certain termination events, which includes nonpayment, upon the occurrence of which the administrator may declare the facility termination date to have occurred, may exercise certain enforcement rights with respect to the receivables, and may appoint a successor servicer, among other things. |
| | (c) | Other includes the long term portion of contingent consideration and deferred payments associated with certain of our businesses. |
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