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LONG-TERM DEBT AND LINES OF CREDIT
3 Months Ended
Mar. 31, 2017
Debt Disclosure [Abstract]  
LONG-TERM DEBT AND LINES OF CREDIT
LONG-TERM DEBT AND LINES OF CREDIT

As of March 31, 2017 and December 31, 2016, long-term debt consisted of the following:
 
March 31, 2017
 
December 31, 2016
 
 
 
 
 
(in thousands)
Corporate credit facility:
 
 
 
Term loans (face amounts of $3,683,132 and $3,728,857 at March 31, 2017 and December 31, 2016, respectively, less unamortized debt issuance costs of $43,900 and $46,282 at March 31, 2017 and December 31, 2016, respectively)
$
3,639,232

 
$
3,682,575

Revolving credit facility
761,000

 
756,000

Capital lease obligations
30

 
37

Total long-term debt
4,400,262

 
4,438,612

Less current portion of corporate credit facility (face amounts of $188,368 and $187,274 at March 31, 2017 and December 31, 2016, respectively, less unamortized debt issuance costs of $9,394 and $9,526 at March 31, 2017 and December 31, 2016, respectively) and current portion of capital lease obligations of $30 and $37 at March 31, 2017 and December 31, 2016, respectively
179,004

 
177,785

Long-term debt, excluding current portion
$
4,221,258

 
$
4,260,827



Maturity requirements on long-term debt as of March 31, 2017 by year are as follows (in thousands):
Years ending December 31,
 
2017
$
141,579

2018
200,974

2019
214,674

2020
214,674

2021
3,158,349

2022
5,424

2023 and thereafter
508,488

Total
$
4,444,162



We are party to a credit facility agreement (as amended from time to time, the "Credit Facility Agreement"), which, as of March 31, 2017, provided for secured financing of up to $5.0 billion, comprised of (i) a $1.8 billion term loan (the "Term A Loan"), (ii) a $1.5 billion term loan (the "Term A-2 Loan"), (iii) a $542 million term loan (the "Term B Loan") and (iv) a $1.3 billion revolving credit facility (the "Revolving Credit Facility"). Substantially all of the assets of our domestic subsidiaries are pledged as collateral under the Credit Facility Agreement. On May 2, 2017, we entered into an amendment to the Credit Facility Agreement, which, among other things, increased the total financing capacity available under the Credit Facility Agreement to $5.2 billion, as described in more detail in "Note 12Subsequent Event."

The Credit Facility Agreement provides for an interest rate, at our election, of either London Interbank Offered Rate ("LIBOR") or a base rate, in each case plus a leverage-based margin. As of March 31, 2017, the interest rates on the Term A Loan, the Term A-2 Loan and the Term B Loan were 3.23%, 3.20% and 3.48%, respectively.

The Credit Facility Agreement allows us to issue standby letters of credit of up to $100 million in the aggregate under the Revolving Credit Facility. Outstanding letters of credit under the Revolving Credit Facility reduce the amount of borrowings available to us. Borrowings available to us under the Revolving Credit Facility are further limited by the covenants described below under "Compliance with Covenants." The total available commitments under the Revolving Credit Facility at March 31, 2017 and December 31, 2016 were $228.8 million and $446.3 million, respectively. As of March 31, 2017, the interest rate on the Revolving Credit Facility was 3.20%. In addition, we are required to pay a quarterly commitment fee on the unused portion of the Revolving Credit Facility.

The portion of debt issuance costs related to the Revolving Credit Facility are included in other noncurrent assets, and the portion of debt issuance costs related to the term loans is reported as a reduction to the carrying amount of the term loans. Debt issuance costs are amortized as an adjustment to interest expense over the terms of the respective facilities.

Settlement Lines of Credit

We have lines of credit with banks in various markets where we do business. The lines of credit, which are restricted for use in funding settlement, generally have variable interest rates and are subject to annual review. The settlement lines of credit are generally denominated in local currency but may, in some cases, facilitate borrowings in multiple currencies. For certain of our settlement lines of credit, the available credit is increased by the amount of cash we have on deposit in specific accounts with the lender. Accordingly, the amount of the outstanding line of credit may exceed the stated credit limit. As of March 31, 2017 and December 31, 2016, a total of $41.0 million and $51.0 million, respectively, of cash on deposit was used to determine the available credit.

As of March 31, 2017 and December 31, 2016, respectively, we had $276.4 million and $392.1 million outstanding under these lines of credit with additional capacity of $856.5 million as of March 31, 2017 to fund settlement. The weighted-average interest rate on these borrowings was 2.40% and 1.90% at March 31, 2017 and December 31, 2016, respectively.

During the three months ended March 31, 2017, the maximum and average outstanding balances under these lines of credit were $577.9 million and $310.4 million, respectively.

Compliance with Covenants

The Credit Facility Agreement contains customary affirmative and restrictive covenants, including, among others, financial covenants based on our leverage and fixed charge coverage ratios, as defined in the agreement. As of March 31, 2017, financial covenants under the Credit Facility Agreement required a leverage ratio no greater than (i) 4.50 to 1.00 as of the end of any fiscal quarter ending during the period from March 1, 2017 through August 31, 2017; (ii) 4.25 to 1.00 as of the end of any fiscal quarter ending during the period from September 1, 2017 through February 28, 2018 and (iii) 4.00 to 1.00 as of the end of any fiscal quarter ending thereafter. As of March 31, 2017, the fixed charge coverage ratio was required to be no less than 2.25 to 1.00. The Credit Facility Agreement and settlement lines of credit also include various other covenants that are customary in such borrowings. The Credit Facility Agreement includes covenants, subject in each case to exceptions and qualifications, that may restrict certain payments, including in certain circumstances, the payment of cash dividends in excess of our current rate of $0.01 per share per quarter. In connection with the May 2, 2017 amendment to the Credit Facility Agreement, the required leverage ratios were updated, as described in more detail in "Note 12Subsequent Event."

The Credit Facility Agreement also includes customary events of default, the occurrence of which, following any applicable cure period, would permit the lenders to, among other things, declare the principal, accrued interest and other obligations to be immediately due and payable. We were in compliance with all applicable covenants as of and for the three months ended March 31, 2017.

Interest Rate Swap Agreements

We have interest rate swap agreements with financial institutions to hedge changes in cash flows attributable to interest rate risk on a portion of our variable-rate debt instruments. Net amounts to be received or paid under the swap agreements are reflected as adjustments to interest expense. Since we have designated the interest rate swap agreements as portfolio cash flow hedges, unrealized gains or losses resulting from adjusting the swaps to fair value are recorded as components of other comprehensive income, except for any ineffective portion of the change in fair value, which would be immediately recorded in interest expense. During the three months ended March 31, 2017, there was no ineffectiveness. The fair values of the interest rate swaps were determined based on the present value of the estimated future net cash flows using implied rates in the applicable yield curve as of the valuation date. These derivative instruments were classified within Level 2 of the valuation hierarchy.

The table below presents the fair values of our derivative financial instruments designated as cash flow hedges included in the consolidated balance sheets:
Derivative Financial Instruments
 
Balance Sheet Location
 
Weighted-Average Fixed Rate of Interest at March 31, 2017
 
Range of Maturity Dates
 
March 31, 2017
 
December 31, 2016
 
 
 
 
 
 
 
 
(in thousands)
Interest rate swaps (Notional of $500 million at March 31, 2017, $250 million at December 31, 2016)
 
Other assets
 
1.46%
 
December 31, 2019 - July 31, 2020
 
$
3,305

 
$
2,147

Interest rate swaps (Notional of $800 million at March 31, 2017, $750 million at December 31, 2016)
 
Accounts payable and accrued liabilities
 
1.67%
 
February 28, 2019 - March 31, 2021
 
$
1,906

 
$
3,175


The table below presents the effects of our interest rate swaps on the consolidated statements of income and comprehensive income for the three months ended March 31, 2017 and 2016:
 
Three Months Ended
 
March 31, 2017
 
March 31, 2016
 
 
 
 
 
(in thousands)
 
 
 
 
Amount of gain (loss) recognized in other comprehensive income
$
827

 
$
(10,818
)
Amount reclassified out of other comprehensive income to interest expense
$
1,596

 
$
1,955


As of March 31, 2017, the amount in accumulated other comprehensive loss related to our interest rate swaps that is expected to be reclassified into interest expense during the next 12 months was approximately $4.6 million.

Interest Expense

Interest expense was $41.1 million and $13.5 million for the three months ended March 31, 2017 and 2016, respectively.