XML 93 R15.htm IDEA: XBRL DOCUMENT v2.4.0.6
Debt
12 Months Ended
Dec. 31, 2011
Debt [Abstract]  
Debt
8. DEBT

A summary of debt is set forth in the following table:

 

                 
     December 31,  
     2011      2010  
     (In thousands)  

Receivables credit facility, effective interest rate of 1.15% and 1.56% as of December 31, 2011 and 2010, respectively, due October 11, 2014

   $ 109,000       $ 109,000   

Senior credit facility —

Term loan, effective interest rate of 2.08% as of December 31, 2011, due October 11, 2016

     150,000           

Senior notes, net of discount of $514 and $857 as of December 31, 2011 and 2010, respectively, interest at 5.75% payable semi-annually, due August 1, 2013

     399,486         399,143   

Senior notes, net of discount of $38 and $44 as of December 31, 2011 and 2010, respectively, interest at 6.50% payable semi-annually, due March 15, 2018

     149,962         149,956   
    

 

 

    

 

 

 

Total

     808,448         658,099   

Less current portion

     15,000         109,000   
    

 

 

    

 

 

 

Total long-term debt

   $ 793,448       $ 549,099   
    

 

 

    

 

 

 

On July 21, 2003, PCA offered to qualified institutional investors $150.0 million of 4.375% senior notes which matured in 2008 and $400.0 million of 5.75% senior notes due 2013. On March 25, 2008, PCA refinanced the five-year notes, issuing $150.0 million of 6.50% senior notes due March 15, 2018 through a registered public offering.

On October 11, 2011, the Company replaced its senior credit facility that was scheduled to terminate in April 2013 with a new senior credit facility that provides a $150.0 million term loan facility, which PCA fully borrowed, and a $250.0 million revolving credit facility, including a $50.0 million subfacility for letters of credit. Borrowings may be used for general corporate purposes and bear interest at LIBOR plus a margin that is determined based upon PCA's credit ratings. The new senior credit facility will terminate on October 11, 2016. The Company had no borrowings and $14.3 million of outstanding letters of credit under the revolving credit facility, resulting in $235.7 million in unused borrowing capacity as of December 31, 2011.

Also on October 11, 2011, PCA amended its existing receivables credit facility agreement which extended the termination date to October 11, 2014 and increased the borrowing availability from $150.0 million to $200.0 million. The Company had $91.0 million in additional borrowing capacity available under this facility as of December 31, 2011.

The instruments governing PCA's indebtedness contain financial and other covenants that limit the ability of PCA and its subsidiaries to enter into sale and leaseback transactions, incur liens, incur indebtedness at the subsidiary level, enter into certain transactions with affiliates, merge or consolidate with any other person or sell or otherwise dispose of all or substantially all of its assets. The senior credit facility also requires PCA to comply with certain financial covenants, including maintaining a minimum interest coverage ratio and a maximum leverage ratio. A failure to comply with these restrictions could lead to an event of default, which could result in an acceleration of any outstanding indebtedness and/or prohibit the Company from drawing on the senior credit facility. Such an acceleration may also constitute an event of default under the senior notes indenture and the receivables credit facility. At December 31, 2011, the Company was in compliance with these covenants.

 

Additional information regarding PCA's variable rate debt is shown below:

 

                                 
     Reference Interest Rate     Applicable Margin  
     December 31,     December 31,  
     2011     2010     2011     2010  

Receivables credit facility

     0.30     0.26     0.85     1.30

Senior credit facility

     0.58            1.50       

As of December 31, 2011, annual principal maturities for debt, excluding unamortized debt discount, are: $15.0 million (2012), $415.0 million (2013), $124.0 million (2014), $15.0 million (2015), $90.0 million (2016) and $150.0 million (2017 and after).

Interest payments in connection with the Company's debt obligations for the years ended December 31, 2011, 2010 and 2009, amounted to $35.2 million, $35.3 million, and $35.7 million, respectively.

PCA has an on-balance sheet securitization program for its trade accounts receivable that is accounted for as a secured borrowing under ASC 860, "Transfers and Servicing." To effectuate this program, the Company formed a wholly owned limited purpose subsidiary, Packaging Credit Company, LLC ("PCC"), which in turn formed a wholly owned, bankruptcy-remote, special-purpose subsidiary, Packaging Receivables Company, LLC ("PRC"), for the purpose of acquiring receivables from PCC. Both of these entities are included in the consolidated financial statements of the Company. Under this program, PCC purchases on an ongoing basis substantially all of the receivables of the Company and sells such receivables to PRC. PRC and lenders established a $200.0 million receivables-backed revolving credit facility ("Receivables Credit Facility") through which PRC obtains funds to purchase receivables from PCC. The receivables purchased by PRC are solely the property of PRC. In the event of liquidation of PRC, the creditors of PRC would be entitled to satisfy their claims from PRC's assets prior to any distribution to PCC or the Company. Credit available under the receivables credit facility is on a borrowing-base formula. As a result, the full amount of the facility may not be available at all times. At December 31, 2011, $109.0 million was outstanding and included in "Long — term debt" on the consolidated balance sheet. Substantially all accounts receivable at December 31, 2011 have been sold to PRC and are included in "Accounts receivable, net of allowance for doubtful accounts and customer deductions" on the consolidated balance sheet. The highest outstanding principal balance under the receivables credit facility during 2011 was $109.0 million.

A summary of the Company's drawings under revolving credit facilities, including the impact of $14.3 million of outstanding letters of credit, as of December 31, 2011 follows:

 

                         
     Commitments      Utilized      Available  
     (In thousands)  

Receivables credit facility

   $ 200,000       $ 109,000       $ 91,000   

Senior revolving credit facility

     250,000         14,312         235,688   
    

 

 

    

 

 

    

 

 

 
     $ 450,000       $ 123,312       $ 326,688   
    

 

 

    

 

 

    

 

 

 

PCA is required to pay commitment fees on the unused portions of the credit facilities. The Company's outstanding letters of credit at December 31, 2011 are primarily for workers' compensation.