XML 87 R16.htm IDEA: XBRL DOCUMENT v2.4.1.9
Long-Term Debt
9 Months Ended
Mar. 31, 2015
Long-term Debt, Unclassified [Abstract]  
Long-Term Debt
LONG-TERM DEBT
Long-term debt
Long-term debt is comprised of the following:
 
As of March 31, 2015
 
As of June 30, 2014
Total debt
 
 
 
Senior Notes
$
800,000

 
$

Term Loan A

 
513,750

Term Loan B
790,000

 
796,000

Mortgage
7,802

 
9,582

 
1,597,802

 
1,319,332

Less:
 
 
 
Current portion of long-term debt
 
 
 
Term Loan A

 
45,000

Term Loan B
8,000

 
8,000

Mortgage
7,802

 
9,582

 
15,802

 
62,582

Non-current portion of long-term debt
$
1,582,000

 
$
1,256,750


Senior Unsecured Fixed Rate Notes
On January 15, 2015, we issued $800.0 million in aggregate principal amount of our 5.625% Senior Notes due 2023 (the Senior Notes) in a private placement to initial purchasers in connection with offerings pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended. The Senior Notes bear interest at a rate of 5.625% per annum and are payable semi-annually in arrears on January 15 and July 15, commencing on July 15, 2015. The Senior Notes will mature on January 15, 2023, unless earlier redeemed, in accordance with their terms, or repurchased.
For the three and nine months ended March 31, 2015, we recorded interest expense of $9.4 million, respectively, relating to the Senior Notes.
Term Loan A and Revolver
Prior to January 15, 2015, one of our credit facilities consisted of a $600 million term loan facility (Term Loan A) and a $300 million committed revolving credit facility (the Revolver and, together with Term Loan A, defined as the 2011 Credit Agreement).
On January 15, 2015, concurrently with the closing of the offering of the Senior Notes, we used a portion of the net proceeds from the offering of the Senior Notes to repay in full, the outstanding balance of Term Loan A.
Term Loan A had a five year term and repayments made under Term Loan A were equal to 1.25% of the original principal amount at each quarter for the first 2 years, approximately 1.88% for years 3 and 4 and 2.5% for year 5. Term Loan A bore interest at a floating rate of LIBOR plus a fixed amount, depending on our consolidated leverage ratio. Prior to the repayment of Term Loan A, the fixed amount was 2.5%.
For the three and nine months ended March 31, 2015, we recorded interest expense of $0.6 million and $7.7 million, respectively, relating to Term Loan A (three and nine months ended March 31, 2014$3.2 million and $10.1 million, respectively).
On January 15, 2015, concurrently with the closing of the offering of the Senior Notes and effective upon the repayment in full of Term Loan A with a portion of the net proceeds of the offering, the 2011 Credit Agreement was amended and restated as described in the second amendment to the 2011 Credit Agreement to, among other things, remove the provisions related to Term Loan A and modify certain provisions related to the incurrence of debt and liens and the making of acquisitions, investments and restricted payments, replace the covenants to maintain a “consolidated leverage” ratio of no more than 3:1 and a “consolidated interest coverage” ratio of 3:1 or more with a covenant to maintain a “consolidated net leverage” ratio of no more than 4:1, and make other changes, in each case, generally to conform with Term Loan B, as further described below.
Borrowings under the Revolver are secured by a first charge over substantially all of our assets, and as of January 16, 2014, on a pari passu basis with Term Loan B (as defined below). As part of the second amendment to the 2011 Credit Agreement, the commitments available under the Revolver was increased to $300 million from $100 million. The Revolver will mature on December 22, 2019 with no fixed repayment date prior to the end of the term. As of March 31, 2015, we have not drawn any amounts on the Revolver.
Term Loan B
In connection with the acquisition of GXS Group, Inc. (GXS), on January 16, 2014, we entered into a credit facility, which provides for a $800 million term loan facility (Term Loan B).
Borrowings under Term Loan B are secured by a first charge over substantially all of our assets on a pari passu basis with the Revolver. We entered into Term Loan B and borrowed the full amount on January 16, 2014.
Term Loan B has a seven year term and repayments made under Term Loan B are equal to 0.25% of the original principal amount in equal quarterly installments for the life of Term Loan B, with the remainder due at maturity. Borrowings under Term Loan B currently bear a floating rate of interest at a rate per annum equal to 2.5% plus the higher of LIBOR or 0.75%.
For the three and nine months ended March 31, 2015, we recorded interest expense of $6.4 million and $19.6 million, respectively, relating to Term Loan B (three and nine months ended March 31, 2014$5.3 million, respectively).
Mortgage
We currently have an "open" mortgage with a Canadian bank where we can pay all or a portion of the mortgage on or before August 1, 2015. The original principal amount of the mortgage was Canadian $15.0 million and interest accrues monthly at a variable rate of Canadian prime plus 0.50%. Principal and interest are payable in monthly installments of approximately Canadian $0.1 million with a final lump sum principal payment due on maturity. The mortgage is secured by a lien on our headquarters in Waterloo, Ontario, Canada. We first entered into this mortgage in December 2005.
As of March 31, 2015, the carrying value of the mortgage was approximately $7.8 million (June 30, 2014$9.6 million).
As of March 31, 2015, the carrying value of the Waterloo building that secures the mortgage was $15.5 million (June 30, 2014$15.6 million).
For the three and nine months ended March 31, 2015, we recorded interest expense of approximately $0.1 million and $0.3 million, respectively, relating to the mortgage (three and nine months ended March 31, 2014$0.1 million and $0.3 million, respectively).