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Long-Term Debt | 6 Months Ended
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Dec. 31, 2019
Debt Disclosure [Abstract] |
LONG-TERM DEBT | LONG-TERM DEBT Long-term debt Long-term debt is comprised of the following:
| As of December 31, 2019 |  | As of June 30, 2019
Total debt |  |  |
Senior Notes 2026 | $ | 850,000 |  |  | $ | 850,000 |
Senior Notes 2023 | 800,000 |  |  | 800,000 |
Notes due 2022 | 143,750 |  |  | — |
Term Loan B | 982,500 |  |  | 987,500 |
Revolver | 750,000 |  |  | — |
Total principal payments due | 3,526,250 |  |  | 2,637,500 |
Premium on Senior Notes 2026 | 5,085 |  |  | 5,405 |
Make-whole premium on Notes due 2022(1) | 9,881 |  |  | — |
Debt issuance costs | (27,199 | ) |  | (28,027 | )
Total amount outstanding | 3,514,017 |  |  | 2,614,878 |
Less: |  |  |
Current portion of long-term debt |  |  |
Notes due 2022 including make-whole premium | 153,631 |  |  | — |
Term Loan B | 10,000 |  |  | 10,000 |
Revolver | 750,000 |  |  | — |
Total current portion of long-term debt | 913,631 |  |  | 10,000 |
Non-current portion of long-term debt | $ | 2,600,386 |  |  | $ | 2,604,878 |
(1) Represents the total value of the make-whole premium, assuming all holders convert at the temporarily increased conversion rate. Senior Unsecured Fixed Rate Notes Senior Notes 2026 On May 31, 2016, we issued $600 million in aggregate principal amount of 5.875% Senior Notes due 2026 (Senior Notes 2026) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (Securities Act), and to certain persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2026 bear interest at a rate of 5.875% per annum, payable semi-annually in arrears on June 1 and December 1, commencing on December 1, 2016. Senior Notes 2026 will mature on June 1, 2026, unless earlier redeemed, in accordance with their terms, or repurchased. On December 20, 2016, we issued an additional $250 million in aggregate principal amount by reopening our Senior Notes 2026 at an issue price of 102.75%. The additional notes have identical terms, are fungible with and are a part of a single series with the previously issued $600 million aggregate principal amount of Senior Notes 2026. The outstanding aggregate principal amount of Senior Notes 2026, after taking into consideration the additional issuance, is $850 million. For the three and six months ended December 31, 2019, we recorded interest expense of $12.5 million and $25.0 million, respectively, relating to Senior Notes 2026 (three and six months ended December 31, 2018— $12.5 million and $25.0 million, respectively). Senior Notes 2023 On January 15, 2015, we issued $800 million in aggregate principal amount of 5.625% Senior Notes due 2023 (Senior Notes 2023) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to certain persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2023 bear interest at a rate of 5.625% per annum, payable semi-annually in arrears on January 15 and July 15, commencing on July 15, 2015. Senior Notes 2023 will mature on January 15, 2023, unless earlier redeemed, in accordance with their terms, or repurchased. For the three and six months ended December 31, 2019, we recorded interest expense of $11.2 million and $22.5 million, respectively, relating to Senior Notes 2023 (three and six months ended December 31, 2018— $11.2 million and $22.5 million, respectively). Notes due 2022 As part of our acquisition of Carbonite, our consolidated debt reflects $143.8 million of principal debt convertible notes (Notes due 2022). Notes due 2022 were originally issued by Carbonite, on April 4, 2017, in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The Notes due 2022 were issued under an Indenture (the 2022 Notes Indenture) between Carbonite and U.S. Bank National Association, as trustee (the 2022 Notes Trustee). The Notes due 2022 accrue interest at 2.5% per year, payable semiannually in arrears on April 1 and October 1 of each year. The Notes due 2022 will mature on April 1, 2022, unless earlier repurchased, redeemed or converted. Carbonite, now a subsidiary of OpenText, remains the sole obligor on the Notes due 2022. In connection with our acquisition of Carbonite, and as required by the 2022 Notes Indenture, Carbonite and the 2022 Notes Trustee entered into a first supplemental indenture, dated as of December 24, 2019 (the 2022 Notes Supplemental Indenture). The 2022 Notes Supplemental Indenture provides that, at and after the effective time of our acquisition of Carbonite, the right to convert each $1,000 principal amount of the Notes due 2022 was changed into the right to convert such principal amount of the Notes due 2022 solely into cash in an amount equal to the Conversion Rate (as defined in the 2022 Notes Indenture) in effect on the Conversion Date (as defined in the 2022 Notes Indenture) multiplied by $23.00, which was the price per share we paid in connection with our acquisition of Carbonite. As a result of our acquisition of Carbonite, the Conversion Rate for the Notes due 2022 was temporarily increased by 7.7633 per $1,000 principal amount of Notes due 2022 to yield a Conversion Rate of 46.4667 per $1,000 principal amount of Notes due 2022. The increased Conversion Rate will remain in effect until the close of business (5:00 P.M. New York City time) on February 27, 2020. During the period between our acquisition of Carbonite and that date, each $1,000 principal amount of Notes due 2022 surrendered for conversion will be converted into $1,068.7341 in cash. Term Loan B On May 30, 2018, we refinanced our existing term loan facility, by entering into a new $1 billion term loan facility (Term Loan B), whereby we borrowed $1 billion on that day and repaid in full the loans under our prior $800 million term loan facility originally entered into on January 16, 2014. 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 (defined below). Term Loan B has a seven year term, maturing in May 2025, and repayments made under Term Loan B are equal to 0.25% of the 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 equal to 1.75% plus LIBOR. As of December 31, 2019, the outstanding balance on the Term Loan B bears an interest rate of approximately 3.45%. For the three and six months ended December 31, 2019, we recorded interest expense of $9.0 million and $19.1 million, respectively, relating to Term Loan B (three and six months ended December 31, 2018—$10.3 million and $20.1 million). Revolver On October 31, 2019, we amended our committed revolving credit facility (the Revolver) to increase the total commitments under the Revolver from $450 million to $750 million as well as to extend the maturity from May 5, 2022 to October 31, 2024. Borrowings under the Revolver are secured by a first charge over substantially all of our assets, on a pari passu basis with Term Loan B. The Revolver has no fixed repayment date prior to the end of the term. Borrowings under the Revolver bear interest per annum at a floating rate of LIBOR plus a fixed margin dependent on our consolidated net leverage ratio ranging from 1.25% to 1.75%. As of December 31, 2019, the outstanding balance on the Revolver bears an interest rate of approximately 3.29%. During the three months ended December 31, 2019 we drew down $750 million from the Revolver to partially fund the acquisition of Carbonite. As of December 31, 2019, the full amount drawn remained outstanding (June 30, 2019—nil). During the three and six months ended December 31, 2019, we recorded interest expense relating to amounts drawn of approximately $0.6 million, respectively. As of December 31, 2018, we had no outstanding balance on the Revolver. There was no activity during the three and six months ended December 31, 2018 and we recorded no interest expense. Debt Issuance Costs and Premium on Senior Notes Debt issuance costs relate primarily to costs incurred for the purpose of obtaining our credit facilities and issuing our Senior Notes 2023 and Senior Notes 2026 (collectively referred to as the Senior Notes) and are being amortized over the respective terms of the Senior Notes and Term Loan B and the Revolver using the effective interest method. The premium on Senior Notes 2026 represents the excess of the proceeds received over the face value of Senior Notes 2026. This premium is amortized as a reduction to interest expense over the term of Senior Notes 2026 using the effective interest method.

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