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Debt
12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
DEBT DEBT
NON-RECOURSE DEBT — The following table summarizes the carrying amount and terms of non-recourse debt at our subsidiaries as of the periods indicated (in millions):
NON-RECOURSE DEBT
Weighted Average Interest Rate
 
Maturity
 
December 31,
2019
 
2018
Variable Rate:
 
 
 
 
 
 
 
Bank loans
4.25%
 
2020 – 2050
 
$
3,389

 
$
2,600

Notes and bonds
3.99%
 
2020 – 2030
 
1,056

 
821

Debt to (or guaranteed by) multilateral, export credit agencies or development banks (1)
1.73%
 
2023 – 2033
 
460

 
3,292

Fixed Rate:
 
 
 
 
 
 
 
Bank loans
5.19%
 
2020 – 2040
 
2,900

 
1,684

Notes and bonds
5.51%
 
2020 – 2079
 
8,098

 
7,346

Debt to (or guaranteed by) multilateral, export credit agencies or development banks (1)
6.09%
 
2023 – 2029
 
1,110

 
246

Other
4.20%
 
2061
 
17

 
24

Unamortized (discount) premium & debt issuance (costs), net
 
 
 
 
(318
)
 
(368
)
Subtotal
 
 
 
 
$
16,712

 
$
15,645

Less: Current maturities (2)
 
 
 
 
(1,865
)
 
(1,659
)
Noncurrent maturities (2)
 
 
 
 
$
14,847

 
$
13,986

_____________________________
(1) 
Multilateral loans include loans funded and guaranteed by bilaterals, multilaterals, development banks and other similar institutions.
(2) 
Excludes $3 million (current) and $67 million (noncurrent) finance lease liabilities included in the respective non-recourse debt line items on the Consolidated Balance Sheet as of December 31, 2019. See Note 14Leases for further information.
The interest rate on variable rate debt represents the total of a variable component that is based on changes in an interest rate index and of a fixed component. The Company has interest rate swaps and option agreements that economically fix the variable component of the interest rates on the portion of the variable rate debt being hedged in an aggregate notional principal amount of approximately $1.8 billion on non-recourse debt outstanding at December 31, 2019.
Non-recourse debt as of December 31, 2019 is scheduled to reach maturity as shown below (in millions):
December 31,
Annual Maturities
2020
$
1,883

2021
1,648

2022
999

2023
1,125

2024
1,180

Thereafter
10,195

Unamortized (discount) premium & debt issuance (costs), net
(318
)
Total
$
16,712


As of December 31, 2019, AES subsidiaries with facilities under construction had a total of approximately $470 million of committed but unused credit facilities available to fund construction and other related costs. Excluding these facilities under construction, AES subsidiaries had approximately $1.1 billion in various unused committed credit lines to support their working capital, debt service reserves and other business needs. These credit lines can be used for borrowings, letters of credit, or a combination of these uses.
Significant transactions — During the year ended December 31, 2019, the Company's subsidiaries had the following significant debt transactions:
Subsidiary
Transaction Period
 
Issuances
 
Repayments
 
Gain (Loss) on Extinguishment of Debt
Southland (1)
Q1, Q2, Q3, Q4
 
$
930

 
$
(210
)
 
$
(1
)
Gener
Q1, Q2, Q4
 
1,000

 
(697
)
 
(29
)
DPL (2)
Q2
 
825

 
(835
)
 
(43
)
Tietê
Q2
 
561

 
(533
)
 
(3
)
Mong Duong (3)
Q3
 
1,120

 
(1,081
)
 
(31
)
Colon
Q3
 
610

 
(579
)
 
(28
)
Cochrane
Q4
 
875

 
(833
)
 
(24
)
TEGTEP
Q4
 
280

 
(248
)
 
(1
)

_____________________________
(1) 
Issuances relate to the June 2017 long-term non-recourse debt financing to fund the Southland re-powering construction projects, a non-recourse bridge loan in September 2019, and long-term non-recourse debt financing issued in December 2019 to settle the bridge loan.
(2) 
Includes transactions at DPL and its subsidiary, DP&L.
(3) 
Non-cash transaction via an equity affiliate. See below for further information.
Cochrane — In November 2019, Cochrane issued $430 million aggregate principal of 5.50% senior unsecured notes due in 2027 and entered into a $445 million 6.25% senior secured facility agreement due in 2034. The net proceeds from the issuance and draw down were used to prepay the outstanding principal of $833 million under its variable rate notes due in 2030. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $24 million.
Gener — In March 2019, Gener issued $550 million aggregate principal of 7.125% senior unsecured notes due in 2079. The net proceeds from the issuance were used to purchase via tender offer the outstanding principal of $450 million of its 8.375% senior unsecured notes due in 2073.
In October 2019, Gener issued $450 million aggregate principal of 6.35% senior unsecured notes due in 2079. The net proceeds from the issuance were used to fund the acquisition of Los Cururos, purchase via tender offer $73 million and $55 million aggregate principal of its senior unsecured notes due in 2021 and 2025, respectively, and prepay the remaining outstanding principal of $119 million of its senior unsecured notes due in 2021. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $29 million.
Mong Duong — In August 2019, Mong Duong refinanced $1.1 billion aggregate principal of its existing senior secured notes due in 2029 with variable interest rates ranging from LIBOR + 2.25% to LIBOR + 4.15% in exchange for a fixed rate loan with a newly formed SPV, accounted for as an equity affiliate, due in 2029 with interest rates that vary from 4.41% to 7.18%. This refinancing was a non-cash transaction as the SPV acquired all of the outstanding rights and obligations of the original Mong Duong lenders. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $31 million.
DP&L — In June 2019, DP&L issued $425 million aggregate principal of 3.95% First Mortgage Bonds due in 2049. The net proceeds from the issuance were used to prepay the outstanding principal of $435 million under its variable rate $445 million credit agreement due in 2022.
DPL — In April 2019, DPL issued $400 million aggregate principal of 4.35% senior unsecured notes due in 2029. The net proceeds from the issuance were used to redeem $400 million of the $780 million aggregate principal outstanding of its 7.25% senior unsecured notes due in 2021. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $43 million.
Non-Recourse Debt Covenants, Restrictions and Defaults — The terms of the Company's non-recourse debt include certain financial and nonfinancial covenants. These covenants are limited to subsidiary activity and vary among the subsidiaries. These covenants may include, but are not limited to, maintenance of certain reserves and financial ratios, minimum levels of working capital and limitations on incurring additional indebtedness.
As of December 31, 2019 and 2018, approximately $372 million and $627 million, respectively, of restricted cash was maintained in accordance with certain covenants of the non-recourse debt agreements, and these amounts were included within Restricted cash and Debt service reserves and other deposits in the accompanying Consolidated Balance Sheets.
Various lender and governmental provisions restrict the ability of certain of the Company's subsidiaries to transfer their net assets to the Parent Company. Such restricted net assets of subsidiaries amounted to approximately $1.2 billion at December 31, 2019.
The following table summarizes the Company's subsidiary non-recourse debt in default (in millions) as of December 31, 2019. Due to the defaults, these amounts are included in the current portion of non-recourse debt:
 
Primary Nature
of Default
 
December 31, 2019
Subsidiary
Default
 
Net Assets
AES Puerto Rico
Covenant
 
$
287

 
$
151

AES Ilumina (Puerto Rico)
Covenant
 
33

 
19

AES Jordan Solar (1)
Covenant
 
5

 
4

Total
 
 
$
325

 

_____________________________
(1) 
Classified as current held-for-sale liability on the Consolidated Balance Sheets.
The above defaults are not payment defaults. In Puerto Rico, the subsidiary non-recourse debt defaults were triggered by failure to comply with covenants or other requirements contained in the non-recourse debt documents due to the bankruptcy of the offtaker.
The AES Corporation's recourse debt agreements include cross-default clauses that will trigger if a subsidiary or group of subsidiaries for which the non-recourse debt is in default provides 20% or more of the Parent Company's total cash distributions from businesses for the four most recently completed fiscal quarters. As of December 31, 2019, the Company had no defaults which resulted in or were at risk of triggering a cross-default under the recourse debt of the Parent Company. In the event the Parent Company is not in compliance with the financial covenants of its senior secured revolving credit facility, restricted payments will be limited to regular quarterly shareholder dividends at the then-prevailing rate. Payment defaults and bankruptcy defaults would preclude the making of any restricted payments.
RECOURSE DEBT — The following table summarizes the carrying amount and terms of recourse debt of the Company as of the periods indicated (in millions):
 
Interest Rate
 
Final Maturity
 
December 31, 2019
 
December 31, 2018
Senior Unsecured Note
4.00%
 
2021
 
500

 
500

Senior Secured Term Loan
LIBOR + 1.75%
 
2022
 
18

 
366

Senior Unsecured Note
4.875%
 
2023
 
613

 
713

Senior Unsecured Note
4.50%
 
2023
 
500

 
500

Drawings on secured credit facility
LIBOR + 1.75%
 
2024
 
180

 

Senior Unsecured Note
5.50%
 
2024
 
63

 
63

Senior Unsecured Note
5.50%
 
2025
 
544

 
544

Senior Unsecured Note
6.00%
 
2026
 
500

 
500

Senior Unsecured Note
5.125%
 
2027
 
500

 
500

Unamortized (discount) premium & debt issuance (costs), net
 
 
 
 
(22
)
 
(31
)
Subtotal
 
 
 
 
$
3,396

 
$
3,655

Less: Current maturities
 
 
 
 
(5
)
 
(5
)
Noncurrent maturities
 
 
 
 
$
3,391

 
$
3,650


The following table summarizes the principal amounts due under our recourse debt for the next five years and thereafter (in millions):
December 31,
Net Principal Amounts Due
2020
$
5

2021
505

2022
8

2023
1,113

2024
243

Thereafter
1,544

Unamortized (discount) premium & debt issuance (costs), net
(22
)
Total recourse debt
$
3,396


In September 2019, the Company prepaid $343 million aggregate principal of its LIBOR + 1.75% existing senior secured term loan due in 2022 and $100 million of its 4.875% senior unsecured notes due in 2023. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $5 million.
In December 2018, the Company prepaid $150 million aggregate principal of its existing senior secured term
loan due in 2022. As a result of the transaction, the Company recognized a loss on extinguishment of debt of $1 million.
In March 2018, the Company purchased via tender offers $671 million aggregate principal of its existing 5.50% senior unsecured notes due in 2024 and $29 million of its existing 5.50% senior unsecured notes due in 2025. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $44 million.
In March 2018, the Company issued $500 million aggregate principal of 4.00% senior notes due in 2021 and $500 million of 4.50% senior notes due in 2023. The Company used the proceeds from these issuances to purchase via tender offer in full the $228 million balance of its 8.00% senior notes due in 2020 and the $690 million balance of its 7.375% senior notes due in 2021. As a result of these transactions, the Company recognized a loss on extinguishment of debt of $125 million.
Recourse Debt Covenants and Guarantees — The Company's obligations under the senior secured credit facility and senior secured term loan are, subject to certain exceptions, secured by (i) all of the capital stock of domestic subsidiaries owned directly by the Company and 65% of the capital stock of certain foreign subsidiaries owned directly or indirectly by the Company; and (ii) certain intercompany receivables, certain intercompany notes and certain intercompany tax sharing agreements.
The senior secured credit facility and senior secured term loan are subject to mandatory prepayment under certain circumstances, including the sale of certain assets. In such a situation, the net cash proceeds from the sale must be applied pro rata to repay the term loan, if any, using 60% of net cash proceeds, reduced to 50% when and if the Parent Company's recourse debt to cash flow ratio is less than 5:1. The lenders have the option to waive their pro rata redemption.
The senior secured credit facility contains customary covenants and restrictions on the Company's ability to engage in certain activities, including, but not limited to, limitations on other indebtedness, liens, investments and guarantees; limitations on restricted payments such as shareholder dividends and equity repurchases; restrictions on mergers and acquisitions, sales of assets, leases, transactions with affiliates and off-balance sheet or derivative arrangements; and other financial reporting requirements.
The senior secured credit facility also contains financial covenants, evaluated quarterly, requiring the Company to maintain a minimum ratio of adjusted operating cash flow to interest charges on recourse debt of 2.5 times and a maximum ratio of recourse debt to adjusted operating cash flow of 5.75 times.
The terms of the Company's senior unsecured notes and senior secured term loan contain certain covenants including limitations on the Company's ability to incur liens or enter into sale and leaseback transactions.