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Debt | 6 Months Ended
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Jun. 30, 2019
Debt Disclosure [Abstract] |
Debt | Debt Debt as of June 30, 2019 and December 31, 2018 was comprised of the following:
|  |  |  |  |  |  |  |  |  | Balance as of
Debt Description |  | Issued |  | Maturity |  | Interest Rate |  | Interest Payable |  | June 30, 2019 |  | December 31, 2018
First Lien Term B-1 Loan |  | 5/2/2016 |  | 5/2/2022 |  | LIBOR +2.75% |  | Quarterly |  | $ | 3,414,353 |  |  | $ | 3,924,438 |
First Lien Revolving Credit Facility |  | 3/16/2018 |  | 3/16/2023 |  | LIBOR +2.75% |  | Quarterly |  | 99,000 |  |  | — |
Prime Notes |  | 5/2/2016 |  | 5/15/2023 |  | 9.250% |  | 5/15 and 11/15 |  | 1,246,000 |  |  | 2,546,000 |
First Lien Notes due 2024 |  | 4/4/2019 |  | 4/15/2024 |  | 5.250% |  | 2/15 and 8/15 |  | 750,000 |  |  | — |
First Lien Notes due 2026 |  | 4/4/2019 |  | 4/15/2026 |  | 5.750% |  | 3/15 and 9/15 |  | 750,000 |  |  | — |
ADT Notes due 2020 |  | 12/18/2014 |  | 3/15/2020 |  | 5.250% |  | 3/15 and 9/15 |  | 300,000 |  |  | 300,000 |
ADT Notes due 2021 |  | 10/1/2013 |  | 10/15/2021 |  | 6.250% |  | 4/15 and 10/15 |  | 1,000,000 |  |  | 1,000,000 |
ADT Notes due 2022 |  | 7/5/2012 |  | 7/15/2022 |  | 3.500% |  | 1/15 and 7/15 |  | 1,000,000 |  |  | 1,000,000 |
ADT Notes due 2023 |  | 1/14/2013 |  | 6/15/2023 |  | 4.125% |  | 6/15 and 12/15 |  | 700,000 |  |  | 700,000 |
ADT Notes due 2032 |  | 5/2/2016 |  | 7/15/2032 |  | 4.875% |  | 1/15 and 7/15 |  | 728,016 |  |  | 728,016 |
ADT Notes due 2042 |  | 7/5/2012 |  | 7/15/2042 |  | 4.875% |  | 1/15 and 7/15 |  | 21,896 |  |  | 21,896 |
Capital lease obligations |  | N/A |  | N/A |  | N/A |  | N/A |  | 81,409 |  |  | 49,911 |
Less: Unamortized debt discount |  | (14,206 | ) |  | (19,642 | )
Less: Unamortized deferred financing costs |  | (65,236 | ) |  | (42,840 | )
Less: Unamortized purchase accounting fair value adjustment and other |  | (200,289 | ) |  | (205,483 | )
Total debt |  |  |  |  |  |  |  |  |  | 9,810,943 |  |  | 10,002,296 |
Less: Current maturities of long-term debt |  | (329,884 | ) |  | (58,184 | )
Long-term debt |  |  |  |  |  |  |  |  |  | $ | 9,481,059 |  |  | $ | 9,944,112 |
Significant changes in the Company’s debt during the six months ended June 30, 2019 were as follows: First Lien Credit Agreement In April 2019, and in connection with a $500 million repayment of the first lien term loan due in May 2022 (“First Lien Term B-1 Loan”), the Company amended and restated the first lien credit agreement (“First Lien Credit Agreement”) governing the First Lien Term B-1 Loan to, among other things, (a) authorize the redemption of the outstanding principal amount of Prime Notes (as defined below), (b) authorize the incurrence of the First Lien Notes due 2024 (as defined below) and First Lien Notes due 2026 (as defined below) by amending the Net First Lien Leverage Ratio for the incurrence of pari passu indebtedness to 3.20 to 1.00 (from 2.35 to 1.00), (c) provide for $300 million of additional incremental pari passu debt capacity, and (d) increase the borrowing capacity under a first lien revolving credit facility (“First Lien Revolving Credit Facility”) by an additional $50 million, which replaced the Mizuho Bank Revolving Credit Facility (as defined below). The Company incurred approximately $17 million in deferred financing costs in connection with this amendment and restatement. Further, as a result of the $500 million repayment, the Company did not have a quarterly principal payment obligation on the First Lien Term B-1 Loan as of June 30, 2019. As of June 30, 2019, the Company had an outstanding balance of $99 million and an available borrowing capacity of $301 million under the First Lien Revolving Credit Facility. Mizuho Bank Revolving Credit Facility In February 2019, the Company entered into a first lien revolving credit agreement with an aggregate available commitment of up to $50 million maturing in March 2023 (“Mizuho Bank Revolving Credit Facility”). The Mizuho Bank Revolving Credit Facility was terminated and replaced in April 2019 as part of the amendment and restatement to the First Lien Credit Agreement discussed above. Prime Notes In February 2019, the Company redeemed $300 million aggregate principal amount of the outstanding 9.250% second-priority senior secured notes due 2023 (“Prime Notes”) for a total redemption price of approximately $319 million, which included the related call premium. In April 2019, the Company redeemed an additional $1 billion aggregate principal amount of the outstanding Prime Notes for a total redemption price of approximately $1.1 billion, which included the related call premium. First Lien Notes due 2024 and First Lien Notes due 2026 In April 2019, the Company issued $750 million aggregate principal amount of 5.250% first-priority senior secured notes due 2024 (“First Lien Notes due 2024”) and $750 million aggregate principal amount of 5.750% first-priority senior secured notes due 2026 (“First Lien Notes due 2026”). The proceeds from the First Lien Notes due 2024 and the First Lien Notes due 2026, along with cash on hand and borrowings under the First Lien Revolving Credit Facility, were used to (a) repurchase $1 billion aggregate principal amount of the Prime Notes, (b) repay $500 million aggregate principal amount of the First Lien Term B-1 Loan, and (c) pay fees and expenses associated with the foregoing, including early call premiums on the Prime Notes as well as accrued and unpaid interest on the repurchased Prime Notes and repaid borrowings under the First Lien Term B-1 Loan. The Company incurred approximately $25 million in deferred financing costs in connection with the issuance of the First Lien Notes due 2024 and the First Lien Notes due 2026. The First Lien Notes due 2024 will mature on April 15, 2024 with semi-annual interest payment dates of February 15 and August 15, while the First Lien Notes due 2026 will mature on April 15, 2026 with semi-annual interest payment dates of March 15 and September 15. Both may be redeemed, in whole or in part, at any time at a make-whole premium plus accrued and unpaid interest to, but excluding, the redemption date. The First Lien Notes due 2024 and the First Lien Notes due 2026 are guaranteed, jointly and severally, on a senior secured first-priority basis, by each of the Company’s existing and future direct or indirect wholly owned material domestic subsidiaries that guarantee the First Lien Credit Agreement. In addition, the indentures governing the First Lien Notes due 2024 and the First Lien Notes due 2026 contain covenants that limit the Company’s ability to, among other things: (i) incur certain liens; (2) enter into sale leaseback transactions; and (3) consolidate, merge, or sell all or substantially all of the Company’s assets. These covenants are subject to a number of important limitations and exceptions. Additionally, upon the occurrence of specified change of control events, the Company must offer to repurchase the notes at 101% of the principal amount, plus accrued and unpaid interest, if any, to, but not including, the purchase date. Each indenture governing the First Lien Notes due 2024 and the First Lien Notes due 2026 also provides for customary events of default. Loss on Extinguishment of Debt During the six months ended June 30, 2019, loss on extinguishment of debt totaled $88 million, which related to $22 million associated with the call premium and partial write-off of unamortized deferred financing costs in connection with the $300 million partial redemption of the Prime Notes in February 2019, $61 million associated with the call premium and partial write-off of unamortized deferred financing costs in connection with the $1 billion partial redemption of the Prime Notes in April 2019, and $6 million associated with the partial write-off of unamortized deferred financing costs and discount in connection with the $500 million repayment of the First Lien Term B-1 Loan in April 2019. During the six months ended June 30, 2018, loss on extinguishment of debt totaled $62 million, which related to the call premium and the partial write-off of unamortized deferred financing costs in connection with the $594 million partial redemption of the Prime Notes in February 2018.

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- Definition The entire disclosure for debt and capital lease obligations can be reported. Information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. Also includes descriptions and amounts of capital leasing arrangements that consist of direct financing, sales type and leveraged leases. Disclosure may include the effect on the balance sheet and the income statement resulting from a change in lease classification for leases that at inception would have been classified differently had guidance been in effect at the inception of the original lease. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 840 -URI http://asc.fasb.org/topic&trid=2208923 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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