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Debt
 6 Months Ended
Jun. 30, 2021
Debt Disclosure [Abstract]  
Debt Disclosure Debt
The Company’s debt was comprised of the following as of June 30, 2021:
(in thousands, except as otherwise indicated)
Debt DescriptionIssuedMaturityInterest RateInterest PayableJune 30, 2021December 31, 2020
First Lien Term Loan due 20269/23/20199/23/2026Adj. LIBOR +2.75%Quarterly$2,771,953 $2,778,900 
Second Lien Notes due 20281/28/20201/15/20286.250%1/15 and 7/151,300,000 1,300,000 
First Lien Notes due 20244/4/20194/15/20245.250%2/15 and 8/15750,000 750,000 
First Lien Notes due 20264/4/20194/15/20265.750%3/15 and 9/151,350,000 1,350,000 
First Lien Notes due 20278/20/20208/31/20273.375%6/15 and 12/151,000,000 1,000,000 
ADT Notes due 20227/5/20127/15/20223.500%1/15 and 7/151,000,000 1,000,000 
ADT Notes due 20231/14/20136/15/20234.125%6/15 and 12/15700,000 700,000 
ADT Notes due 20325/2/20167/15/20324.875%1/15 and 7/15728,016 728,016 
ADT Notes due 20427/5/20127/15/20424.875%1/15 and 7/1521,896 21,896 
Receivables Facility3/5/20205/20/2026LIBOR +0.85%Monthly130,357 75,775 
Finance lease obligationsN/AN/AN/AN/A63,783 61,328 
Less: Unamortized debt discount, net(18,318)(19,993)
Less: Unamortized deferred financing costs(60,017)(64,638)
Less: Unamortized purchase accounting fair value adjustment and other(175,698)(188,740)
Total debt9,561,972 9,492,544 
Less: Current maturities of long-term debt(90,777)(44,764)
Long-term debt$9,471,195 $9,447,780 
_________________
N/A—Not applicable. Refer to Note 3 “Leases” for additional information regarding the Company’s finance leases.
Significant changes in the Company’s debt during the six months ended June 30, 2021 were as follows:
First Lien Credit Agreement
The Company’s first lien credit agreement, dated as of July 1, 2015 (together with subsequent amendments and restatements, the “First Lien Credit Agreement”), contains a first lien term loan facility (the “First Lien Term Loan due 2026”) and a first lien revolving credit facility (the “First Lien Revolving Credit Facility”).
In January 2021, the Company amended and restated its First Lien Credit Agreement to refinance the First Lien Term Loan due 2026, which reduced the applicable margin for Adjusted London Interbank Offered Rate (“LIBOR”) loans from 3.25% to 2.75% and reduced the LIBOR floor from 1.00% to 0.75%. Additionally, the amendment requires the Company to make quarterly payments equal to 0.25% of the aggregate outstanding principal amount of the First Lien Term Loan due 2026, or approximately $7 million per quarter. The Company may make voluntary prepayments on the First Lien Term Loan due 2026 at any time prior to maturity at par, subject to a 1.00% prepayment premium in the event of certain specified events at any time during the six months after the closing date of the amendment.
As of June 30, 2021, the Company had an available borrowing capacity of $400 million under its First Lien Revolving Credit Facility and no borrowings outstanding.
Subsequent Event: Amendment and Restatement dated as of July 2, 2021
In July 2021, the Company further amended and restated the First Lien Credit Agreement with respect to the First Lien Revolving Credit Facility, which extended its maturity date to June 23, 2026, subject to certain conditions, and obtained an additional $175 million of commitments. After giving effect to the Amendment and Restatement dated as of July 2, 2021, aggregate commitments under the First Lien Revolving Credit Facility were $575 million.
Receivables Facility
Under the terms of the Receivables Facility, the Company may receive up to $200 million of financing secured by the Company’s retail installment contract receivables. In March 2021, the Company amended the Receivables Facility to, among other things, extend the revolving period until March 4, 2022, and reduced the LIBOR floor from 1.00% to 0.85%.
The Company obtains financing by first selling or contributing certain retail installment contract receivables to the Company’s wholly-owned consolidated bankruptcy-remote special purpose entity (“SPE”), which pursuant to the Receivables Facility, borrows funds secured by these retail installment contract receivables. The SPE is a separate legal entity with its own creditors who will be entitled, prior to and upon the liquidation of the SPE, to be satisfied out of the SPE’s assets prior to any assets in the SPE becoming available to the Company (other than the SPE). Accordingly, the assets of the SPE are not available to pay creditors of the Company (other than the SPE), although collections from the transferred retail installment contract receivables in excess of amounts required to repay the SPE’s creditors may be remitted to the Company during and after the term of the Receivables Facility. The SPE’s creditors have legal recourse to the transferred retail installment contract receivables owned by the SPE, but do not have any recourse to the Company (other than the SPE) for the payment of principal and interest on the SPE’s financing.
The Company services the transferred retail installment contract receivables and is responsible for ensuring that amounts collected from the transferred retail installment contract receivables are remitted to a segregated bank account in the name of the SPE. On a monthly basis, the segregated account is utilized to make required principal, interest, and other payments due under the Receivables Facility. The segregated account is considered restricted cash and is reflected in prepaid expenses and other current assets in the Company’s Condensed Consolidated Balance Sheets.
Borrowings under the Receivables Facility along with the transferred retail installment contract receivables are included in the Condensed Consolidated Balance Sheets. Borrowings and repayments under the Receivables Facility are reflected as cash flows from financing activities in the Condensed Consolidated Statements of Cash Flows.
During the six months ended June 30, 2021, the Company received proceeds of $71 million under the Receivables Facility and repaid $17 million. As of June 30, 2021 and December 31, 2020, the Company had outstanding balances of $130 million and $76 million, respectively. As of June 30, 2021, the Company had an uncommitted available borrowing capacity of $70 million under the Receivables Facility. The Receivables Facility did not have a material impact to the Condensed Consolidated Statements of Operations during the three or six months ended June 30, 2021 and 2020.
Subsequent Event: Amendment and Restatement of the Receivables Facility
In July 2021, the Company entered into a Receivables Financing Agreement (the “Receivables Financing Agreement”), which amended and restated the Receivables Purchase Agreement related to the Receivables Facility. The Receivables Financing Agreement, among other things, maintains an uncommitted secured lending arrangement among the parties, and provides for certain associated revisions to funding, prepayment, reporting, and similar mechanics; and make certain revisions relating to and facilitating the potential future syndication of the loans made under the Receivables Facility to other lenders.
Variable Interest Entity
The SPE, as described above, meets the definition of a variable interest entity (“VIE”) for which the Company is the primary beneficiary as it has the power to direct the SPE’s activities and the obligation to absorb losses or the right to receive benefits of the SPE. As such, the assets, liabilities, and financial results of operations of the SPE are consolidated in the Company’s condensed consolidated financial statements. As of June 30, 2021 and December 31, 2020, the SPE’s assets and liabilities primarily consisted of unbilled retail installment contract receivables, net, of $193 million and $109 million, respectively, and borrowings under the Receivables Facility of $130 million and $76 million, respectively.
Loss on Extinguishment of Debt
During the six months ended June 30, 2021, loss on extinguishment was not material.
During the six months ended June 30, 2020, loss on extinguishment of debt totaled $66 million and related to the call premium and write-off of unamortized deferred financing costs in connection with the $1.2 billion redemption of the Company’s second-priority secured notes in February 2020.
Other Subsequent Events
In July 2021, the Company issued $1.0 billion aggregate principal amount of 4.125% first-priority senior secured notes due 2029 (the “First Lien Notes Due 2029”). The First Lien Notes Due 2029 will mature on August 1, 2029 with semi-annual interest payment dates of February 1 and August 1 of each year, beginning February 1, 2022.
The Company intends to use the proceeds from the issuance of the First Lien Notes Due 2029, along with cash on hand, to redeem all of the $1.0 billion outstanding aggregate principal amount of the Company’s 3.50% notes due 2022 (the “ADT Notes due 2022”) that mature on July 15, 2022, and pay related fees and expenses in connection with these transactions.