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Long-Term Debt | 12 Months Ended
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Dec. 31, 2024
Debt Disclosure [Abstract] |
Long-Term Debt | Outstanding Debt The following table reflects our outstanding debt:
| As of December 31,
| 2024 |  | 2023
| Final Maturity |  | Rate(s) |  | Face Value |  | Unamortized debt discount/premium and deferred financing costs, net |  | Book Value |  | Book Value
Senior Secured Credit Facilities: |  |  |  |  |  |  |  |  |  |  |
LNWI Revolver | 2027 |  | variable |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | — |
LNWI Term Loan B | 2029 |  | variable |  | 2,156 |  |  | (23) |  |  | 2,133 |  |  | 2,141 |
LNWI Senior Notes: |  |  |  |  |  |  |  |  |  |  |
2028 Unsecured Notes | 2028 |  | 7.000% |  | 700 |  |  | (5) |  |  | 695 |  |  | 694 |
2029 Unsecured Notes | 2029 |  | 7.250% |  | 500 |  |  | (4) |  |  | 496 |  |  | 495 |
2031 Unsecured Notes | 2031 |  | 7.500% |  | 550 |  |  | (7) |  |  | 543 |  |  | 543 |
Other | — |  | — |  | 3 |  |  | — |  |  | 3 |  |  | 1 |
Total long-term debt outstanding |  |  |  |  | $ | 3,909 |  |  | $ | (39) |  |  | $ | 3,870 |  |  | $ | 3,874 |
Less: current portion of long-term debt |  |  |  |  |  |  |  |  | (23) |  |  | (22) |
Long-term debt, excluding current portion |  |  |  |  |  |  |  |  | $ | 3,847 |  |  | $ | 3,852 |
Fair value of debt(1) |  |  |  |  | $ | 3,945 |  |  |  |  |  |  |
(1) Fair value of our fixed rate and variable interest rate debt is classified within Level 2 in the fair value hierarchy and has been calculated based on the quoted market prices of our securities.
The following reflects the principal amount of debt payments due over the next five years and beyond as of December 31, 2024:
Due |  | Total Principal Due |  |  |  | Series of Debt |  | Principal Due per Series of Debt
2025 |  | $ | 23 |  |  |  |  | Term Loan B |  | $ | 22 |
|  |  |  | Other |  | 1 |
2026 |  | 22 |  |  |  |  | Term Loan B |  | 21 |
|  |  |  | Other |  | 1 |
2027 |  | 23 |  |  |  |  | Term Loan B |  | 22 |
|  |  | Drawn Revolving Credit Facility |  | — |
|  |  |  | Other |  | 1 |
2028 |  | 721 |  |  |  |  | Term Loan B |  | 21 |
|  |  | 2028 Unsecured Notes |  | 700 |
2029 |  | 2,570 |  |  |  |  | Term Loan B |  | 2,070 |
|  |  | 2029 Unsecured Notes |  | 500 |
2030 and beyond |  | 550 |  |  |  |  | 2031 Unsecured Notes |  | 550 |
Unamortized discount and deferred financing costs |  | (39) |  |  |  |  |  |  |
Total debt book value as of December 31, 2024 |  | $ | 3,870 |  |  |  |  |  |  |
Credit Agreement L&W and certain of its subsidiaries are party to the LNWI Credit Agreement. As of December 31, 2024, this credit agreement included (a) the LNWI Revolver, a revolving credit facility of $750 million maturing April 14, 2027, with up to $350 million available for issuances of letters of credit and (b) the LNWI Term Loan B, a term loan facility with an initial aggregate principal amount of $2.2 billion that matures April 14, 2029. On February 10, 2025, we entered into an amendment to the LNWI Credit Agreement. The amendment, among other things, (i) provides for new revolving commitments under the LNWI Revolver in an amount of $1.0 billion, which replace the existing revolving commitments (which were in an amount of $750 million), (ii) extends the maturity of the revolving commitments to the earlier of (x) February 10, 2030 and (y) such earlier date that is 91 days prior to the maturity of our existing term loans (scheduled to mature on April 14, 2029) and existing notes (the earliest maturity of which is scheduled for May 15, 2028), solely to the extent more than $500 million of such term loans and/or such applicable notes are outstanding on such earlier date, and subject to us having sufficient liquidity to repay such term loans and/or applicable notes at such time and (iii) reduces the applicable margin for the revolving loans bearing interest at Adjusted Term SOFR Rate (or an alternative benchmark rate for non-US dollar borrowings) to, based upon certain leverage tests, between 2.00% and 1.50% per annum, and for loans bearing interest at a base rate, between 1.00% and 0.50% per annum. The LNWI Term Loan B amortizes in equal quarterly installments in an amount equal to 1.00% per annum of the stated principal amount thereof, with the remaining balance due at final maturity. LNWI may voluntarily prepay all or any portion of outstanding amounts under the LNWI Credit Agreement at any time, without premium or penalty, subject to redeployment costs in the case of a prepayment of Adjusted Term SOFR Rate (as defined in the LNWI Credit Agreement) loans on a day that is not the last day of the relevant interest period. The interest rate for the Term Loan B is either (i) Adjusted Term SOFR Rate (as defined in the LNWI Credit Agreement) plus 2.25% per annum or (ii) a base rate plus 1.25% per annum. The interest rate for revolver borrowings as of December 31, 2024 is either (i) Adjusted Term SOFR Rate (or an alternative benchmark rate for non-US dollar borrowings) plus 2.00% per annum or (ii) a base rate plus 1.00% per annum, with one 0.25% per annum step-up and one 0.25% per annum step-down based on LNWI’s Consolidated Net First Lien Leverage Ratio (as defined in the LNWI Credit Agreement) at the end of future fiscal quarters. LNWI is required to pay commitment fees to revolving lenders on the actual daily unused portion of the revolving commitments at a rate of 0.30% per annum through maturity, subject to a step-down to 0.25% per annum or a step-up to 0.35% per annum based upon the achievement of certain Consolidated Net First Lien Leverage Ratios. 2028, 2029 and 2031 Unsecured Notes On August 23, 2023, LNWI issued $550 million in aggregate principal amount of its 2031 Unsecured Notes. The net proceeds of the 2031 Unsecured Notes offering, together with cash on hand, were used to redeem $550 million in previously outstanding notes and pay accrued and unpaid interest thereon plus related premiums, fees and expenses. On November 26, 2019, LNWI issued $700 million in aggregate principal amount of its 2028 Unsecured Notes and $500 million in aggregate principal amount of its 2029 Unsecured Notes. We used the net proceeds of the 2028 Unsecured Notes and the 2029 Unsecured Notes, together with cash on hand and borrowings under the revolving credit facility, to redeem $1.4 billion in previously outstanding notes and pay accrued and unpaid interest thereon plus related premiums, fees, and costs, which redemption was completed on December 12, 2019, and to pay related fees and expenses of the offering. The following table sets forth the date of the indenture, redemption prices and dates and ranking, guarantees and collateral for each of our outstanding series of notes:
Series of Notes |  | Indenture Date |  | Redeemable at Make Whole Price Prior To(1) |  | Ranking, Guarantees and Collateral
2028 Unsecured Notes |  | November 26, 2019 |  | May 15, 2023 |  | Senior Unsecured
2029 Unsecured Notes |  | November 26, 2019 |  | November 15, 2024 |  | Senior Unsecured
2031 Unsecured Notes |  | August 23, 2023 |  | September 1, 2026 |  | Senior Unsecured
(1) Refers to the date prior to which such series of notes may be redeemed at a redemption price equal to 100% of the principal amount of such notes plus accrued and unpaid interest, if any, to the date of redemption plus a “make whole” premium. On or after such date, such notes may be redeemed at the prices specified in the indenture governing such notes.
Ranking, Guarantees and Collateral Borrowings under the LNWI Credit Agreement are senior secured obligations of LNWI, rank equally to all of LNWI’s existing and future senior debt and rank senior to all of LNWI’s existing and future senior subordinated debt, if any. The Unsecured Notes are senior unsecured obligations of LNWI, rank equally to all of LNWI’s existing and future senior debt and rank senior to all of LNWI’s existing and future senior subordinated debt, if any. Borrowings under the LNWI Credit Agreement and the Senior Notes are guaranteed by us and each of our current and future direct and indirect wholly-owned domestic subsidiaries (other than LNWI and certain immaterial subsidiaries), subject to certain customary exceptions as set forth in the LNWI Credit Agreement and the indentures governing such notes. Borrowings under the LNWI Credit Agreement and the Senior Notes are structurally subordinated to all of the liabilities of our Non-Guarantor Subsidiaries. The obligations under the LNWI Credit Agreement are secured by a first priority lien on (1) substantially all the property and assets (real and personal, tangible and intangible) of LNWI and the other guarantors, and (2) 100% of the capital stock (or other equity interests) of the direct domestic subsidiaries of L&W, LNWI and the guarantors and 65% of the capital stock (or other equity interests) of the direct foreign subsidiaries of L&W, LNWI and the guarantors, in each case, subject to certain customary exceptions. Restrictive Covenants The credit facilities are subject to customary affirmative and negative covenants as well as a financial covenant. The financial covenant in the LNWI Credit Agreement is solely for the benefit of the revolving facility, is tested at the end of each fiscal quarter if the outstanding borrowings (excluding up to $5 million of undrawn letters of credit and any cash collateralized letters of credit) under the revolving facility exceed 30% of the commitments under the revolving facility, and requires that L&W and its Restricted Subsidiaries not be in excess of a maximum Consolidated Net First Lien Leverage Ratio of 4.50:1.00. Failure to comply with any of the covenants in these agreements could result in a default under these agreements and under other agreements containing cross-default provisions. Such a default would permit lenders to accelerate the maturity of the debt under these agreements and other agreements containing cross-default provisions and, in the case of the LNWI Credit Agreement, to foreclose upon any collateral securing such debt. We were in compliance with the financial covenants under our debt agreements as of December 31, 2024. Debt Issuance Costs and Loss on Debt Financing Transactions We capitalize debt issuance costs associated with long-term financing arrangements and amortize the deferred debt issuance costs over the term of the arrangement using the effective interest method. The capitalized debt issuance costs associated with long-term debt financing, other than line-of-credit arrangements, are presented as a direct reduction from the carrying value of long-term debt, consistent with the treatment of unamortized debt discount. In connection with the credit agreement in April 2022, we capitalized $44 million in financing costs, $33 million of which were presented as a reduction to long-term debt and $11 million were related to our revolving facility and included in other assets on our consolidated balance sheets. In connection with the issuance of the 2031 Unsecured Notes, we capitalized $8 million in financing costs presented as a reduction to long-term debt. The following are components of the loss on debt financing transactions resulting from debt extinguishment and modification accounting:
| Years Ended December 31,
| 2024 |  | 2023 |  | 2022
Repayment of principal balance at premium | $ | — |  |  | $ | 12 |  |  | $ | 90 |
Unamortized debt discount and deferred financing costs, net | 2 |  |  | 3 |  |  | 57 |
Total loss on debt financing transactions | $ | 2 |  |  | $ | 15 |  |  | $ | 147 |

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- Definition The entire disclosure for 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. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147481544/470-10-50-6 Reference 2: 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