XML 36 R22.htm IDEA: XBRL DOCUMENT v3.10.0.1
Debt and Credit Facilities
12 Months Ended
Dec. 31, 2018
Debt Disclosure [Abstract]  
Debt and Credit Facilities
Debt and Credit Facilities
Our total debt outstanding consisted of the amounts set forth on the following table:
 
 
 
December 31,
(In millions)
 
2018
 
2017
Short-term borrowings (1)
 
$
232.8

 
$
25.3

Current portion of long-term debt
 
4.9

 
2.2

Total current debt
 
237.7

 
27.5

Term Loan A due July 2023
 
222.2

 
222.7

6.50% Senior Notes due December 2020
 
424.0

 
423.6

4.875% Senior Notes due December 2022
 
421.1

 
420.4

5.25% Senior Notes due April 2023
 
421.2

 
420.4

4.50% Senior Notes due September 2023
 
454.9

 
474.3

5.125% Senior Notes due December 2024
 
421.3

 
420.7

5.50% Senior Notes due September 2025
 
397.1

 
396.7

6.875% Senior Notes due July 2033
 
445.5

 
445.4

Other
 
29.2

 
6.3

Total long-term debt, less current portion(3)
 
3,236.5

 
3,230.5

Total debt(2)
 
$
3,474.2

 
$
3,258.0

 
       
(1) 
Short-term borrowings of $232.8 million at December 31, 2018 were comprised of $140.0 million under our revolving credit facility, $83.9 million under our European securitization program and $8.9 million of short-term borrowings from various lines of credit. Short-term borrowings of $25.3 million at December 31, 2017 were comprised of $2.1 million of Diversey accounts payable obligations under financing arrangements which Sealed Air was fully reimbursed for as part of the sale of Diversey as well as $23.2 million of short-term borrowing from various lines of credit.
(2) 
As of December 31, 2018, our weighted average interest rate on our short-term borrowings outstanding was 2.8% and on our long-term debt outstanding was 5.4%. As of December 31, 2017, our weighted average interest rate on our short-term borrowings outstanding was 5.4% and on our long-term debt outstanding was 5.3%.
(3) 
Amounts are net of unamortized discounts and issuance costs of $24.3 million and $29.5 million as of December 31, 2018 and 2017, respectively.
Debt Maturities
The following table summarizes the scheduled annual maturities for the next five years and thereafter of our long-term debt, including the current portion of long-term debt and capital leases. This schedule represents the principal portion of our debt, and therefore excludes debt discounts, interest rate swaps and lender and finance fees.
Year
 
Amount
(in millions)
2019
 
$
4.9

2020
 
430.8

2021
 
15.8

2022
 
437.2

2023
 
1,084.1

Thereafter
 
1,292.9

Total
 
$
3,265.7


Amended and Restated Senior Secured Credit Facility
2018 Activity
On July 12, 2018, the Company and certain of its subsidiaries entered into a third amended and restated credit agreement and an amendment No. 1 thereto (the "Third Amended and Restated Agreement") whereby its senior secured credit facility was amended and restated with Bank of America, N.A., as agent and the other financial institutions party thereto. The changes include: (i) the refinancing of the term loan A facilities and revolving credit facilities with a new U.S. dollar term loan A facility in an aggregate principal amount of approximately $186.5 million, a new pounds sterling term loan A facility in an aggregate principal amount of approximately £29.4 million, and increased our revolving credit facilities from $700 million to $1.0 billion (including revolving facilities available in U.S. dollars, euros, pounds sterling, Canadian dollars, Australian dollars, Japanese yen, New Zealand dollars and Mexican pesos), (ii) increased flexibility to lower the interest rate margin for the term loan A facilities and revolving credit facilities, which will range from 125 to 200 basis points (bps) in the case of LIBOR loans, subject to the achievement of certain leverage tests, (iii) the extension of the final maturity of the term loan A facilities and revolving credit commitment to July 11, 2023, (iv) the removal of the requirement to prepay the loans with respect to excess cash flow, (v) adjustments to the financial maintenance covenant of Consolidated Net Debt to Consolidated EBITDA (in each case, as defined in the Third Amended and Restated Credit Agreement) and other covenants to provide additional flexibility to the Company, (vi) the release of certain non-U.S. asset collateral previously pledged by certain of the Company's subsidiaries and (vii) other amendments.
As a result of the Third Amended and Restated Credit Agreement, we recognized $1.9 million of loss on debt redemption in our Consolidated Statements of Operations. This amount includes $1.5 million of accelerated amortization of original issuance discount related to the term loan A and lender and non-lender fees related to the entire credit facility. Also included in the loss on debt redemption was $0.4 million of non-lender fees incurred in connection with the Third Amended and Restated Credit Agreement. In addition, we incurred $0.7 million of lender and third-party fees that are included in the carrying amounts of the outstanding debt under the credit facility. We also capitalized $4.9 million of fees that are included in other assets on our Consolidated Balance Sheets. The amortization expense related to original issuance discount and lender and non-lender fees is calculated using the effective interest rate method over the lives of the respective debt instruments.
Total amortization expense related to the senior secured credit facility was $3.2 million for the year ended December 31, 2018, and is included in interest expense in our Consolidated Statements of Operations.
2017 Activity
On July 1, 2017, we executed an amendment to the Amended Credit Facility in order to permit the sale of Diversey. The amendment primarily allowed us to take steps necessary for the legal separation of the Diversey business and release the loan security effective with the sale closing. Subsequent to the execution of the amendment, we prepaid the Brazilian tranche of our Term Loan A facility due in July 2019 in the amount of $96.3 million in connection with the anticipated Diversey transaction. An additional $755.2 million of this facility was prepaid in conjunction with the Diversey closing. As of December 31, 2017, the remaining balance of this facility was $222.7 million and no further amortization payments will be required before the maturity of the facility.
Also, in July 2017, we paid the full $250.0 million principal balance of the Term Loan A facility due in July 2017, upon its maturity.   
Lines of Credit
The following table summarizes our available lines of credit and committed and uncommitted lines of credit, including the revolving credit facility discussed above, and the amounts available under our accounts receivable securitization programs.
 
 
December 31,
(In millions)
 
2018
 
2017
Used lines of credit (1)
 
$
232.8

 
$
23.2

Unused lines of credit
 
1,135.3

 
1,108.6

Total available lines of credit(2)
 
$
1,368.1

 
$
1,131.8

 
      
(1) 
Includes total borrowings under the accounts receivable securitization programs, the revolving credit facility and borrowings under lines of credit available to several subsidiaries.
(2) 
Of the total available lines of credit, $1,150.3 million were committed as of December 31, 2018.
Covenants
Each issue of our outstanding senior notes imposes limitations on our operations and those of specified subsidiaries. The Third Amended and Restated Credit Agreement contains customary affirmative and negative covenants for credit facilities of this type, including limitations on our indebtedness, liens, investments, restricted payments, mergers and acquisitions, dispositions of assets, transactions with affiliates, amendment of documents and sale leasebacks, and a covenant specifying a maximum permitted ratio of Consolidated Net Debt to Consolidated EBITDA (as defined in the Third Amended and Restated Credit Agreement). We were in compliance with the above financial covenants and limitations at December 31, 2018 and 2017.