Long-Term Debt

12 Months Ended

Dec. 31, 2019

(8) Long-Term Debt

Long-term debt at December 31, 2019 and 2018 consisted of the following (in thousands):

Long-term debt, including current portion:	2019			2018
$850,000,000 revolving credit facility due March 27, 2024	$	—		$	417,373
$500,000,000 term loan due March 27, 2024		375,000			—
$150,000,000 senior notes Series A due February 27, 2020		150,000			150,000
$350,000,000 senior notes Series B due February 27, 2023		350,000			350,000
$500,000,000 senior notes due March 1, 2028		500,000			500,000
$10,000,000 credit line due June 30, 2021		—			—
Bank notes payable		16			19
		1,375,016			1,417,392
Unamortized debt issuance costs (a)		(4,655	)		(6,550	)
Unamortized debt discount		(594	)		(654	)
	$	1,369,767		$	1,410,188

(a) Unamortized debt issuance costs excludes $2,650,000 attributable to the Revolving Credit Facility (as defined below) included in other assets at December 31, 2019.

The aggregate payments due on the long-term debt in each of the next five years were as follows (in thousands):

2020	$	150,016
2021		—
2022		—
2023		381,250
2024		343,750
Thereafter		500,000
	$	1,375,016

On March 27, 2019, the Company entered into an amended and restated credit agreement (the “Credit Agreement”) with a group of commercial banks, with JPMorgan Chase Bank, N.A. as the administrative agent bank, that extended the term of the Company’s existing $850,000,000 revolving credit facility (“Revolving Credit Facility”) to March 27, 2024 and added a five-year term loan (“Term Loan”) facility in an amount of $500,000,000. The Credit Agreement provides for a variable interest rate based on the London interbank offered rate (“LIBOR”) or a base rate calculated with reference to the agent bank’s prime rate, among other factors (the “Alternate Base Rate”). The interest rate varies with the Company’s credit rating and is currently 112.5 basis points over LIBOR or 12.5 basis points over the Alternate Base Rate. The Term Loan is repayable in quarterly installments originally scheduled to commence June 30, 2020, in increasing percentages of the original principal amount of the loan, with the remaining unpaid balance payable of 65% of the initial amount due on March 27, 2024. During 2019, the Company repaid $125,000,000 under the Term Loan prior to the scheduled installments. As a result, no repayments are required until September 30, 2023. The Credit Agreement contains certain financial covenants including an interest coverage ratio and a debt-to-capitalization ratio. In addition to financial covenants, the Credit Agreement contains covenants that, subject to exceptions, restrict debt incurrence, mergers and acquisitions, sales of assets, dividends and investments, liquidations and dissolutions, capital leases, transactions with affiliates and changes in lines of business. The Credit Agreement specifies certain events of default, upon the occurrence of which the maturity of the outstanding loans may be accelerated, including the failure to pay principal or interest, violation of covenants and default on other indebtedness, among other events. Borrowings under the Credit Agreement may be used for general corporate purposes including acquisitions. As of December 31, 2019, the Company was in compliance with all Credit Agreement covenants and had no outstanding borrowings under the Revolving Credit Facility and $375,000,000 outstanding under the Term Loan. The interest rate under the Revolving Credit Facility and Term Loan was 2.9% at December 31, 2019. The Revolving Credit Facility includes a $25,000,000 commitment which may be used for standby letters of credit. Outstanding letters of credit under the Revolving Credit Facility were $5,258,000 as of December 31, 2019.

On February 12, 2018, the Company issued $500,000,000 of 4.2% senior unsecured notes due March 1, 2028 (the “2028 Notes”) with U.S. Bank National Association, as trustee. Interest payments of $10,500,000 are due semi-annually on March 1 and September 1 of each year. The Company received cash proceeds of $495,019,000, net of the original issue discount of $705,000 and debt issuance costs of $4,276,000. The 2028 Notes are unsecured and rank equally in right of payment with the Company’s other unsecured senior indebtedness. The 2028 Notes contain certain covenants on the part of the Company, including covenants relating to liens, sale-leasebacks, asset sales and mergers, among others. The 2028 Notes also specify certain events of default, upon the occurrence of which the maturity of the notes may be accelerated, including failure to pay principal and interest, violation of covenants or default on other indebtedness, among others. The Company used the proceeds from the issuance of the 2028 Notes to fund the acquisition of Higman. The remaining net proceeds of the sale of the 2028 Notes were used for the repayment of indebtedness under the Company’s bank credit facilities. As of December 31, 2019, the Company was in compliance with all the 2028 Notes covenants and had $500,000,000 outstanding under the 2028 Notes.

The Company has $500,000,000 of unsecured senior notes (“Senior Notes Series A” and “Senior Notes Series B”) with a group of institutional investors, consisting of $150,000,000 of 2.72% Senior Notes Series A due February 27, 2020 and $350,000,000 of 3.29% Senior Notes Series B due February 27, 2023. No principal payments are required until maturity. The Senior Notes Series A and Series B contain certain covenants on the part of the Company, including an interest coverage covenant, a debt-to-capitalization covenant and covenants relating to liens, asset sales and mergers, among others. The Senior Notes Series A and Series B also specify certain events of default, upon the occurrence of which the maturity of the notes may be accelerated, including failure to pay principal and interest, violation of covenants or default on other indebtedness, among others. As of December 31, 2019, the Company was in compliance with all Senior Notes Series A and Series B covenants and had $150,000,000 of Senior Notes Series A outstanding and $350,000,000 of Senior Notes Series B outstanding. The Senior Notes Series A are excluded from short term liabilities because the Company has the ability and the intent to repay the amount due using borrowings under the Revolving Credit Facility.

The Company has a $10,000,000 line of credit (“Credit Line”) with Bank of America, N.A. (“Bank of America”) for short-term liquidity needs and letters of credit, with a maturity date of June 30, 2021. The Credit Line allows the Company to borrow at an interest rate agreed to by Bank of America and the Company at the time each borrowing is made or continued. The Company had no borrowings outstanding under the Credit Line as of December 31, 2019. Outstanding letters of credit under the Credit Line were $1,171,000 as of December 31, 2019.

On September 13, 2017, as a result of the S&S acquisition, the Company assumed $12,135,000 of term debt which was paid off without penalty in the 2017 fourth quarter.

The Company also had $16,000 of short-term secured loans outstanding, as of December 31, 2019, related to its South American operations.

The estimated fair value of total debt outstanding at December 31, 2019 and 2018 was $1,421,325,000 and $1,411,628,000, respectively, which differs from the carrying amount of $1,369,767,000 and $1,410,188,000, respectively, included in the consolidated financial statements. The fair value of debt outstanding was determined using a Level 2 fair value measurement.