Debt

12 Months Ended

Mar. 31, 2019

The following summarizes the Company’s long-term debt:



	As of March 31,
	2019				2018
	Principal		Unamortized Issuance Costs		Principal		Unamortized Issuance Costs
5.00% Senior Notes, due 2023	$	300,000	$	2,497	$	300,000	$	3,122
Amended Credit Facility, due 2022^*	677,315		3,062		285,500		2,843
	$	977,315	$	5,559	$	585,500	$	5,965
Less: Unamortized issuance costs	5,559				5,965
Less: Current portion	—				—
Long-term debt, net of unamortized issuance costs	$	971,756			$	579,535

* As of March 31, 2018, the 2017 Credit Facility, due 2022

5.00% Senior Notes

The Company's $300,000 5.00% Senior Notes due 2023 (the “Notes”) bear interest at a rate of 5.00% per annum. Interest is payable semiannually in arrears on April 30 and October 30 of each year, and commenced on October 30, 2015. The Notes will mature on April 30, 2023, unless earlier redeemed or repurchased in full. The Notes are unsecured and unsubordinated obligations of the Company. The Notes are fully and unconditionally guaranteed (the “Guarantees”), jointly and severally, by certain of its subsidiaries that are guarantors (the “Guarantors”) under the Amended Credit Facility. The Guarantees are unsecured and unsubordinated obligations of the Guarantors.

2017 Credit Facility and Subsequent Amendment

On August 4, 2017, the Company entered into a credit facility (the “2017 Credit Facility”). The 2017 Credit Facility with a maturity date of September 30, 2022 consisted of a $600,000 senior secured revolving credit facility (“2017 Revolver”) and a $150,000 senior secured term loan (“2017 Term Loan”). The Company's previous credit facility (“2011 Credit Facility”)

consisted of a $500,000 senior secured revolving credit facility (“2011 Revolver”) and a $150,000 senior secured incremental term loan (the “2011 Term Loan”) with a maturity date of September 30, 2018. On August 4, 2017, the outstanding balance on the 2011 Revolver and the 2011 Term Loan of $240,000 and $123,750, respectively, was repaid utilizing borrowings from the 2017 Credit Facility.

On December 7, 2018, the Company amended the 2017 Credit Facility (as amended, the “Amended Credit Facility”) to fund the Alpha acquisition. The Amended Credit Facility consists of $449,105 senior secured term loans (the “Amended 2017 Term Loan”), including a CAD 133,050 ($99,105) term loan and a $700,000 senior secured revolving credit facility (the “Amended 2017 Revolver”). The amendment resulted in an increase of the 2017 Term Loan and the 2017 Revolver by $299,105 and $100,000, respectively.

As of March 31, 2019, the Company had $239,000 outstanding on the Amended 2017 Revolver and $438,315 under the Amended 2017 Term Loan.

Subsequent to the amendment, the quarterly installments payable on the Amended 2017 Term Loan are $5,625 beginning December 31, 2018, $8,438 beginning December 31, 2019 and $11,250 beginning December 31, 2020 with a final payment of $315,000 on September 30, 2022. The Amended Credit Facility may be increased by an aggregate amount of $325,000 in revolving commitments and /or one or more new tranches of term loans, under certain conditions. Both the Amended 2017 Revolver and the Amended 2017 Term Loan bear interest, at the Company's option, at a rate per annum equal to either (i) the London Interbank Offered Rate (“LIBOR”) or Canadian Dollar Offered Rate (“CDOR”) plus between (i) LIBOR plus between 1.25% and 2.00% (currently 1.25% and based on the Company's consolidated net leverage ratio) or (ii) the U.S. Dollar Base Rate (which equals, for any day a fluctuating rate per annum equal to the highest of (a) the Federal Funds Effective Rate plus 0.50%, (b) Bank of America “Prime Rate” and (c) the Eurocurrency Base Rate plus 1%; provided that, if the Base Rate shall be less than zero, such rate shall be deemed zero) (iii) the CDOR Base Rate equal to the higher of (a) Bank of America “Prime Rate” and (b) average 30-day CDOR rate plus 0.50%. Obligations under the Amended Credit Facility are secured by substantially all of the Company’s existing and future acquired assets, including substantially all of the capital stock of the Company’s United States subsidiaries that are guarantors under the Amended Credit Facility and up to 65% of the capital stock of certain of the Company’s foreign subsidiaries that are owned by the Company’s United States subsidiaries.

The Amended Credit Facility allows for up to two temporary increases in the maximum leverage ratio from 3.50x to 4.00x for a four quarter period following an acquisition larger than $250,000. Effective December 7, 2018 through December 30, 2019, the maximum leverage ratio has been increased to 4.00x. As of March 31, 2019, the leverage ratio was 2.00x.

The current portion of the Amended 2017 Term Loan of $28,098 is classified as long-term debt as the Company expects to refinance the future quarterly payments with revolver borrowings under its Amended Credit Facility.

2011 Credit Facility

As discussed under the 2017 Credit Facility, the 2011 Credit Facility was repaid in full on August 4, 2017. There were no prepayment penalties on loans under the 2011 Credit Facility. Both the revolving loan and the Term Loan under the 2011 Credit Facility bore interest, at the Company's option, at a rate per annum equal to either (i) LIBOR plus between 1.25% and 1.75% (1.25% at March 31, 2017, and based on the Company's consolidated net leverage ratio) or (ii) the Base Rate (which is the highest of (a) the Bank of America prime rate, and (b) the Federal Funds Effective Rate) plus between 0.25% and 0.75% (based on the Company’s consolidated net leverage ratio).

Interest Rates on Long Term Debt

The weighted average interest rate on the long term debt at March 31, 2019 and March 31, 2018, was 4.1% and 3.7%, respectively.

Interest Paid

The Company paid in cash, $29,552, $23,527 and $20,781, net of interest received, for interest during the fiscal years ended March 31, 2019, 2018 and 2017, respectively.

Covenants

The Company’s financing agreements contain various covenants, which, absent prepayment in full of the indebtedness and other obligations, or the receipt of waivers, would limit the Company’s ability to conduct certain specified business transactions including incurring debt, mergers, consolidations or similar transactions, buying or selling assets out of the ordinary course of business, engaging in sale and leaseback transactions, paying dividends and certain other actions. The Company is in compliance with all such covenants.

Short-Term Debt

As of March 31, 2019 and 2018, the Company had $54,490 and $18,341, respectively, of short-term borrowings from banks. The weighted-average interest rate on these borrowings was approximately 4% and 7%, respectively, for fiscal years ended March 31, 2019 and 2018.

Letters of Credit

As of March 31, 2019 and 2018, the Company had $3,955 and $3,074, respectively, of standby letters of credit.

Debt Issuance Costs

In fiscal 2019, the Company incurred $1,393 in debt issuance costs and wrote off $483 of unamortized debt issuance costs related to the Amended Credit Facility. In fiscal 2018, the Company incurred $2,677 in debt issuance costs and wrote off $301 of unamortized debt issuance costs related to the 2011 Credit Facility. Amortization expense, relating to debt issuance costs, included in interest expense was $1,316, $1,302, and $1,388 for the fiscal years ended March 31, 2019, 2018 and 2017, respectively. Debt issuance costs, net of accumulated amortization, totaled $5,559 and $5,965 as of March 31, 2019 and 2018, respectively.

Available Lines of Credit

As of March 31, 2019 and 2018, the Company had available and undrawn, under all its lines of credit, $546,960 and $613,234, respectively, including $87,685 and $150,459, respectively, of uncommitted lines of credit as of March 31, 2019 and March 31, 2018.