XML 52 R19.htm IDEA: XBRL DOCUMENT v3.24.0.1
Short-Term and Long-Term Borrowings
12 Months Ended
Dec. 31, 2023
Debt Disclosure [Abstract]  
Short-Term and Long-Term Borrowings Short-Term and Long-Term Borrowings
The following is a summary of our outstanding short- and long-term borrowings by borrower, OTC or OTP, as of December 31, 2023 and 2022:
20232022
(in thousands)OTCOTPTotalOTCOTPTotal
Short-Term Debt$ $81,422 $81,422 $— $8,204 $8,204 
Current Maturities of Long-Term Debt   — — — 
Long-Term Debt, net of current maturities79,849 744,210 824,059 79,798 744,023 823,821 
Total$79,849 $825,632 $905,481 $79,798 $752,227 $832,025 
Short-Term Debt
The following is a summary of our lines of credit as of December 31, 2023 and 2022:
20232022
(in thousands)Line LimitAmount OutstandingLetters
of Credit
Amount AvailableAmount Available
OTC Credit Agreement$170,000 $— $— $170,000 $170,000 
OTP Credit Agreement170,000 81,422 9,132 79,446 152,223 
Total$340,000 $81,422 $9,132 $249,446 $322,223 
OTC is party to a Fifth Amended and Restated Credit Agreement (the OTC Credit Agreement) and OTP is party to a Fourth Amended and Restated Credit Agreement (the OTP Credit Agreement). The agreements both provide for $170.0 million unsecured revolving lines of credit to support operations, fund capital expenditures, refinance certain indebtedness and provide for the issuance of letters of credit in an aggregate amount not to exceed $40.0 million under the OTC Credit Agreement and $50.0 million under the OTP Credit Agreement. Each credit facility includes an accordion provision allowing the borrower to increase the borrowing capacity under the facility, subject to certain conditions, up to $290.0 million and $250.0 million under the OTC Credit Agreement and OTP Credit Agreement, respectively.
Borrowings under each credit facility are subject to a variable rate of interest on outstanding balances and a commitment fee is charged based on the average unused amount available to be drawn under the respective facility. The variable rate of interest to be charged is based on a benchmark interest rate, either SOFR or a Base Rate, as defined in the credit agreements, selected by the borrower at the time of an advance, subject to the conditions of each agreement, plus an applicable credit spread. The credit spread ranges from zero to 2.00%, depending on the benchmark interest rate selected, and is subject to adjustment based on the credit ratings of the relevant borrower. The weighted-average interest rate on all outstanding borrowings as of December 31, 2023 and 2022 was 6.70% and 5.61%.
Each credit facility contains a number of restrictions on the borrower, including restrictions on the ability to merge, sell assets, make investments, create or incur liens on assets, guarantee the obligations of any other party and engage in transactions with related parties. The agreements also require the borrower to maintain various financial covenants, as further described below. Each credit facility expires on October 29, 2027.
Long-Term Debt
The following is a summary of outstanding long-term debt by borrower as of December 31, 2023 and 2022: 
(in thousands)
EntityDebt InstrumentRateMaturity20232022
OTCGuaranteed Senior Notes3.55%12/15/26$80,000 $80,000 
OTPSeries 2007C Senior Unsecured Notes6.37%08/02/2742,000 42,000 
OTPSeries 2013A Senior Unsecured Notes4.68%02/27/2960,000 60,000 
OTPSeries 2019A Senior Unsecured Notes 3.07%10/10/2910,000 10,000 
OTPSeries 2020A Senior Unsecured Notes3.22%02/25/3010,000 10,000 
OTPSeries 2020B Senior Unsecured Notes3.22%08/20/3040,000 40,000 
OTPSeries 2021A Senior Unsecured Notes2.74%11/29/3140,000 40,000 
OTPSeries 2007D Senior Unsecured Notes6.47%08/20/3750,000 50,000 
OTPSeries 2019B Senior Unsecured Notes3.52%10/10/3926,000 26,000 
OTPSeries 2020C Senior Unsecured Notes3.62%02/25/4010,000 10,000 
OTPSeries 2013B Senior Unsecured Notes5.47%02/27/4490,000 90,000 
OTPSeries 2018A Senior Unsecured Notes4.07%02/07/48100,000 100,000 
OTPSeries 2019C Senior Unsecured Notes3.82%10/10/4964,000 64,000 
OTPSeries 2020D Senior Unsecured Notes3.92%02/25/5015,000 15,000 
OTPSeries 2021B Senior Unsecured Notes3.69%11/29/51100,000 100,000 
OTPSeries 2022A Senior Unsecured Notes3.77%05/20/5290,000 90,000 
Total827,000 827,000 
Less:Unamortized Long-Term Debt Issuance Costs2,941 3,179 
Total Long-Term Debt Net of Unamortized Debt Issuance Costs$824,059 $823,821 
Our guaranteed and unsecured notes require the borrower to maintain various financial covenants, as further described below. These notes provide for prepayment options allowing for a full or partial prepayment at 100% of the principal amount so prepaid, together with unpaid accrued interest and a make-whole amount, as defined. These notes also include restrictions on the borrower, including its ability to merge, sell assets, create or incur liens on assets, guarantee the obligations of any other party and engage in transactions with related parties.
Aggregate maturities of long-term debt obligations at December 31, 2023 for each of the next five years are as follows:
(in thousands)20242025202620272028
Debt Maturities$— $— $80,000 $42,000 $— 
Financial Covenants
Certain of OTC's and OTP's short-term and long-term debt agreements require the borrower, whether OTC or OTP, to maintain certain financial covenants, including a maximum debt to total capitalization of 0.60 to 1.00, a minimum interest and dividend coverage ratio of 1.50 to 1.00, and a maximum level of priority indebtedness. As of December 31, 2023, OTC and OTP were in compliance with these financial covenants.
Guaranties
OTC's obligations under the terms of its Guaranteed Senior Notes are unconditionally and irrevocably guaranteed by its subsidiaries, Varistar Corporation, BTD Manufacturing, Inc., Northern Pipe Products, Inc., and Vinyltech Corporation.