XML 38 R14.htm IDEA: XBRL DOCUMENT
v3.6.0.2

DEBT | 12 Months Ended
--- | ---
Dec. 31, 2016
DEBT |
DEBT | 8.DEBT At December 31, 2016 and 2015, the Company’s debt consisted of the following (in millions):
|  | As of December 31, |
|  | 2016 |  | 2015 |
Term Loans: |  |  |  |  |  |  |
5.79 %, payable through 2020 |  | $ | 24.5 |  | $ | 31.5 |
3.66 %, payable through 2023 |  |  | 59.3 |  |  | 68.4 |
4.16 %, payable through 2027 |  |  | 55.0 |  |  | 55.0 |
3.37 %, payable through 2027 |  |  | 75.0 |  |  | — |
3.14 %, payable through 2031 |  |  | 200.0 |  |  | — |
4.31 %, payable through 2032 |  |  | 37.5 |  |  | 37.5 |
4.35 %, payable through 2044 |  |  | 100.0 |  |  | 100.0 |
3.92 %, payable through 2045 |  |  | 75.0 |  |  | 75.0 |
Title XI Bonds: |  |  |  |  |  |  |
5.34 %, payable through 2028 |  |  | 26.4 |  |  | 28.6 |
5.27 %, payable through 2029 |  |  | 28.6 |  |  | 30.8 |
Revolving credit facility |  |  | 55.0 |  |  | — |
Capital leases |  |  | 2.6 |  |  | 3.1 |
Total Debt |  |  | 738.9 |  |  | 429.9 |
Less: Current portion |  |  | (31.8) |  |  | (22.0) |
Total Long-term Debt |  | $ | 707.1 |  | $ | 407.9 |
Description of Debt: The following is a description of the Company’s debt: Term Loans: The 5.79 percent notes payable through 2020 are amortized by semi-annual principal payments of $3.5 million plus interest. During the second quarter of 2012, the Company issued new unsecured, fixed rate, amortizing long-term debt of $170.0 million, which funded in three tranches, $77.5 million at an interest rate of 3.66 percent, $55.0 million at an interest rate of 4.16 percent, and $37.5 million at an interest rate of 4.31 percent. Interest is payable semi-annually. The notes began to amortize in 2015 with aggregate semi-annual payments of $4.6 million which continued through 2016, followed by $8.4 million in 2017 through mid-year 2023, $3.8 million through mid-year 2027, and $1.2 million thereafter. In January 2014, the Company issued $100 million of 30-year senior unsecured private placement notes (the “2014 Notes”). The 2014 Notes bear interest at a rate of 4.35 percent, payable semi-annually. The 2014 Notes will begin to amortize in 2021, with annual principal payments of $5.0 million in 2021, $7.5 million in 2022 and 2023, $10.0 million from 2024 to 2027, and $8.0 million in 2028. Starting in 2029, and in each year thereafter until 2044, annual principal payments will be $2.0 million. In July 2015, the Company entered into a private placement note purchase agreement for the issuance of $75.0 million of 30-year senior unsecured notes (the “2015 Notes”). The 2015 Notes bear interest at a rate of 3.92 percent, payable semi-annually. The 2015 Notes will begin to amortize in 2017, with annual principal payments of approximately $1.8 million through 2019. During the years 2020 to 2026, the annual principal payments will range between approximately $1.3 million and $8.0 million. Starting in 2027, and in each year thereafter, the annual principal payments will be approximately $1.5 million. On September 14, 2016, the Company entered into an amended and restated private placement note purchase agreement (the “2016 Note Purchase Agreement”), pursuant to which the Company issued $200.0 million of 15-year final maturity senior unsecured notes (the “Series D Notes”). The Series D Notes bear interest at a rate of 3.14 percent, payable semi-annually. The Series D Notes will begin to amortize in March 2019, with semi-annual principal payments of $6.0 million in 2019. During the years 2020 to 2023, the semi-annual principal payments will be $9.2 million. Starting in March 2024, and in each year thereafter through maturity in September 2031, the semi-annual principal payments will be $7.15 million. On December 21, 2016, the Company entered into a private placement note purchase agreement pursuant to which the Company issued $75 million in 11-year final maturity senior unsecured notes (the "Series A Notes"). The Series A Notes bear interest at a rate of 3.37% percent, payable semi-annually. The Series A Notes will begin to amortize in December 2021, with principal payments of $5.8 million in 2021 and $11.5 million per year, paid semi-annually, from 2022 through 2027. Title XI Bonds: In September 2003, the Company issued $55.0 million in U.S. Government guaranteed vessel finance bonds (Title XI) to partially finance the delivery of the MV Manukai. The secured bonds have a final maturity in September 2028 with a coupon of 5.34 percent. The bonds are amortized by semi-annual payments of $1.1 million plus interest. In August 2004, the Company issued $55.0 million of U.S. Government guaranteed vessel finance bonds (Title XI) to partially finance the delivery of the MV Maunawili. The secured bonds have a final maturity in July 2029, with a coupon of 5.27 percent. The bonds are amortized by semi-annual payments of $1.1 million plus interest. Revolving Credit Facility: In 2012, the Company entered into a $375.0 million, five‑year unsecured revolving credit facility with a syndicate of banks to provide the Company with additional sources of liquidity for working capital requirements and investment opportunities (the “Credit Facility”). The Credit Facility includes a $100 million sub-limit for the issuance of standby and commercial letters of credit, and a $50 million sub-limit for swing line loans. The Credit Facility also includes an uncommitted option to increase the Credit Facility by $75 million. On July 30, 2015, the Company entered into an amendment to the credit facility (the “Credit Facility Amendment”). The Credit Facility Amendment includes an increase in the borrowing capacity to $400 million, and a five year extension of the maturity date to July 30, 2020. In addition, the Credit Facility Amendment includes a number of amended terms, including modifications to certain definitions and covenants, and includes an uncommitted option to increase the borrowing capacity of the Credit Facility Amendment by an additional $150 million. The Credit Facility is subject to commitment fees, letter of credit fees, and interest on borrowings based on the Company’s ratio of total debt to EBITDA (the “Leverage Ratio”). Commitment fees and letter of credit fees are computed using rates tied to a sliding scale, which range from 0.15 percent to 0.30 percent, and 1.00 percent to 1.75 percent, respectively, based on the Consolidated Net Leverage Ratio, as defined within the Credit Facility Amendment. Interest rates on borrowings are based upon the Eurodollar Rate (LIBOR) plus 1.00 percent to 1.75 percent using a sliding scale based on the Consolidated Net Leverage Ratio. The Company may also select an interest rate at a Base Rate as defined in the Credit Facility Amendment, plus a margin that ranges from zero percent to 0.75 percent. Based upon the Company’s Consolidated Net Leverage Ratio, the interest rate applicable to any borrowings would have been approximately 1.97 percent at December 31, 2016. The Company also entered into other amendments to its existing term loan agreements that included modifications to certain definitions and covenants, as defined within the agreements. Interest rates and other substantive terms remained unchanged. As of December 31, 2016, the Company had $55.0 million of borrowings outstanding under the Credit Facility, and there were no borrowings outstanding as of December 31, 2015. As of December 31, 2016, the Company had $333.8 million of availability under the Credit Facility. The Company used $11.2 million of the sub-limit for letters of credit outstanding as of December 31, 2016. Capital Leases: The Company’s capital lease obligations represent leasing of containers and other equipment, and have been classified as current and long-term debt in the Company’s Consolidated Balance Sheets. Debt Guarantees: All of the Company’s debt as of December 31, 2016 was unsecured, except for $55.0 million in Title XI bonds, all of which are guaranteed by the Company’s significant subsidiaries. All of the Company’s debt is fixed rate debt except for borrowings under the Credit Facility. Debt Covenants: Principal covenants contained in the Company’s Credit Facility and long-term fixed rate debt agreements as of December 31, 2016 include, but are not limited to:
| § |  | Not permit the ratio of debt to consolidated EBITDA to exceed 3.25 to 1.00 for each fiscal four quarter period, except under certain pre-defined circumstances;
| § |  | Not permit the ratio of consolidated EBITDA to interest expense as of the end of any fiscal four quarter period to be less than 3.50 to 1.00; and
| § |  | Not permit the aggregate principal amount of Priority Debt (as defined in the 2016 Note Purchase Agreement) at any time to exceed 20 percent (subject to reduction to 17.5 percent upon the earlier of December 31, 2017 and upon the occurrence of certain events) of Consolidated Tangible Assets (as defined in the 2016 Note Purchase Agreement); and not permit the aggregate principal amount of Priority Debt that is not Title XI Priority Debt (as defined in the 2016 Note Purchase Agreement) at any time to exceed 10 percent of Consolidated Tangible Assets, as defined in the 2016 Note Purchase Agreement.
Principle covenants generally will restrict the incurrence of liens except for permitted liens, which include, without limitation, liens securing Title XI Debt up to certain thresholds, as defined within the agreements. The Company was in compliance with these covenants as of December 31, 2016. Debt Maturities: At December 31, 2016, debt maturities during the next five years and thereafter are as follows (in millions):
Year |  | Total |
2017 |  | $ | 31.8 |
2018 |  |  | 30.7 |
2019 |  |  | 42.1 |
2020 |  |  | 48.4 |
2021 |  |  | 54.2 |
Thereafter |  |  | 531.7 |
Total debt |  | $ | 738.9 |

X
- References No definition available. + Details
Name: | us-gaap_DebtDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- 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/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.19,20,22) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 + Details
Name: | us-gaap_DebtDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration