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Debt | 3 Months Ended
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Mar. 31, 2021
Debt Disclosure [Abstract] |
Debt | Debt Long-Term Debt Long-term debt, net of an unamortized discount and debt issuance costs, consisted of the following:
| Original Principal |  | Annual Interest Rate |  | Maturity Date |  | March 31, 2021 |  | December 31, 2020
Prior Term Loan Facility, net of unamortized discount (1) | $ | 2,150 |  |  | Variable |  | 9/22/2024 |  | $ | — |  |  | $ | 1,607 |
New Term Loan Facility, net of unamortized discount (1) | 1,300 |  |  | Variable |  | 3/11/2028 |  | 1,291 |  |  | — |
Senior Notes due 2025 | 450 |  |  | 5.75 | % |  | 10/1/2025 |  | 450 |  |  | 450 |
Senior Notes due 2026 | 615 |  |  | 6.50 | % |  | 4/15/2026 |  | — |  |  | 615 |
Senior Notes due 2029 | 1,075 |  |  | 4.63 | % |  | 3/15/2029 |  | 1,075 |  |  | — |
6.5% Senior Secured Notes due 2025 | 500 |  |  | 6.50 | % |  | 5/1/2025 |  | 500 |  |  | 500 |
Standard Bank Term Loan Facility (1) (3) | 222 |  |  | Variable |  | 3/25/2024 |  | 88 |  |  | 115 |
Tikon Loan (3) | N/A |  | Variable |  | 5/23/2021 |  | 11 |  |  | 17 |
Australian Government Loan, net of unamortized discount | N/A |  | N/A |  | 12/31/2036 |  | 1 |  |  | 1 |
MGT Loan(2) | 36 |  | Variable |  | Variable |  | 35 |  |  | 36 |
Finance leases |  |  |  |  |  |  | 14 |  |  | 15 |
Long-term debt |  |  |  |  |  |  | 3,465 |  |  | 3,356 |
Less: Long-term debt due within one year |  |  |  |  |  |  | (514) |  |  | (58) |
Debt issuance costs |  |  |  |  |  |  | (50) |  |  | (35) |
Long-term debt, net |  |  |  |  |  |  | $ | 2,901 |  |  | $ | 3,263 |
_______________ (1)Average effective interest rate on the Prior Term Loan Facility of 4.5% and 5.0% during the three months ended March 31, 2021 and 2020, respectively. Average effective interest rate on the New Term Loan Facility of 4.3% during the three months ended March 31, 2021. Average effective interest rate on the Standard Bank Term Loan Facility of 6.5% and 9.5% during the three months ended March 31, 2021 and 2020, respectively. (2)The MGT loan is a related party debt facility. (3)During the three months ended March 31, 2021, the Company made two voluntary prepayments totaling R260 million (approximately $17 million at March 31, 2021 exchange rate) on the Standard Bank Term Loan Facility. No prepayment penalties were required as a result of this principal prepayment. During the three months ended March 31, 2021, the Company made a voluntary prepayment of CNY 41 million (approximately $6 million at March 31, 2021 exchange rate) on the Tikon Loan. Additionally, in April 2021, the Company made a voluntary prepayment totaling R780 million (approximately $53 million at March 31, 2021 exchange rate) on the Standard Bank Term Loan Facility and repaid the remaining outstanding principal balance of $11 million on the Tikon loan. No prepayment penalties were required as a result of these principal prepayments. Prior Term Loan Facility and New Term Loan Facility On March 11, 2021, Tronox Finance LLC entered into an amendment and restatement of its existing first lien term loan credit facility (the "Prior Term Loan Facility") pursuant to which, among other thing, we amended and restated the Prior Term Loan Facility with a new amended and restated first lien credit agreement dated as of September 22, 2017 (as amended through and including March 11, 2021, the "New Term Loan Facility") with a syndicate of lenders and HSBC Bank USA, National Association, as administrative agent and collateral agent. The New Term Loan Facility provides the Company with (a) a new seven-year New Term Loan Facility) in an aggregate principal amount of $1.3 billion and (b) new five-year cash flow revolving facility (the "New Revolving Facility") providing initial revolving commitments of $350 million and a sublimit of $125 million for letters of credit. The maturity date on the New Term Loan Facility and the New Revolving Facility is March 11, 2028 and March 11, 2026, respectively. The New Term Loan Facility shall bear interest at either the base rate or an adjusted LIBOR rate, in each case plus an applicable margin. The applicable margin in respect of the New Term Loan Facility is either 1.50% or 1.25%, for base rate loans, or 2.50% or 2.25%, for adjusted LIBOR rate loans, in each case determined based on, initially the passage of time, and thereafter upon the Company’s first lien net leverage ratio at the applicable time. The New Revolving Facility shall bear interest at either the base rate or adjusted LIBOR rate, in each case plus an applicable margin. The applicable margin in respect of the New Revolving Facility is either 1.25%, 1.00% or 0.75% for base rate loans, or 2.25%, 2.00% or 1.75%, for adjusted LIBOR Rate Loans, in each case determined based on, initially the passage of time, and thereafter upon the Company’s first lien net leverage ratio at the applicable time. The New Credit Facility requires the Borrower to pay customary agency fees. In connection with entering into the New Term Loan Facility, the Company terminated all remaining commitments and repaid all obligations under its Prior Term Loan Facility and Wells Fargo Revolver. Additionally, we repaid $313 million of the principal under the Prior Term Loan Facility with cash on hand. Commencing June 30, 2021, the New Revolving Facility contains a springing financial covenant when a loan amount is drawn exceeding 35% of the New Revolving Facility. In this instance, the first lien net leverage ratio shall not exceed 4.75x at quarter end testing period. As a result of this transaction and in accordance with ASC 470, we recognized approximately $4 million in "Loss on Extinguishment of Debt" recorded in the unaudited condensed Consolidated Statement of Income for the three months ended March 31, 2021. In April 2021, we drew down $25 million on the New Revolving Facility, which was repaid later in April 2021. Senior Notes due 2025, Senior Notes due 2026 and Senior Notes due 2029 On March 15, 2021, Tronox Incorporated closed an offering of $1,075 million aggregate principal amount of its 4.625% senior notes due 2029 (the "Senior Notes due 2029"). The notes were offered at par and issued under an indenture dated as of March 15, 2021 among the Company and certain of the Company's restricted subsidiaries as guarantors and Wilmington Trust, National Association. The Senior Notes due 2029 provide, among other thing, that the Senior Notes due 2029 are guaranteed by the Company and certain of the Company's restricted subsidiaries, subject to certain exceptions. The Senior Notes due 2029 and related guarantees are the senior obligations of the Company and the guarantors. The Senior Notes due 2029 have not been registered under the Securities Act, or any state securities laws, and may not be offered or sold in the United States absent registration requirements. The terms of the indenture, among other things, limit, in certain circumstances, the ability of the Company and its restricted subsidiaries to: incur secured indebtedness, incur indebtedness at a non-guarantor subsidiary, engage in certain sale-leaseback transactions and merge, consolidate or sell substantially all of their assets. Interest is payable on the Senior Notes due 2029 on March 15 and September 15 of each year beginning on September 15, 2021 until their maturity date of March 15, 2029. On March 31, 2021, the Company repaid the outstanding principal balance of $615 million on its Senior Notes due 2026. As a result of this transaction, we recorded $30 million of debt extinguishment costs, including a call premium of $21 million, in "Loss on Extinguishment of Debt" on the Condensed Consolidated Statement of Income for the three months ended March 31, 2021. On April 1, 2021, the Company repaid the outstanding principal balance of $450 million on its Senior Notes due 2025 including a call premium of $19 million. Debt Covenants At March 31, 2021, we are in compliance with all financial covenants in our debt facilities.

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- 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://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI http://asc.fasb.org/topic&trid=2208564 + Details
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