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Debt
3 Months Ended
Mar. 31, 2022
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, 2022December 31, 2021
Term Loan Facility, net of unamortized discount (1)
1,300 Variable3/11/2028897 897 
Senior Notes due 2029 1,075 4.63 %3/15/20291,075 1,075 
6.5% Senior Secured Notes due 2025500 6.50 %5/1/2025500 500 
Standard Bank Term Loan Facility (1)
98 Variable11/11/202698 92 
Australian Government Loan, net of unamortized discountN/AN/A12/31/2036
MGT Loan(2)
36VariableVariable32 33 
Finance leases15 14 
Long-term debt2,618 2,612 
Less: Long-term debt due within one year(16)(18)
Debt issuance costs(35)(36)
Long-term debt, net$2,567 $2,558 
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(1)The average effective interest rate on the Term Loan Facility and Standard Bank Term Loan Facility was 4.5% and 6.3%, respectively, during the three months ended March 31, 2022. The average effective interest rate on the previous Term Loan Facility and previous Standard Bank Term Loan Facility was 4.5% and 6.5%, respectively, during the three months ended March 31, 2021. The increase in the Standard Bank Term Loan Facility from December 31, 2021 to March 31, 2022 is primarily a result of the impact of foreign currency translation due to the appreciation of the South African Rand.
(2)The MGT loan is a related party debt facility. The average effective interest rate on the MGT loan was 3.23% and 3.11% during the three months ended March 31, 2022 and March 31, 2021, respectively.
Emirates Revolver
During the three months ended March 31, 2022, the Company entered into an amendment to extend the maturity date of the Emirates Revolver from March 31, 2022 to March 31, 2023.
Term Loan Facility
During the three months ended March 31, 2021, we amended and restated our prior Term Loan Facility with a new first lien credit agreement. 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.
The Term Loan Facility bears interest at either the base rate or an adjusted LIBOR rate, in each case plus an applicable margin. Based on our first lien net leverage ratio pursuant to the Term Loan Facility agreement, the applicable margin under the New Term Loan Facility as of March 31, 2022 was LIBOR plus a margin of 2.25%.
Senior Notes due 2029
During the three months ended March 31, 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"). As a result of this transaction, the Company repaid the outstanding principal balance of $615 million on its Senior Notes due 2026 and 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.
2022 Term Loan Facility
On April 4, 2022, Tronox Finance LLC (the "Borrower"), the Borrower's indirect parent company, Tronox Holdings plc (the "Company"), certain of the Company's subsidiaries, the incremental term lender party thereto, and HSBC Bank USA. National Association, as Administrative Agent and Collateral Agent, entered into Amendment No. 1 to the Amended and Restated First Lien Credit Agreement (the "Amendment"). The Amendment provides the Borrower with a new seven-year incremental term loan facility (the "2022 Term Loan Facility" and, the loans thereunder, the "2022 Incremental Term Loans") under its credit agreement in an aggregate initial principal amount of $400 million.
The proceeds of the 2022 Incremental Term Loans were used on April 4, 2022, along with cash on hand, to redeem all outstanding 6.5% Senior Secured Notes due 2025 issued by Tronox Incorporated under the Indenture dated as of May 1, 2020 with Wilmington Trust, National Association, as Trustee and Collateral Agent and to pay transaction related costs and expenses. In connection with such redemption, all security interests and liens granted to Wilmington Trust, National Association, were automatically terminated and discharged.
As a result of this transaction, we recognized approximately $1 million in "Loss on Extinguishment of Debt" on the unaudited Consolidated Statement of Income for the three months ended March 31, 2022. Additionally, we estimate that we will recognize approximately $20 million (which includes a call premium of $18 million) of "Loss on Extinguishment of Debt" in the second quarter of 2022.
Debt Covenants
As of March 31, 2022, we are in compliance with all financial covenants in our debt facilities.