REVOLVING CREDIT FACILITY AND LONG-TERM DEBT

3 Months Ended

Mar. 31, 2017

REVOLVING CREDIT FACILITY AND LONG-TERM DEBT

Long-term debt consisted of the following as of the dates set forth below (amounts in thousands):



	March 31, 2017
	Principal Balance		Unamortized Discount			Net Carrying Amount
6.875% senior secured notes due 2020	$	400,000	$	(3,906	)	$	396,094
Titan Europe credit facilities	35,858		—			35,858
Other debt	23,240		—			23,240
Capital leases	758		—			758
Total debt	459,856		(3,906		)	455,950
Less amounts due within one year	46,244		—			46,244
Total long-term debt	$	413,612	$	(3,906	)	$	409,706



	December 31, 2016
	Principal Balance		Unamortized Discount			Net Carrying Amount
6.875% senior secured notes due 2020	$	400,000	$	(4,148	)	$	395,852
5.625% convertible senior subordinated notes due 2017	60,161		(13		)	60,148
Titan Europe credit facilities	33,710		—			33,710
Other debt	15,560		—			15,560
Capital leases	902		—			902
Total debt	510,333		(4,161		)	506,172
Less amounts due within one year	97,425		(13		)	97,412
Total long-term debt	$	412,908	$	(4,148	)	$	408,760

Aggregate maturities of long-term debt at March 31, 2017, were as follows (amounts in thousands):



April 1 - December 31, 2017	$	46,170
2018	4,062
2019	6,726
2020	402,225
2021	529
Thereafter	144
	$	459,856

6.875% senior secured notes due 2020

The senior secured notes are due October 2020. These notes are secured by the land and buildings of the following subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois.

5.625% convertible senior subordinated notes due 2017

In January 2017, the Company converted 97.1% of the principal balance of its 5.625% convertible senior subordinated notes (Notes), which matured on January 15, 2017, into shares of Titan common stock. Prior to maturity, $60.2 million in aggregate principal amount of the Notes was outstanding, of which holders of $58.5 million in aggregate principal amount of the Notes, or 97.1%, converted their Notes into shares of Titan common stock pursuant to the terms of the indenture governing the Notes. The $58.5 million in principal amount of converted Notes were converted into 5,462,264 shares of Titan common stock, representing approximately 10% of Titan’s outstanding common stock prior to conversion. Each $1,000 principal amount of the Notes was convertible into 93.436 shares of Titan common stock. The remaining $1.7 million principal amount of the Notes that was not converted was paid in cash at maturity.

Titan Europe credit facilities

The Titan Europe credit facilities contain borrowings from various institutions totaling $35.9 million at March 31, 2017. Maturity dates on this debt range from less than one year to nine years and interest rates range from 5% to 6.9%. The Titan Europe facilities are secured by the assets of its subsidiaries in Italy, Spain, Germany, and Brazil.

Revolving credit facility

On February 17, 2017, the Company entered into a credit and security agreement with respect to a new $75 million revolving credit facility (credit facility) with agent BMO Harris Bank N.A. and other financial institutions party thereto. This credit facility replaced the Company's $150 million revolving credit facility which was previously scheduled to terminate in December 2017. The credit facility is collateralized by accounts receivable and inventory of certain of the Company’s domestic subsidiaries and includes a maturity of the earlier of five years or six months prior to maturity of the Company’s senior secured notes. Titan's availability under this credit facility may be less than $75 million as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain of its domestic subsidiaries. At March 31, 2017, an outstanding letter of credit under the credit facility totaled $11.6 million and the amount available under the facility totaled $63.4 million based upon eligible accounts receivable and inventory balances. During the first three months of 2017 and at March 31, 2017, there were no borrowings under the credit facility.

Other debt

Titan Pneus do Brasil Ltda has working capital loans for the Sao Paulo, Brazil, manufacturing facility totaling $8.1 million at March 31, 2017. Maturity dates on this debt range from less than one year to two years and interest rates range from 5.5% to 8%.

Voltyre-Prom had working capital loans totaling $15.1 million at March 31, 2017. Maturity dates on this debt range from less

than one year to three years and interest rates range from 11.2% to 11.3%.