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Long-Term Debt and Short-Term Borrowings | 6 Months Ended
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Jun. 30, 2021
Debt Disclosure [Abstract] |
Long-Term Debt and Short-Term Borrowings | 4. Long-term Debt and Short-term Borrowings Notes payable and long-term debt, listed in order of the priority of security interests in assets of the Company, consisted of the following as of June 30, 2021 and December 31, 2020:
(in millions) | June 30, 2021 |  | December 31, 2020
Euro Senior Secured Term Loan A, due March 2026 (floating interest rate of 2.25% at June 30, 2021) | $ | 274.6 |  |  | $ | — |
Euro Senior Secured Term Loan A, due May 2024 (floating interest rate of 2.50% at December 31, 2020) | — |  |  | 287.4 |
USD Senior Secured Term Loan A, due March 2026 (floating interest rate of 2.40% at June 30, 2021) | 91.3 |  |  | — |
USD Senior Secured Term Loan A, due May 2024 (floating interest rate of 3.50% at December 31, 2020) | — |  |  | 92.5 |
Australian Dollar Senior Secured Term Loan A, due March 2026 (floating interest rate of 2.31% at June 30, 2021) | 41.9 |  |  | — |
Australian Dollar Senior Secured Term Loan A, due May 2024 (floating interest rate of 2.57% at December 31, 2020) | — |  |  | 43.4 |
U.S. Dollar Senior Secured Revolving Credit Facility, due March 2026 (floating interest rate of 2.40% at June 30, 2021) | 224.8 |  |  | — |
U.S. Dollar Senior Secured Revolving Credit Facility, due May 2024 (floating interest rate of 3.50% at December 31, 2020) | — |  |  | 307.2 |
Australian Dollar Senior Secured Revolving Credit Facility, due March 2026 (floating interest rate of 2.31% at June 30, 2021) | 31.5 |  |  | — |
Australian Dollar Senior Secured Revolving Credit Facility, due May 2024 (floating interest rate of 2.57% at December 31, 2020) | — |  |  | 25.4 |
Senior Unsecured Notes, due March 2029 (fixed interest rate of 4.25%) | 575.0 |  |  | — |
Senior Unsecured Notes, due December 2024 (fixed interest rate of 5.25%) | — |  |  | 375.0 |
Other borrowings | 8.2 |  |  | 5.7 |
Total debt | 1,247.3 |  |  | 1,136.6 |
Less: |  |  |
Current portion | 43.6 |  |  | 76.5 |
Debt issuance costs, unamortized | 10.4 |  |  | 5.5 |
Long-term debt, net | $ | 1,193.3 |  |  | $ | 1,054.6 |
The Company entered into a Third Amended and Restated Credit Agreement (the "Credit Agreement"), dated as of January 27, 2017, among the Company, certain subsidiaries of the Company, Bank of America, N.A., as administrative agent, and the other agents and various lenders party thereto. The Credit Agreement provided for a five-year senior secured credit facility, which consisted of a €300.0 million (US$320.8 million based on January 27, 2017, exchange rates) term loan facility (the "Euro Term Loan"), an A$80.0 million (US$60.4 million based on January 27, 2017, exchange rates) term loan facility (the "Australian Term Loan"), and a US$400.0 million multi-currency revolving credit facility (the "Revolving Facility"). Effective July 26, 2018, the Company entered into the First Amendment (the "First Amendment") to the Credit Agreement. The First Amendment increased the aggregate revolving credit commitments under the Revolving Facility by $100.0 million such that, after giving effect to such increase, the aggregate amount of revolving credit available under the Revolving Facility was $500.0 million. In addition, the First Amendment also affected certain technical amendments to the Credit Agreement, including the addition of provisions relating to LIBOR successor rate procedures if LIBOR becomes unascertainable or is discontinued in the future and to expressly permit certain intercompany asset transfers. The changes related to LIBOR successor rate procedures are not expected to have a material effect on the Company. Effective May 23, 2019, the Company entered into a Second Amendment (the "Second Amendment") to the Credit Agreement. Pursuant to the Second Amendment, the Credit Agreement was amended to, among other things: •extend the maturity date to May 23, 2024; •further increase the aggregate revolving credit commitments under the Revolving Facility from $500.0 million to $600.0 million; •establish a new term loan facility denominated in U.S. Dollars in an aggregate principal amount of $100.0 million (the "USD Term Loan"); •replace the minimum fixed coverage ratio of 1.25:1.00 with a minimum Interest Coverage Ratio (as defined in the Credit Agreement) of 3.00:1.00; and •reflect a more favorable restricted payment covenant, with the Consolidated Leverage Ratio (as defined in the Credit Agreement) hurdle for unlimited restricted payments (including share repurchases and dividends) as calculated under the Credit Agreement increasing from 2.50:1.00 to 3.25:1.00. On May 1, 2020, the Company entered into a Third Amendment (the "Third Amendment") to the Credit Agreement pursuant to which the Credit Agreement was amended to, among other things: •increase the maximum Consolidated Leverage Ratio from 3.75:1.00 to 4.75:1.00, stepping back down to 3.75:1.00 for the first fiscal quarter ending after June 30, 2021; •amend the pricing based on the Company’s Consolidated Leverage Ratio, with a scaled increase in interest rates and fees, effective May 1, 2020; •reduce the Company’s capacity to incur certain other indebtedness, and impose additional limitations on certain restricted payments (other than dividends) and permitted acquisitions; and •require that the Company pay down any amounts on the Revolving Facility when cash and cash equivalents of the loan parties exceed $100.0 million. In connection with the PowerA Acquisition, effective November 10, 2020, the Company entered into a Fourth Amendment (the "Fourth Amendment") to the Credit Agreement pursuant to which the Credit Agreement was amended to, among other things: •provide flexibility under the permitted acquisition provisions to accommodate the acquisition of PowerA; •further amend the maximum Consolidated Leverage Ratio financial covenant for each of the six fiscal quarters beginning March 31, 2021 and ending June 30, 2022, as follows:
Quarter Ended |  | Maximum Consolidated Leverage Ratio
March 2021 |  | 5.25:1.00
June 2021 |  | 5.25:1.00
September 2021 |  | 4.75:1.00
December 2021 |  | 4.25:1.00
March 2022 |  | 4.25:1.00
June 2022 |  | 4.25:1.00
September 2022 and thereafter |  | 3.75:1.00
•exempt the borrowings made under the Credit Agreement, as amended, to fund the PowerA Acquisition from the Credit Agreement’s anti-cash hoarding clause. We incurred and capitalized approximately $3.2 million in bank, legal and other fees associated with the Third and Fourth Amendments. Effective March 31, 2021, the Company entered into a Fifth Amendment (the “Fifth Amendment”) to the Credit Agreement. Pursuant to the Fifth Amendment, the Credit Agreement was amended to, among other things: •further extend the maturity date from May 23, 2024 to March 31, 2026; •further modify the maximum Consolidated Leverage Ratio financial covenant such that for the fiscal quarter ending September 30, 2022 and thereafter, the maximum leverage ratio is set at 4.00:1.00; •reflect more favorable pricing at higher Consolidated Leverage Ratio levels along with lower fees on undrawn amounts, as follows:
Consolidated Leverage Ratio |  | Applicable Rate on Euro/AUD/CDN Dollar Loans |  | Applicable Rate on Base Rate Loans |  | Undrawn Fee
> 4.50 to 1.00 |  | 2.50% |  | 1.50% |  | 0.500%
≤ 4.50 to 1.00 and > 4.00 to 1.00 |  | 2.25% |  | 1.25% |  | 0.375%
≤ 4.00 to 1.00 and > 3.50 to 1.00 |  | 2.00% |  | 1.00% |  | 0.350%
≤ 3.50 to 1.00 and > 3.00 to 1.00 |  | 1.75% |  | 0.75% |  | 0.300%
≤ 3.00 to 1.00 and > 2.00 to 1.00 |  | 1.50% |  | 0.50% |  | 0.250%
≤ 2.00 to 1.00 |  | 1.25% |  | 0.25% |  | 0.200%
•eliminate the LIBOR rate floor for U.S. dollar loans. Under the Fifth Amendment, pricing will be locked at LIBOR plus 2.25 percent until the Company publishes its financial results for the fiscal quarter ending June 30, 2021, and is subject to the above leverage-based pricing grid thereafter. Senior Unsecured Notes On March 15, 2021, the Company completed a private offering of $575.0 million in aggregate principal amount of 4.25% Senior Notes due March 2029 (the "New Notes"), which were issued under an indenture, dated as of March 15, 2021 (the "New Indenture"), among the Company, as issuer, the guarantors named therein and Wells Fargo Bank, National Association, as trustee. The Company will pay interest on the New Notes semiannually on March 15 and September 15 of each year, beginning on September 15, 2021. The New Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each of the Company’s existing and future U.S. subsidiaries, other than certain excluded subsidiaries. The New Indenture contains covenants that limit the ability of the Company and its restricted subsidiaries’ ability to, among other things: (i) incur additional indebtedness or issue disqualified stock or, in the case of the Company’s restricted subsidiaries, preferred stock; (ii) create liens; (iii) pay dividends, make certain investments or make other restricted payments; (iv) sell certain assets or merge with or into other companies; (v) enter into transactions with affiliates; and (vi) in the case of a restricted subsidiary, pay dividends, loans, or assets to the Company or other restricted subsidiaries. These covenants are subject to a number of important limitations and exceptions. The New Indenture also provides for events of default, which, if any of them occurs, would permit or require the principal, premium, if any, and accrued but unpaid interest on all the then outstanding New Notes to be immediately due and payable. In addition, effective March 15, 2021, the Company irrevocably deposited with the trustee of its 5.25% Senior Notes due 2024 (the "Prior Notes") an amount necessary to pay the aggregate redemption price for the Prior Notes, and satisfied and discharged all its obligations related to the Prior Notes indenture. Proceeds from the offering of the New Notes were applied toward the payment of the aggregate redemption price for the Prior Notes, the repayment of approximately $178.0 million of the Company’s outstanding borrowings under its Revolving Facility and to pay fees and expenses related to the offering of the New Notes. The Prior Notes were redeemed on March 31, 2021 at an aggregate redemption price of $390.6 million, consisting of $375 million of the principal due and payable on the Prior Notes, a call premium of $9.8 million (included in "Other (income) expense, net"), and accrued and unpaid interest of $5.8 million (included in "Interest expense"). Also included in "Other (income) expense, net" is a $3.7 million charge for the write-off of debt issuance costs. Additionally, we incurred and capitalized approximately $8.2 million in bank, legal and other fees associated with the issuance of the New Notes. As of June 30, 2021, there were $256.3 million in borrowings outstanding under the Revolving Facility. The remaining amount available for borrowings was $330.9 million (allowing for $12.8 million of letters of credit outstanding on that date). As of June 30, 2021, our Consolidated Leverage Ratio was approximately 4.20 to 1.00 versus our maximum covenant of 5.25 to 1.00.

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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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