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Long-Term Debt and Short-Term Borrowings
 9 Months Ended
Sep. 30, 2022
Debt Disclosure [Abstract]  
Long-Term Debt and Short-Term Borrowings

3. 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 September 30, 2022 and December 31, 2021:

 

(in millions)

 

September 30,
2022

 

 

December 31,
2021

 

Euro Senior Secured Term Loan A, due March 2026 (floating interest rate of 2.69% at September 30, 2022 and 2.00% at December 31, 2021)

$

 

212.2

 

$

 

254.8

 

USD Senior Secured Term Loan A, due March 2026 (floating interest rate of 5.12% at September 30, 2022 and 2.22% at December 31, 2021)

 

 

85.6

 

 

 

89.0

 

Australian Dollar Senior Secured Term Loan A, due March 2026 (floating interest rate of 5.07% at September 30, 2022 and 2.11% at December 31, 2021)

 

 

33.9

 

 

 

39.4

 

U.S. Dollar Senior Secured Revolving Credit Facility, due March 2026 (floating interest rate of 4.92% at September 30, 2022 and 2.10% at December 31, 2021)

 

 

149.9

 

 

 

13.7

 

Australian Dollar Senior Secured Revolving Credit Facility, due March 2026 (floating interest rate of 4.90% at September 30, 2022 and 2.06% at December 31, 2021)

 

 

24.0

 

 

 

25.4

 

Senior Unsecured Notes, due March 2029 (fixed interest rate of 4.25%)

 

 

575.0

 

 

 

575.0

 

Other borrowings

 

 

1.4

 

 

 

9.4

 

Total debt

 

 

1,082.0

 

 

 

1,006.7

 

Less:

 

 

 

 

 

 

Current portion

 

 

28.6

 

 

 

43.0

 

Debt issuance costs, unamortized

 

 

8.4

 

 

 

9.6

 

Long-term debt, net

$

 

1,045.0

 

$

 

954.1

 

 

Credit Agreement

The Company is party to 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, as amended, provides for a five-year senior secured credit facility, which consists of a €300.0 million (US$320.8 million based on January 27, 2017, exchange rates) term loan facility, an A$80.0 million (US$60.4 million based on January 27, 2017, exchange rates) term loan facility, a US$100.0 million term loan facility, and a US$600.0 million multi-currency revolving credit facility (the "Revolving Facility").

From July 2018 to March 2021, the Company entered into five amendments (the "Amendments") to the Credit Agreement. The following are the key changes, among other things, to the Credit Agreement as a result of the Amendments:

•
added 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 the LIBOR successor rate procedures are not expected to have a material effect on the Company;
•
replaced 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;
•
required that the Company pay down any amounts on the Revolving Facility when cash and cash equivalents of the loan parties exceed $100.0 million; and
•
amended the maximum Consolidated Leverage Ratio (as defined in the Credit Agreement) financial covenant for the fiscal quarters beginning March 31, 2021, 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

 

4.00:1.00

 

The current maturity of the Credit Agreement is March 31, 2026 and the current pricing is 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 %

 

As of September 30, 2022, there was $173.9 million in borrowings outstanding under the Revolving Facility. The remaining amount available for borrowings was $417.1 million (allowing for $9.0 million of letters of credit outstanding on that date).

As of September 30, 2022, our Consolidated Leverage Ratio was approximately 3.91 to 1.00 versus our maximum covenant of 4.00 to 1.00.

Amendment to Credit Agreement

Effective November 7, 2022, we entered into an amendment to our bank credit agreement, which increases our maximum Consolidated Leverage Ratio financial covenant, beginning with the fourth quarter of 2022 through December 2023 and the first and second quarters of each year thereafter, and favorably amends several other items.

Senior Unsecured Notes

On March 15, 2021, the Company completed a private offering of $575.0 million in aggregate principal amount of 4.25 percent Senior Unsecured Notes (the "Notes") due March 2029. Interest on the Notes is payable semiannually on March 15 and September 15 of each year. The 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.

Guarantees and Security

Generally, obligations under the Credit Agreement are guaranteed by certain of the Company’s existing and future subsidiaries, and are secured by substantially all of the Company’s and certain guarantor subsidiaries’ assets, subject to certain exclusions and limitations.