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Debt | 12 Months Ended
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Dec. 31, 2020
Debt Disclosure [Abstract] |
Debt | 8 Debt Long-term debt at the balance sheet dates consisted of:
|  |  | December 31, 2020 |  | December 31, 2019
(In millions) | Interest Rate at December 31, 2020 |  | Principal |  | Unamortized Debt Costs |  | Total |  | Principal |  | Unamortized Debt Costs |  | Total
Term loan maturing 2026, variable interest rate | 3.3% |  | $ | 129.3 |  |  | $ | (1.9) |  |  | $ | 127.4 |  |  | $ | 300.0 |  |  | $ | (5.1) |  |  | $ | 294.9 |
2013 Notes, maturing 2023, fixed interest rate | —% |  | — |  |  | — |  |  | — |  |  | 275.0 |  |  | (1.5) |  |  | 273.5 |
2014 Notes, maturing 2025, fixed interest rate | 5.4% |  | 300.0 |  |  | (1.2) |  |  | 298.8 |  |  | 300.0 |  |  | (1.5) |  |  | 298.5 |
2020 Notes, maturing 2028, fixed interest rate | 4.8% |  | 275.0 |  |  | (3.9) |  |  | 271.1 |  |  | — |  |  | — |  |  | — |
Credit Agreements, variable interest rates | 3.5% |  | — |  |  | — |  |  | — |  |  | 13.5 |  |  | — |  |  | 13.5 |
Finance leases |  |  | 20.8 |  |  | — |  |  | 20.8 |  |  | 22.0 |  |  | — |  |  | 22.0 |
Total debt |  |  | 725.0 |  |  | (6.9) |  |  | 718.1 |  |  | 910.5 |  |  | (8.1) |  |  | 902.4 |
Less: current portion |  |  | (1.7) |  |  | — |  |  | (1.7) |  |  | (17.9) |  |  | — |  |  | (17.9) |
Net long-term portion |  |  | $ | 723.3 |  |  | $ | (6.9) |  |  | $ | 716.4 |  |  | $ | 892.6 |  |  | $ | (8.1) |  |  | $ | 884.5 |
Deferred debt costs are amortized over the life of the related debt using a straight line basis which approximates the effective interest method. These costs are a direct deduction from the carrying amount related to the debt liability. If the debt is retired early, the related unamortized deferred financing costs are written off in the period the debt is retired to debt retirement costs. During 2020, in connection with the issuance of the 2020 Notes, we redeemed the 2013 Notes in full. This redemption resulted in a loss on early debt extinguishment of $3.2 million consisting of $1.2 million related to the write off of unamortized debt costs along with the premium on debt redemption of $2.1 million. We amortized deferred debt costs of $2.1 million, $2.0 million and $1.4 million for the years ended December 31, 2020, 2019 and 2018. Included in these amortized amounts are deferred debt costs associated with our current line of credit, which are recorded within "Other current assets" and "Other assets, net" on our Consolidated Balance Sheet. The fair value of our debt is included in the following table:
(In millions) | December 31, 2020 | December 31, 2019
Term loan maturing 2026, variable interest rate | $ | 129.6 |  | $ | 300.0 |
2013 Notes, maturing 2023, fixed interest rate | $ | — |  | $ | 275.4 |
2014 Notes, maturing 2025, fixed interest rate | $ | 325.1 |  | $ | 298.7 |
2020 Notes, maturing 2028, fixed interest rate | $ | 285.3 |  | $ | — |
TERM LOAN AND ABL CREDIT AGREEMENTS On July 26, 2019, we entered into credit agreements with several lenders and JPMorgan Chase Bank, N.A. (JPMorgan), as administrative agent, which included (a) a $300 million Term Loan Credit Agreement and (b) a $250 million asset based lending (ABL) Credit Agreement (the Term Loan Credit Agreement and ABL Credit Agreement are collectively referred to as the Credit Agreements). At closing, the Term Loan Credit Agreement was fully advanced and $58.0 million was drawn under the ABL Credit Agreement, proceeds of which were used to refinance and terminate our: (a) $200 million credit agreement dated October 31, 2016, as amended, with Wells Fargo Bank, National Association (Wells Fargo), as administrative agent, and the lenders party thereto, of which $135.0 million was outstanding and (b) the $200 million credit agreement dated October 31, 2016, as amended, with Northwest Farm Credit Services, PCA, (Farm Credit) as administrative agent, and the lenders party thereto, of which $200.0 million was outstanding (the Prior Credit Agreements); pay fees and expenses in connection with the Credit Agreements; and for working capital purposes. In conjunction with the termination of the Prior Credit Agreements, of which the $200 million credit agreement with Wells Fargo was treated as a debt modification, debt extinguishment costs consisted of $1.7 million in breakage fees and $1.0 million in unamortized debt issuance costs, which were written-off as debt retirement costs during 2019. Unamortized debt issuance costs of $1.6 million, related to the debt modification, are being amortized over the remaining term of the ABL Credit Agreement. We incurred additional debt issuance costs of $7.3 million, which are allocated and amortized over the respective terms of the Credit Agreements. The Credit Agreements contain certain customary representations, warranties, and affirmative and negative covenants of us and our subsidiaries that restrict us and our subsidiaries’ ability to take certain actions, including, incurrence of indebtedness, creation of liens, mergers or consolidations, dispositions of assets, repurchase or redemption of capital stock and certain types of indebtedness, making certain investments, entering into certain transactions with affiliates or changing the nature of our business. At December 31, 2020, we were in compliance with the Credit Agreements. Term Loan Credit Agreement The Term Loan Credit Agreement matures on July 26, 2026. We are required to repay the aggregate outstanding principal amount in quarterly installments in an aggregate amount for each such date equal to the aggregate principal amount of the initial loan amount (as such amount may be adjusted pursuant to the prepayment provisions of the Term Loan Credit Agreement) multiplied by 0.25%. Through the fourth quarter of 2020, we have made voluntary prepayments of principal of the Term Loan Credit Agreement of $170.0 million. In connection with these prepayments we were able to apply those amounts against our quarterly required principal installments through the maturity date of the Term Loan Credit Agreement in 2026, and therefore, no further regularly scheduled principal payments will be required prior to maturity. In connection with the voluntary repayments, we recorded $2.6 million in early debt extinguishment related to the write off of associated deferred debt fees. In addition, we must make mandatory prepayments of principal under the Term Loan Credit Agreement upon the occurrence of certain specified events, including certain asset sales (subject to customary reinvestment rights), debt issuances not permitted under the Term Loan Credit Agreement, and based on a percentage, which may vary from 0% to 50% depending on our secured leverage ratio, of annual Excess Cash Flows in excess of certain threshold amounts, less any voluntary prepayments under the Term Loan Credit Agreement. Any remaining outstanding principal balance under the Term Loan Credit Agreement is repayable on the maturity date. Amounts repaid or prepaid by us with respect to the loans under the Term Loan Credit Agreement cannot be reborrowed. We may, at our option, prepay any borrowings under the Term Loan Credit Agreement, in whole or in part, at any time and from time to time without premium or penalty (except in certain circumstances). Based upon the prepayments that occurred in 2020, we do not expect any mandatory prepayments in 2021. We may add one or more incremental term loan facilities to the Term Loan Credit Agreement, subject to obtaining commitments from any participating lenders and certain other conditions, in an amount not to exceed (1) $100 million, plus (2) the amount of all voluntary prepayments of the Term Loan Credit Agreement (other than prepayments funded with long-term indebtedness), plus (3) an additional amount, so long as after giving effect to the incurrence of such additional amount, our pro forma first lien secured leverage ratio would not exceed 2.00x to 1.00x. At December 31, 2020 our first lien secured ratio was 0.39x. Under the Term Loan Credit Agreement, loans generally may bear interest based on LIBOR or an annual base rate, as applicable, plus, in each case, an applicable margin. When our leverage ratio is (i) less than or equal to 4.25 to 1.00, the margin is 3.00% per annum in the case of LIBOR loans and 2.00% per annum in the case of annual base rate loans and (ii) greater than 4.25 to 1.00, the margin is 3.25% per annum in the case of LIBOR loans and 2.25% per annum in the case of annual base rate loans. At December 31, 2020, our leverage ratio was 2.38x and therefore our applicable margin on LIBOR loans was 3.00%. ABL Credit Agreement The ABL Credit Agreement matures on July 26, 2024 and includes a $250.0 million revolving loan commitment, subject to borrowing base limitations based on a percentage of applicable eligible receivables and eligible inventory. Based upon our Consolidated Balance Sheet as of December 31, 2020, our eligible receivables and inventory supported up to $227.1 million availability under the line of which no borrowings were outstanding and $3.6 million was utilized to issue letters of credit. We may, at our option, prepay any borrowings under the ABL Credit Agreement, in whole or in part, at any time and from time to time without premium or penalty (except in certain circumstances). Borrowings under the ABL Credit Agreement are also subject to mandatory prepayment in certain circumstances, including in the event that borrowings exceed applicable borrowing base limits. We may also increase commitments under the ABL Credit Agreement in an aggregate principal amount of up to $100 million, subject to obtaining commitments from any participating lenders and certain other conditions. Under the ABL Credit Agreement, loans may bear interest based on LIBOR or an annual base rate, as applicable, plus, in each case, an applicable margin that is based on availability, as calculated under the ABL Credit Agreement that may vary from 1.25% per annum to 1.75% per annum in the case of LIBOR loans and 0.25% per annum to 0.75% per annum in the case of annual base rate loans. In addition, a commitment fee based on unused availability is also payable which may vary from 0.25% per annum to 0.375% per annum. The ABL Credit Agreement also contains a financial covenant, which requires us to maintain a consolidated fixed charge coverage ratio of not less than 1.10x to 1.00x, provided that the financial covenant under the ABL Credit Agreement is only applicable when unused availability falls below $25 million. As of December 31, 2020, our fixed charge coverage ratio was approximately 5.1x which included the impact of our voluntary debt prepayments. Our ability to utilize our ABL Credit Agreement could be limited in the future by our bond indentures which have limitations on liens. 2014 NOTES In 2014, we issued $300 million aggregate principal amount of senior notes (2014 Notes), due February 1, 2025, with an interest rate of 5.375%. The 2014 Notes are guaranteed by all of our direct and indirect domestic subsidiaries, as well as any future direct and indirect domestic subsidiaries that do not constitute an immaterial subsidiary under the indenture governing the 2014 Notes. The 2014 Notes are equal in right of payment with all other existing and future unsecured senior indebtedness and are senior in right of payment to any future subordinated indebtedness. The 2014 Notes are effectively subordinated to all of our existing and future secured indebtedness, including borrowings under our Term Loan and ABL Credit Agreements. The terms of the 2014 Notes limit our ability and the ability of any restricted subsidiaries to incur certain liens, engage in sale and leaseback transactions and consolidate, merge with, or convey, transfer or lease substantially all of our or their assets to another person. We may, on any one or more occasions, redeem all or a part of the 2014 Notes, upon not less than 30 days nor more than 60 days' notice, at a redemption price equal to 100% of the principal amount of the 2014 Notes redeemed, plus the applicable premium as of, and accrued and unpaid interest, to the date of redemption. In addition, we may be required to make an offer to purchase the 2014 Notes upon the sale of certain assets and upon a change of control. 2020 NOTES In 2020, we issued $275 million aggregate principal amount of senior notes (2020 Notes) due August 2028 with an interest rate of 4.75%. The 2020 Notes are unsecured and effectively subordinated to all of the Company’s existing and future secured debt, including borrowings under its existing credit facilities. The 2020 Notes are guaranteed on an unsecured basis by each of the Company’s existing direct and indirect domestic subsidiaries, and will be guaranteed by each of the Company’s future direct and indirect domestic subsidiaries, subject to certain exceptions. If the Company is unable to make payments on the 2020 Notes when they are due, each Guarantor is obligated to make such payments. The Indenture contains covenants that, among other things, limit our ability and the ability of any of our subsidiaries to (i) enter into sale leaseback transactions, (ii) incur liens and (iii) consolidate, merge or sell all or substantially all of our assets. In addition, the Indenture requires, among other things, we provide certain reports to holders of the 2020 Notes. These covenants are subject to a number of exceptions, limitations and qualifications as set forth in the Indenture. We may redeem all or a portion of the 2020 Notes at specified redemption prices plus accrued and unpaid interest. In addition, we may be required to make an offer to purchase the 2020 Notes upon the sale of certain assets and upon a change in control. Scheduled principal payments for debt and minimum finance lease obligations at the balance sheet date are as follows:
| December 31, 2020
(In millions) | Debt
2021 | $ | 1.7 |
2022 | 1.6 |
2023 | 1.5 |
2024 | 1.5 |
2025 | 301.7 |
Thereafter | 417.0 |
Total | $ | 725.0 |

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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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