Long-Term Debt | Note 7: Long-Term Debt The Company's long-term debt consists of the following (annualized rates, dollars in millions): July 1, 2016 December 31, 2015 Senior Revolving Credit Facility due 2020 $ — $ — Term Loan "B" Facility due 2023, interest payable monthly at 5.25% 2,200.0 — 1.00% Notes due December 1, 2020 (1) 690.0 690.0 2.625% Notes, Series B (2) 356.9 356.9 Note payable to SMBC due 2016 through 2018, interest payable quarterly at 2.40% and 2.36%, respectively (3) 169.9 198.2 U.S. real estate mortgages payable monthly through 2019 at an average rate of 3.12% and 3.35%, respectively (4) 41.1 50.0 Philippine term loans due 2016 through 2020, interest payable quarterly at 2.63% and 2.32%, respectively (7) 50.0 50.0 Loan with Singapore bank, interest payable weekly at 1.69% and 1.67%, respectively (6)(10) 25.0 30.0 Loan with Hong Kong bank, interest payable weekly at 1.70% and 1.67%, respectively (6)(10) 25.0 25.0 Malaysia revolving line of credit, interest payable quarterly at 2.08% and 2.05%, respectively (7) (10) 25.0 25.0 Vietnam revolving line of credit, interest payable quarterly at an average rate of 2.12% and 1.89%, respectively (7) (10) 13.1 20.8 Loan with Philippine bank due 2016 through 2019, interest payable quarterly at 2.96% and 2.70%, respectively (5) 16.5 18.8 Canada revolving line of credit, interest payable quarterly at 2.27% and 2.01%, respectively (7) (10) 15.0 15.0 Loan with Japanese bank due 2016 through 2020, interest payable quarterly at 1.1% (7) 4.4 4.2 Canada equipment financing payable monthly through 2017 at 3.81% (5) 1.4 2.4 U.S. equipment financing payable monthly through 2016 at 2.40% (5) 0.4 1.3 Capital lease obligations 18.5 28.2 Gross long-term debt, including current maturities 3,652.2 1,515.8 Less: Debt discount (8) (126.6 ) (107.5 ) Less: Debt issuance costs (9) (53.8 ) (14.4 ) Net long-term debt, including current maturities 3,471.8 1,393.9 Less: Current maturities (536.7 ) (543.4 ) Net long-term debt $ 2,935.1 $ 850.5 _______________________ (1) Interest is payable on June 1 and December 1 of each year at 1.00% annually. (2) Interest is payable on June 15 and December 15 of each year at 2.625% annually. The 2.625% Notes, Series B may be put back to the Company at the option of the holders of the notes on December 15 of 2016 and 2021 or called at the option of the Company on or after December 20, 2016. The notes can be converted at any time on or after June 15, 2016. (3) This loan represents SCI LLC's non-collateralized loan with SMBC, which is guaranteed by the Company. (4) Debt arrangement collateralized by real estate, including certain of the Company's facilities in California, Oregon and Idaho. (5) Debt collateralized by equipment. (6) Debt arrangement collateralized by accounts receivable. (7) Non-collateralized debt arrangement . (8) Debt discount of $90.9 million and $100.2 million for the 1.00% Notes as of July 1, 2016 and December 31, 2015 , respectively, $3.6 million and $7.3 million for the 2.625% Notes, Series B as of July 1, 2016 and December 31, 2015 , respectively, and $32.1 million and zero for the Term Loan "B" Facility as of July 1, 2016 and December 31, 2015 , respectively. (9) Debt issuance costs of $12.7 million and $13.9 million for the 1.00% Notes as of July 1, 2016 and December 31, 2015 , respectively, $0.3 million and $0.5 million for the 2.625% Notes, Series B as of July 1, 2016 and December 31, 2015 , respectively, and $40.8 million and zero for the Term Loan "B" Facility as of July 1, 2016 and December 31, 2015 , respectively. (10) The Company has historically renewed these arrangements annually. Expected maturities relating to the Company’s long-term debt as of July 1, 2016 are as follows (in millions): Period Expected Maturities Remainder of 2016 $ 492.7 2017 91.3 2018 170.2 2019 69.7 2020 721.8 Thereafter 2,106.5 Total $ 3,652.2 For purposes of the table above, the 2.625% Notes, Series B are assumed to mature at the earliest conversion date. For additional information with respect to the Company's long-term debt, see Note 8: "Long-Term Debt" of the notes to the Company's audited consolidated financial statements included in Part IV, Item 15 of the 2015 Form 10-K. Fairchild Transaction Financing On April 15, 2016, the Company secured capital for the purchase consideration of Fairchild and other general corporate purposes by entering into a $600 million senior revolving credit facility (the “Revolving Credit Facility”) and a $2.2 billion term loan “B” facility (the “Term Loan “B” Facility”), the terms of which are set forth in a Credit Agreement (the “New Credit Agreement”), dated as of April 15, 2016. Availability of the Revolving Credit Facility is contingent on the closing of the Fairchild Transaction. Upon such closing, the Company's current senior revolving credit facility described below will terminate and be replaced by the Revolving Credit Facility. The Revolving Credit Facility will mature on the fifth year anniversary of the closing of the Fairchild Transaction. The Term Loan “B” Facility matures on March 31, 2023. As of July 1, 2016, the Company has borrowed an aggregate of $2.2 billion under the Term Loan “B” Facility. The proceeds, along with $67.7 million funded by the Company, were deposited into escrow accounts, and included within restricted cash on the Company's Consolidated Balance Sheet as of July 1, 2016, and upon release will be available to pay, directly or indirectly, the purchase price of the acquisition of Fairchild, to refinance, repay or terminate, including discharging and releasing all security and guaranties in respect of, certain of the Company’s and Fairchild’s and its subsidiaries’ existing third party debt (including, but not limited to, the Company's Amended and Restated Credit Agreement, dated as of October 10, 2013, which is the Company's currently available senior revolving credit facility), pay transaction fees and expenses, and pay interest on the proceeds in the event of an event of default under the New Credit Agreement during the escrow period. The Term Loan “B” Facility had a 1.5% original issuance discount (“OID”) of the principal amount of the Term Loan “B” Facility, or $33.0 million , which was withheld from the proceeds. The OID is amortized using the effective interest rate method over the term of the Term Loan “B” Facility. The $67.7 million funded by the Company is treated as an investing cash outflow. The proceeds from the Term Loan “B” Facility are reflected as noncash activities. See Note 14: “Supplemental Disclosures” for additional information. All borrowings under the New Credit Agreement may, at the Company’s option, be incurred as either eurocurrency loans (“Eurocurrency Loans”) or alternate base rate loans (“ABR Loans”). Eurocurrency Loans will accrue interest, subject to interest rate floors set forth in the New Credit Agreement, for any interest period, at (a) a base rate per annum equal to the Adjusted LIBO Rate (as defined in the New Credit Agreement) plus (b) an applicable margin equal to (i) 4.00% with respect to borrowings under the Revolving Credit Facility or (ii) 4.50% with respect to borrowings under the Term Loan “B” Facility. ABR Loans will accrue interest, for any interest period, at (a) a base rate per annum equal to the highest of (i) the Federal funds rate plus 1/2 of 1%, (ii) the prime commercial lending rate announced by Deutsche Bank AG, New York Branch, from time to time as its prime lending rate and (iii) the Adjusted LIBO Rate for a one month interest period (determined after giving effect to any applicable “floor”) plus 1.00% ; provided that, the Adjusted LIBO Rate for any day shall be based on the LIBO Rate (as defined in the New Credit Agreement), subject to the interest rate floors set forth in the New Credit Agreement plus (b) an applicable margin equal to (i) 3.00% with respect to borrowings under the Revolving Credit Facility or (ii) 3.50% with respect to borrowings under the Term Loan “B” Facility. The applicable margin for borrowings under the Revolving Credit Facility will vary based on a defined leverage ratio, which is defined in the Revolving Credit Facility. Borrowings under the Term Loan “B” Facility were incurred as a Eurocurrency Loans and bear interest at the rate of 5.25% as of July 1, 2016. The Company incurred debt issuance costs consisting of legal, underwriting and other fees of $41.9 million for the Term Loan “B” Facility. The underwriter fees are earned and payable as of the acquisition closing date. The Company recognized the Term Loan “B” Facility underwriter fees as a direct deduction from the carrying amount of the debt upon receiving the proceeds from the Term Loan “B” Facility, together with a payable for the amount of underwriter fees expected to be paid as of the acquisition closing date. The Company recorded the Term Loan “B” Facility debt issuance costs as a direct deduction from the carrying amount of the debt and is amortizing them using the effective interest rate method over the term of the loan. The Company incurred debt issuance costs consisting of legal, underwriting and other fees of $7.3 million for the Revolving Credit Facility. The Company recognized the Revolving Credit Facility underwriter fees and debt issuance costs as deferred costs, which are included in other assets on the Company's Balance Sheet. The Company will amortize these deferred costs on a straight line basis over the term of the Revolving Credit Facility upon the acquisition closing date, which is the date the revolver is available to the Company. |