Debt | 6. DEBT As of December 31, 2018 and 2017, our outstanding debt consisted of (dollars in thousands): December 31, December 31, 2018 2017 Bank credit facility $ 1,024,375 $ 1,077,000 5 1 2 200,000 200,000 6 3 8 — 300,000 Total debt $ 1,224,375 $ 1,577,000 Less: current portion 20,500 20,500 Total long-term debt, gross (less current portion) $ 1,203,875 $ 1,556,500 Less: deferred financing costs, net 13,318 19,420 Total long-term debt, net (less current portion) $ 1,190,557 $ 1,537,080 Bank Credit Facility As of December 31, 2018, we maintained a $1.399 billion bank credit facility (the “credit facility”), comprising: • $375.0 million of revolving credit commitments, which expire on November 2, 2022; • $234.4 million of outstanding borrowings under Term Loan A-1, • $790.0 million of outstanding borrowings under Term Loan M, which mature on January 15, 2025. The credit facility is collateralized by our ownership interests in our operating subsidiaries and is guaranteed by us on a limited recourse basis to the extent of such ownership interests. As of December 31, 2018, the credit agreement governing the credit facility (the “credit agreement”) required our operating subsidiaries to maintain a total leverage ratio (as defined in the credit agreement) of no more than 5.0 to 1.0 and an interest coverage ratio (as defined in the credit agreement) of no less than 2.0 to 1.0. For all periods through December 31, 2018, our operating subsidiaries were in compliance with all covenants under the credit agreement. As of the same date, the credit agreement allowed for the full or partial repayment of any outstanding debt under the credit facility at par value any time prior to maturity. Revolving Credit Commitments On November 2, 2017, we terminated our existing revolving credit commitments and, on the same date, entered into a new credit agreement that, among other things, provided for $375.0 million of new revolving credit commitments (the “revolver”), which are scheduled to expire on November 2, 2022. Borrowings under the revolver bear interest at a floating rate or rates equal to, at our discretion, LIBOR plus a margin ranging from 1.75% to 2.75%, or the Prime Rate plus a margin ranging from 0.75% to 1.75%. Commitment fees on the unused portion of the revolver are payable at a rate ranging from 0.25% to 0.50%. The applicable margin and commitment fees charged are determined by certain financial ratios pursuant to the credit agreement. The revolver expires on the earliest of (i) November 2, 2022; (ii) 91 days prior to the final maturity of any term loan under the credit facility if $200.0 million or more remains under such term loan on that date; or (iii) six months prior to the scheduled maturity of any affiliated subordinated indebtedness that is then outstanding. As of December 31, 2018, we had $365.4 million of unused revolving credit commitments, all of which were available to be borrowed and used for general corporate purposes, after giving effect to no outstanding loans and $9.6 million of letters of credit issued to various parties as collateral. Term Loan A-1 On November 2, 2017, we entered into a new credit agreement that provided for a new term loan in the original principal amount of $250.0 million (“Term Loan A-1”). A-1 Borrowings under Term Loan A-1 Term Loan M On November 2, 2017, we entered into a new credit agreement that provided for a new term loan in the original principal amount of $800.0 million (“Term Loan M”). Term Loan M matures on January 15, 2025 and, since December 31, 2017, has been subject to quarterly principal payments of $2.0 million, representing 0.25% of the original principal amount, with a final payment at maturity of $742.0 million, representing 92.75% of the original principal amount. Borrowings under Term Loan M bear interest at a floating rate or rates equal to, at our discretion, LIBOR plus a margin of 2.00%, subject to a minimum LIBOR of 0.75%, or the Prime Rate plus a margin of 1.00%, subject to a minimum Prime Rate of 1.75%. Interest Rate Swaps We periodically enter into interest rate exchange agreements (which we refer to as “interest rate swaps”) with various banks to fix the variable rate on a portion of our borrowings under the credit facility to reduce the potential volatility in our interest expense that may result from changes in market interest rates. Our interest rate swaps have not been designated as hedges for accounting purposes and have been accounted for on a mark-to-market Senior Notes As of December 31, 2018, we had $200.0 million of outstanding senior notes, all of which comprised our 5 1 2 1 2 Our senior notes are unsecured obligations and, as of December 31, 2018, the indenture governing our senior notes (the “indenture”) limits the incurrence of additional indebtedness based upon a maximum debt to operating cash flow ratio (as defined in the indenture) of 8.5 to 1.0. For all periods through December 31, 2018, we were in compliance with all of the covenants under the indenture. 5 1 2 On March 17, 2014, we issued the 5 1 2 1 2 As a percentage of par value, the 5 1 2 6 3 8 On March 2, 2018, we called for the redemption of the $300.0 million principal amount outstanding of the 6 3 8 3 8 3 8 Debt Ratings MCC’s corporate credit ratings currently are Ba1 by Moody’s, with a stable outlook, and BB by Standard and Poor’s (“S&P”), with a positive outlook, and our senior unsecured ratings currently are Ba2 by Moody’s, with a stable outlook, and B+ by S&P, with a positive outlook. There are no covenants, events of default, borrowing conditions or other terms in the credit agreement or indenture that are based on changes in our credit rating assigned by any rating agency. Fair Value and Debt Maturities The fair values of our senior notes and outstanding debt under the credit facility (which were calculated based upon market prices of such issuances in an active market when available) were as follows as of December 31, 2018 and 2017 (dollars in thousands): December 31, 2018 2017 5 1 2 $ 200,500 $ 203,750 6 3 8 — 312,000 Total senior notes $ 200,500 $ 515,750 Bank credit facility $ 992,775 $ 1,078,995 The scheduled maturities of our outstanding debt as of December 31, 2018 was as follows (dollars in thousands): Bank Credit Facility Senior Revolving Credit Term Loans Notes Total January 1, 2019 to December 31, 2019 $ — $ 20,500 $ — $ 20,500 January 1, 2020 to December 31, 2020 — 20,500 — 20,500 January 1, 2021 to December 31, 2021 — 20,500 200,000 220,500 January 1, 2022 to December 31, 2022 — 204,875 — 204,875 January 1, 2023 to December 31, 2023 — 8,000 — 8,000 Thereafter — 750,000 — 750,000 Total $ — $ 1,024,375 $ 200,000 $ 1,224,375 |