Debt | Debt Long-term debt consisted of the following: July 3, 2020 December 31, 2019 (In thousands) Term loan $ 821,126 $ 822,945 Euro senior notes 389,922 388,925 2024 and 2026 notes 990,278 989,236 TEU amortizing notes 42,883 54,044 Revolving credit facilities and other 3,251 56,676 Total debt 2,247,460 2,311,826 Less: current portion (26,530 ) (27,642 ) Long-term debt $ 2,220,930 $ 2,284,184 Term Loan and Revolving Credit Facility The Company’s credit agreement (the “Credit Facility”) by and among the Company, as the borrower, certain U.S. subsidiaries of the Company, as guarantors, each of the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Citizens Bank, N.A., as syndication agent, and the co-documentation agents named therein consists of a $975 million revolving credit facility (the “Revolver”) and a Term A-1 loan in an aggregate principal amount of $825 million (the “Term Loan”), each with a maturity date of December 6, 2024. The Revolver contains a $50 million swing line loan sub-facility. Certain U.S. subsidiaries of the Company guarantee the obligations under the Credit Facility. The Credit Facility contains customary covenants limiting the ability of Colfax and its subsidiaries to, among other things, incur debt or liens, merge or consolidate with others, dispose of assets, make investments or pay dividends. In addition, the Credit Facility contains financial covenants requiring Colfax to maintain (subject to certain exceptions) (i) a maximum total leverage ratio, calculated as the ratio of Consolidated Net Debt (as defined in the Credit Facility) to EBITDA (as defined in the Credit Facility) and (ii) a minimum interest coverage. On May 1, 2020, the Company entered into an amendment to its Credit Facility (the “Amendment”). The Amendment, among other changes, modified the total leverage ratio by permitting the Company to deduct (subject to certain exceptions) up to $125 million of unrestricted cash and cash equivalents from the debt component of the ratio and by increasing the maximum total leverage ratio to 5.75 :1.00 as of June 30, 2020, 6.50 :1.00 as of each fiscal quarter thereafter until March 31, 2021, 5.25 :1.00 for the quarter ending June 30, 2021, 4.50 :1.00 for the quarter ending September 30, 2021, 4.25 :1.00 for the quarter ending December 31, 2021 and March 31, 2022, 4.00 :1.00 for the quarter ending June 30, 2022 and September 30, 2022, and 3.50 :1.00 as of December 31, 2022 and for each fiscal quarter ending thereafter. The Amendment maintained the interest coverage ratio of 3.00 :1.00 for the quarter ending June 30, 2020, decreased it to 2.75 :1.00 for each of the fiscal quarters ending September 30, 2020 until June 30, 2021, and then increased it back to 3.00 :1.00 for the quarter ending September 30, 2021 and thereafter. The Amendment added a “springing” collateral provision (based upon the Gross Leverage Ratio as defined in the Amendment to the Credit Facility) which requires the obligations under the Amendment to the Credit Facility to be secured by substantially all personal property of Colfax and its U.S. subsidiaries and the equity of its first tier foreign subsidiaries, subject to customary exceptions, in the event Colfax’s gross leverage ratio under the Credit Facility is greater than 5.00 :1.00 as of the last day of any fiscal quarter. Lastly, the Amendment added a fifth pricing tier in the event the total leverage ratio is greater than 4.50 :1.00 (regardless of the corporate family rating), with pricing at 2.50% , in the case of the Eurocurrency margin, 1.50% , in the case of the base rate margin, and 0.50% when undrawn. The total commitment and maturity of the Credit Facility remained unchanged. The Credit Facility contains various events of default (including failure to comply with the covenants under the Credit Facility and related agreements) and upon an event of default the lenders may, subject to various customary cure rights, require the immediate payment of all amounts outstanding under the Term Loan Facilities and the Revolver. As of July 3, 2020 , the Company is in compliance with the covenants under the Credit Facility. As of July 3, 2020 , the weighted-average interest rate of borrowings under the Credit Facility was 1.68% , excluding accretion of original issue discount and deferred financing fees, and there was $975 million available on the Revolver. The Company has $11.7 million in deferred financing fees recorded in conjunction with the Credit Facility as of July 3, 2020 , which is being accreted to Interest expense, net primarily using the effective interest method over the life of the facility. Euro Senior Notes On April 19, 2017, the Company issued senior unsecured notes with an aggregate principal amount of €350 million (the “Euro Notes”). The Euro Notes are due in April 2025, have an interest rate of 3.25% and are guaranteed by certain of our domestic subsidiaries (the “Guarantees”). The proceeds from the Euro Notes offering were used to repay borrowings under our previous credit facilities totaling €283.5 million , as well as for general corporate purposes. In conjunction with the issuance of the Euro notes, the Company recorded $6.0 million of deferred financing fees. The Euro Notes and the Guarantees have not been, and will not be, registered under the Securities Act of 1933, as amended, or the securities laws of any other jurisdiction. TEU Amortizing Notes On January 11, 2019, the Company issued $460 million in tangible equity units. The Company offered 4 million of its 5.75% tangible equity units at the stated amount of $100 per unit and an option to purchase up to an additional 600,000 tangible equity units at the stated amount of $100 per unit, which was exercised in full at settlement. Total cash of $447.7 million was received upon closing, comprised of $377.8 million TEU prepaid stock purchase contracts and $69.9 million of TEU amortizing notes due January 2022. The proceeds were used to finance a portion of the purchase price for the DJO acquisition and for general corporate purposes. For more information, refer to Note 8, “Equity.” 2024 Notes and 2026 Notes On February 5, 2019, two tranches of senior notes with aggregate principal amounts of $600 million (the “2024 Notes”) and $400 million (the “2026 Notes”) were issued to finance a portion of the purchase price for the DJO acquisition. The 2024 Notes are due on February 15, 2024 and have an interest rate of 6.0% . The 2026 Notes are due on February 15, 2026 and have an interest rate of 6.375% . Each tranche of notes is guaranteed by certain domestic subsidiaries of the Company. Other Indebtedness In addition to the debt agreements discussed above, the Company is party to various bilateral credit facilities with a borrowing capacity of $185.1 million . As of July 3, 2020 , there were no outstanding borrowings under these facilities. The Company is party to letter of credit facilities with an aggregate capacity of $401.8 million . Total letters of credit of $108.0 million were outstanding as of July 3, 2020 . In total, the Company had deferred financing fees of $25.6 million included in its Condensed Consolidated Balance Sheet as of July 3, 2020 , which will be charged to Interest expense, net, primarily using the effective interest method, over the life of the applicable debt agreements. |