Debt Financing | 9 Months Ended |
Sep. 30, 2013 |
Debt Financing | ' |
Debt Financing | ' |
Note 3. Debt Financing |
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The Company’s consolidated debt as of September 30, 2013 and December 31, 2012 are summarized below (in thousands): |
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| | September 30, | | December 31, | |
2013 | 2012 |
Unsecured | | | | | |
Senior notes | | $ | 2,170,620 | | $ | 1,775,000 | |
Revolving credit facilities | | 1,239,000 | | 420,000 | |
Term financings | | 265,155 | | 248,916 | |
Convertible senior notes | | 200,000 | | 200,000 | |
| | 3,874,775 | | 2,643,916 | |
Secured | | | | | |
Warehouse facilities | | 839,000 | | 1,061,838 | |
Term financings | | 691,329 | | 688,601 | |
Export credit financing | | 73,203 | | — | |
| | 1,603,532 | | 1,750,439 | |
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Total secured and unsecured debt financing | | 5,478,307 | | 4,394,355 | |
Less: Debt discount | | (12,029 | ) | (9,623 | ) |
Total debt | | $ | 5,466,278 | | $ | 4,384,732 | |
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At September 30, 2013, we were in compliance in all material respects with the covenants in our debt agreements, including our financial covenants concerning debt-to-equity, tangible net equity, unencumbered assets and interest coverage ratios. |
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The Company’s secured obligations as of September 30, 2013 and December 31, 2012 are summarized below (in thousands, except number of aircraft which are reflected in units): |
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| | September 30, | | December 31, | |
2013 | 2012 |
Nonrecourse | | $ | 859,494 | | $ | 1,085,941 | |
Recourse | | 744,038 | | 664,498 | |
Total | | $ | 1,603,532 | | $ | 1,750,439 | |
Number of aircraft pledged as collateral | | 52 | | 55 | |
Net book value of aircraft pledged as collateral | | $ | 2,479,319 | | $ | 2,728,636 | |
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Senior Unsecured Notes |
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On October 1, 2013, the Company issued $185.0 million in aggregate amount of senior unsecured notes in a private placement to institutional investors. The notes are comprised of $53.0 million of 3.64% senior unsecured notes due 2016 and $132.0 million of 4.49% senior unsecured notes due 2019. |
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On August 26, 2013, the Company received an investment grade corporate credit rating of BBB- from Standard and Poor’s Ratings Services (“S&P”) with a stable outlook. The BBB- rating was also assigned to the Company’s $2.0 billion senior unsecured notes due 2016, 2017, and 2020. Effective August 26, 2013, the additional interest of 0.50% per annum assessed on the senior unsecured notes due 2017 was eliminated due to the rating of the notes by S&P. |
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On June 26, 2013, the Company concluded its offer to exchange up to $151.6 million aggregate principal amount of new notes for any and all of its outstanding 7.375% senior unsecured notes due January 30, 2019, pursuant to a Senior Notes Indenture, dated as of March 16, 2012, as supplemented by a Supplemental Indenture, dated as of June 26, 2013. The Company issued $132.0 million aggregate principal amount of its 5.625% senior notes due 2017 in exchange for $125.4 million aggregate principal amount of the old notes. |
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On February 5, 2013, the Company issued $400.0 million in aggregate principal amount of senior unsecured notes due 2020 pursuant to the Company’s effective shelf registration statement previously filed with the SEC. The notes are senior unsecured obligations of the Company and bear interest at a rate of 4.75% per annum. |
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Unsecured Revolving Credit Facilities |
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On November 4, 2013, the Company increased the maximum amount for which it can borrow under its Syndicated Unsecured Revolving Credit Facility by $300.0 million to $2.0 billion. The Company previously amended its Syndicated Unsecured Revolving Credit Facility on May 7, 2013. Pursuant to the amendment, we increased the maximum amount for which we can borrow under this facility by $607.0 million to $1.7 billion, extended the availability period from 3 years to 4 years to May 2017, and reduced the pricing from LIBOR plus a margin of 1.75% with no LIBOR floor and an undrawn fee of 0.375% to LIBOR plus 1.45% with no LIBOR floor and a 0.30% facility fee. |
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Effective August 26, 2013, the pricing of our Syndicated Unsecured Revolving Credit Facility has been further reduced to LIBOR plus 1.25% with no LIBOR floor and a 0.25% facility fee as a result of the investment grade corporate credit rating of BBB- obtained from S&P. |
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The total amount outstanding under our unsecured revolving credit facilities was $1.2 billion and $420.0 million as of September 30, 2013 and December 31, 2012, respectively. |
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Secured Warehouse Facilities |
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On June 21, 2013, a wholly-owned subsidiary of the Company entered into an amendment and restatement of the “2010 Warehouse Facility”. The 2010 Warehouse Facility, as amended, provides the Company with financing of up to $1.0 billion, modified from the original facility size of $1.5 billion. The Company is able to draw on the 2010 Warehouse Facility, as amended, during an availability period that was extended from June 2013 to June 2015 with a subsequent four year term out option. The interest rate on the 2010 Warehouse Facility, as amended, was reduced from LIBOR plus 2.50% to LIBOR plus 2.25% on drawn balances and from 0.75% to 0.50% per annum on undrawn balances. |
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As of September 30, 2013, the Company had borrowed $839.0 million under our Warehouse Facilities and pledged 32 aircraft as collateral with a net book value of $1.2 billion. As of December 31, 2012, the Company had borrowed $1.1 billion under the Warehouse Facilities and pledged 38 aircraft as collateral with a net book value of $1.6 billion. The Company had pledged cash collateral and lessee deposits of $75.8 million and $104.3 million at September 30, 2013 and December 31, 2012, respectively. |
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Secured Term Financings |
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In September 2013, the Company amended a portfolio of six secured term loans aggregating $168.3 million with one of its lenders. Pursuant to the amendments, we reduced the composite interest rate of the loans by 40 basis-points, extended certain loan maturities and improved the principal amortization profiles of the loans. |
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Maturities |
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Maturities of debt outstanding as of September 30, 2013 are as follows (in thousands): |
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Years ending December 31, | | | | | | |
2013 | | $ | 46,270 | | | | |
2014 | | 217,220 | | | | |
2015 | | 267,209 | | | | |
2016 | | 894,114 | | | | |
2017 | | 2,645,140 | | | | |
Thereafter | | 1,408,354 | | | | |
Total(1)(2) | | $ | 5,478,307 | | | | |
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(1) As of September 30, 2013, the Company had $664.3 million of debt outstanding under the 2010 Warehouse Facility, as amended, for which the availability period expires in June 2015. The outstanding drawn balance at the end of the availability period may be converted at the Company’s option to an amortizing, four-year term loan and has been presented as such in the maturity schedule above. |
(2) As of September 30, 2013, the Company had $1.2 billion of debt outstanding under our unsecured revolving credit facilities. The outstanding drawn balances may be rolled until the maturity date of each respective facility and have been presented as such in the maturity schedule above. |