INDEBTEDNESS AND BORROWING FACILITY | NOTE 3 — INDEBTEDNESS AND BORROWING FACILITY The following table summarizes our long-term debt: June 30, December 31, (In millions) 2018 2017 Senior floating rate notes due June 2020 $ — $ 290.0 Term loan due April 2021 231.0 431.0 Senior notes due May 2022 404.0 409.0 Total principal amount 635.0 1,130.0 Less unamortized discount and debt issuance costs (6.5) (13.6) Total long-term debt $ 628.5 $ 1,116.4 Estimated fair value of long-term debt $ 641.3 $ 1,113.8 Estimated fair values for our term loan and senior notes were determined using recent trading activity and/or bid-ask spreads and are classified as Level 2 in the FASB’s fair value hierarchy. We believe we were in compliance with all of the covenants in our debt agreements at June 30, 2018. Debt Repayments In February 2018, we repaid all $290.0 million remaining principal amount of senior floating rate notes due June 2020 (“2020 Senior Notes”) using cash on hand and proceeds received from our IPO. See Note 4 – “Stockholders’ Equity (Deficit)” for more information about our IPO. We recognized a loss on this debt extinguishment of $8.3 million. In the first six months of 2018, we repaid $200.0 million of aggregate principal amount of term loan due April 2021 (“Term Loan”) using cash on hand and proceeds received from our IPO. We recognized a loss on this debt extinguishment of $1.8 million. In January 2018, we repurchased $5.0 million of aggregate principal amount of senior notes due May 2022 (“2022 Senior Notes”) in the qualified institutional market using cash on hand. We recognized an immaterial gain on debt extinguishment. As of June 30, 2018, we had $635.0 million aggregate principal amount of long-term debt still outstanding. In July 2018, we repaid $30.0 million of aggregate principal amount of Term Loan using cash on hand. We recognized an immaterial loss on this debt extinguishment for a portion of unamortized discount and debt issuance costs. Revolving Credit Facility On February 22, 2018, we entered into a $250 million revolving credit facility, with an initial maturity date of February 22, 2023, with a group of lenders with Wells Fargo, N.A., as administrative agent. The maturity date of the facility could be accelerated to January 16, 2021 or January 31, 2022, if we do not repay or refinance our Term Loan or 2022 Senior Notes, respectively, before these dates. LIBOR borrowings under the credit facility bear interest at LIBOR plus a margin of 1.75% to 2.00% per annum, depending on facility utilization. Base rate loans are also available at our option. The credit facility includes a $50 million sub-limit for the issuance of letters of credit. The issuance of letters of credit reduces the amount available under the facility. We also pay a commitment fee on the unused amount of the facility of 0.25% to 0.375% per annum, depending on facility utilization. The obligations under the credit facility are secured by substantially all of our accounts receivable, inventory, deposit accounts, intellectual property and the equity of some current and future wholly-owned domestic and foreign subsidiaries. The maximum availability of credit under the credit facility is limited at any time to the lesser of $250 million or a borrowing base. The borrowing base is based on percentages of eligible accounts receivable and eligible inventory and is subject to certain reserves. In an event of default or if the amount available under the credit facility is less than either 10% of our maximum availability or $12.5 million, we will be required to maintain a minimum fixed charge coverage ratio of 1.0 to 1.0. If at any time borrowings and letters of credit issued under the credit facility exceed the borrowing base, we will be required to repay an amount equal to such excess. The credit facility contains covenants that could, in certain circumstances, limit our ability to issue additional debt, repurchase or pay dividends on our common stock, sell substantially all of our assets, make certain investments, or enter into certain other transactions. As of June 30, 2018, our borrowing base was $235.4 million and therefore our maximum availability under the credit facility was $235.4 million. As of June 30, 2018, there were no borrowings outstanding under the credit facility, and letters of credit totaling $5.9 million had been issued, resulting in $229.5 million of availability under the credit facility. The borrowing base will be adjusted in the third quarter using eligible accounts receivable and eligible inventory information as of June 30, 2018. |