Debt Obligations | 10 . Debt Obligations Debt obligations consisted of the following as of March 31, 2018 (in thousands, except interest rates): Principal Unamortized Debt Unused Borrowings Issuance Costs Net Carrying Value Borrowing Interest Maturity Outstanding Current Long-term Current Long-term Capacity Rate Date 2017 Term loan facility $ 194,873 $ (172 ) $ (4,901 ) $ 6,733 $ 183,067 $ — 6.0 % January 2035 2016 Term loan facility (1) 283,566 (125 ) (7,149 ) 4,850 271,442 — 4.6 August 2021 Subordinated HoldCo facility 197,125 (32 ) (3,090 ) 1,968 192,035 — 9.7 March 2020 Credit agreement 1,295 (2 ) (135 ) 15 1,143 — 6.5 February 2023 Revolving lines of credit (2) Aggregation facility 175,000 — — — 175,000 200,000 4.8 September 2020 Working capital facility (3) 136,500 — — — 136,500 — 5.1 March 2020 Total debt $ 988,359 $ (331 ) $ (15,275 ) $ 13,566 $ 959,187 $ 200,000 Debt obligations consisted of the following as of December 31, 2017 (in thousands, except interest rates): Principal Unamortized Debt Unused Borrowings Issuance Costs Net Carrying Value Borrowing Interest Maturity Outstanding Current Long-term Current Long-term Capacity Rate Date 2017 Term loan facility $ 197,764 $ (176 ) $ (4,990 ) $ 6,644 $ 185,954 $ — 6.0 % January 2035 2016 Term loan facility (1) 287,919 (141 ) (7,623 ) 4,962 275,193 — 4.3 August 2021 Subordinated HoldCo facility 197,625 (35 ) (3,451 ) 1,965 192,174 — 9.3 March 2020 Credit agreement 1,299 (2 ) (140 ) 14 1,143 — 6.5 February 2023 Revolving lines of credit (2) Aggregation facility 135,000 — — — 135,000 240,000 4.7 September 2020 Working capital facility (3) 136,500 — — — 136,500 — 4.8 March 2020 Total debt $ 956,107 $ (354 ) $ (16,204 ) $ 13,585 $ 925,964 $ 240,000 (1) The interest rate of this facility is partially hedged to an effective interest rate of 4.0% for $260.1 million of the principal borrowings. See Note 11—Derivative Financial Instruments. (2) Revolving lines of credit are not presented net of unamortized debt issuance costs. (3) Facility is recourse debt, which refers to debt that is collateralized by the Company’s general assets. All of the Company’s other debt obligations are non-recourse, which refers to debt that is only collateralized by specified assets or subsidiaries of the Company. The Company’s debt facilities include customary events of default, conditions to borrowing and covenants, including covenants that restrict, subject to certain exceptions, the Company’s ability to incur indebtedness, incur liens, make investments, make fundamental changes to their business, dispose of assets, make certain types of restricted payments or enter into certain related party transactions. Additionally, the Company is required to maintain certain financial measurements and interest rate swaps for certain debt facilities. These restrictions do not impact the Company’s ability to enter into investment funds, including those that are similar to those entered into previously. The Company’s debt facilities are secured by net cash flows from long-term customer contracts. The Company was in compliance with all debt covenants as of March 31, 2018. 2017 Term Loan Facility In January 2017, a wholly owned subsidiary of the Company entered into a long-term fixed rate credit agreement (the “2017 Term Loan Facility”). Interest on borrowings accrues at an annual fixed rate equal to 6.0% and is payable in arrears. Certain principal payments are due on a quarterly basis, subject to the occurrence of certain events. As of March 31, 2018, the Company had $19.3 million in required reserves 2016 Term Loan Facility In August 2016, a wholly owned subsidiary of the Company entered into a credit agreement (the “2016 Term Loan Facility”). For the initial four years of the term of the 2016 Term Loan Facility, interest on borrowings accrues at an annual rate equal to the London Interbank Offered Rate (“LIBOR”) plus 3.00%. Thereafter, interest accrues at an annual rate equal to LIBOR plus 3.25%. Certain principal payments are due on a quarterly basis subject to the occurrence of certain events, including proceeds received by the borrower or subsidiary guarantors in respect of casualties, proceeds received for purchased systems, and failure to meet certain distribution conditions. As of March 31, 2018, the Company had $2.6 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents. Subordinated HoldCo Facility In March 2016, a wholly owned subsidiary of the Company entered into a financing agreement (the “Subordinated HoldCo Facility”). a floating rate of LIBOR Credit Agreement In February 2016, a wholly owned subsidiary of the Company entered into a fixed rate credit agreement (the “Credit Agreement”). Principal and interest payments under the Credit Agreement are paid quarterly over the term of the loan. Interest accrues on borrowings at a fixed rate of 6.50%. Aggregation Facility In September 2014, a wholly owned subsidiary of the Company entered into an aggregation credit facility (as amended, the “Aggregation Facility”), pursuant to which the Company may borrow up to an aggregate of $375.0 million and, upon the satisfaction of certain conditions and the approval of the lenders, up to an additional aggregate of $175.0 million in borrowings. Prepayments are permitted under the Aggregation Facility. Under the Aggregation Facility, interest on borrowings accrues at a floating rate equal to either (1)(a) LIBOR or (b) the greatest of (i) the Federal Funds Rate plus 0.5%, (ii) the administrative agent’s prime rate and (iii) LIBOR plus 1% and (2) a margin that varies between 3.25% during the period during which the Company may incur borrowings and 3.75% after such period. As of March 31, 2018, the Company had $5.3 million in required reserves outstanding in collateral accounts with the administrative agent, which were included in restricted cash and cash equivalents. Working Capital Facility In March 2015, a wholly owned subsidiary of the Company entered into a revolving credit agreement (the “Working Capital Facility”) pursuant to which the Company may borrow up to an aggregate principal amount of $150.0 million from certain financial institutions. In addition to the outstanding borrowings as of March 31, 2018, the Company had established letters of credit under the Working Capital Facility for up to $13.5 million related to insurance contracts. Prepayments are permitted under the Working Capital Facility. Interest accrues on borrowings at a floating rate equal to, depending on the type of borrowing, (1) a rate equal to the Eurodollar Rate for the interest period divided by one minus the Eurodollar Reserve Percentage, plus a margin of 3.25%; or (2) the highest of (a) the Federal Funds Rate plus 0.50%, (b) the Citibank prime rate and (c) the one-month interest period Eurodollar rate plus 1.00%, plus a margin of 2.25%. Interest is payable depending on the type of borrowing at the end of (1) the interest period that the Company may elect as a term, not to exceed three months, (2) quarterly or (3) at maturity of the Working Capital Facility. The Company is required to maintain $30.0 million in cash and cash equivalents and certain investments as of the last day of each quarter. As of March 31, 2018, the Company was in compliance with such covenants. |