乐天堂fun88(中国区)官方网站

Quarterly report pursuant to Section 13 or 15(d)

DEBT

v3.20.2
DEBT
6 Months Ended
Jun. 30, 2020
DEBT
DEBT

8. DEBT

鈥�

Outstanding debt, net of debt issuance costs, consisted of the following (dollars in millions):

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乐天堂fun88(中国区)官方网站 Corporation

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鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

June听30,听

鈥�

December听31,听

鈥�

听听听听

2020

鈥�

2019

Senior Credit Facilities:

听听听听

鈥�

鈥�

鈥�

鈥�

鈥�

Revolving facility

鈥�

$

鈥�

鈥�

$

40

Amounts outstanding under A/R programs

鈥�

鈥�

34

鈥�

鈥�

167

Term loan

鈥�

鈥�

103

鈥�

鈥�

103

Senior notes

鈥�

鈥�

1,969

鈥�

鈥�

1,963

Variable interest entities

鈥�

鈥�

53

鈥�

鈥�

65

Other

鈥�

鈥�

18

鈥�

鈥�

51

Total debt

鈥�

$

2,177

鈥�

$

2,389

Total current portion of debt

鈥�

$

650

鈥�

$

212

Long-term portion of debt

鈥�

鈥�

1,527

鈥�

鈥�

2,177

Total debt

鈥�

$

2,177

鈥�

$

2,389

鈥�

乐天堂fun88(中国区)官方网站 International

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

June听30,听

鈥�

December听31,听

鈥�

听听听听

2020

鈥�

2019

Senior Credit Facilities:

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

Revolving facility

鈥�

$

鈥�

鈥�

$

40

Amounts outstanding under A/R programs

鈥�

鈥�

34

鈥�

鈥�

167

Term loan

鈥�

鈥�

103

鈥�

鈥�

103

Senior notes

鈥�

鈥�

1,969

鈥�

鈥�

1,963

Variable interest entities

鈥�

鈥�

53

鈥�

鈥�

65

Other

鈥�

鈥�

18

鈥�

鈥�

51

Total debt, excluding debt to affiliates

鈥�

$

2,177

鈥�

$

2,389

Total current portion of debt

鈥�

$

650

鈥�

$

212

Long-term portion of debt

鈥�

鈥�

1,527

鈥�

鈥�

2,177

Total debt, excluding debt to affiliates

鈥�

鈥�

2,177

鈥�

鈥�

2,389

Notes payable to affiliates-current

鈥�

鈥�

鈥�

鈥�

鈥�

100

Notes payable to affiliates-noncurrent

鈥�

鈥�

鈥�

鈥�

鈥�

280

Total debt

鈥�

$

2,177

鈥�

$

2,769

鈥�

Direct and Subsidiary Debt

鈥�

乐天堂fun88(中国区)官方网站 Corporation鈥檚 direct debt and guarantee obligations consist of a guarantee of certain indebtedness incurred from time to time to finance certain insurance premiums. Substantially all of our other debt, including the facilities described below, has been incurred by our subsidiaries (primarily 乐天堂fun88(中国区)官方网站 International). 乐天堂fun88(中国区)官方网站 Corporation is not a guarantor of such subsidiary debt.

鈥�

Certain of our subsidiaries have third-party debt agreements that contain certain restrictions with regard to dividends, distributions, loans or advances. In certain circumstances, the consent of a third party would be required prior to the transfer of any cash or assets from these subsidiaries to us.

鈥�

Debt Issuance Costs

鈥�

We record debt issuance costs related to a debt liability on the balance sheet as a reduction to the face amount of that debt liability. For June 30, 2020 and December 31, 2019, the amount of debt issuance costs directly reducing the

debt liability was $10 million and $11 million, respectively. We record the amortization of debt issuance costs as interest expense.

鈥�

Revolving Credit Facility

鈥�

As of June 30, 2020, our $1.2 billion senior unsecured revolving credit facility (鈥�2018 Revolving Credit Facility鈥�) was as follows (dollars in millions):

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鈥�

鈥�

鈥�

鈥�

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鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

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Unamortized

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Discounts听and

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鈥�

鈥�

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Committed

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Principal

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Debt听Issuance

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Carrying

鈥�

鈥�

鈥�

鈥�

Facility

鈥�

Amount

听听听听

Outstanding

听听听听

Costs

听听听听

Value

听听听听

Interest听Rate(2)

听听听听

Maturity

2018 Revolving Credit Facility

鈥�

$

1,200

鈥�

$

鈥�

(1)

$

鈥�

(1)

$

鈥�

(1)

USD LIBOR plus 1.50%

鈥�

2023

(1) On June 30, 2020, we had an additional $6听million (U.S. dollar equivalents) of letters of credit and bank guarantees issued and outstanding under our 2018 Revolving Credit Facility.

鈥�

(2) Interest rates on borrowings under the 2018 Revolving Credit Facility vary based on the type of loan and 乐天堂fun88(中国区)官方网站 International鈥檚 debt ratings. The then applicable interest rate as of June 30, 2020 was 1.50% above LIBOR.

鈥�

Term Loan Credit Facility

鈥�

On September 24, 2019, 乐天堂fun88(中国区)官方网站 International entered into a 364-day term loan facility (the 鈥�2019 Term Loan鈥�), pursuant to which 乐天堂fun88(中国区)官方网站 International borrowed an aggregate principal amount of 鈧�92 million (or $101 million equivalent). We used the net proceeds from the 2019 Term Loan to finance our acquisition of the 50% noncontrolling interest that we did not own in the Sasol-乐天堂fun88(中国区)官方网站 maleic anhydride joint venture. Borrowings under the 2019 Term Loan bear interest at an interest rate of EURIBO Rate plus 0.75%, with a EURIBO Rate floor at zero. Unless earlier terminated or prepaid in accordance with the credit agreement governing the 2019 Term Loan, the 2019 Term Loan will mature on September 22, 2020. The 2019 Term Loan is subject to substantially the same terms and conditions as the 2018 Revolving Credit Facility.

鈥�

A/R Programs

鈥�

Our U.S. accounts receivable securitization program (鈥淯.S. A/R Program鈥�) and our European accounts receivable securitization program (鈥淓U A/R Program鈥� and collectively with the U.S. A/R Program, 鈥淎/R Programs鈥�) are structured so that we transfer certain of our trade receivables to the U.S. special purpose entity (鈥淯.S. SPE鈥�) and the European special purpose entity (鈥淓U SPE鈥�) in transactions intended to be true sales or true contributions. The receivables collateralize debt incurred by the U.S. SPE and the EU SPE.

鈥�

In December 2019, we entered into amendments to our EU A/R program (the 鈥淓uropean Amendment鈥�) and our U.S. A/R Program (the 鈥淯.S. Amendment鈥�). The European Amendment allowed the removal of pledged obligors related to the Chemical Intermediates Businesses sold to Indorama. The U.S. Amendment allowed the removal of pledged obligors related to the Chemical Intermediates Businesses sold to Indorama as well as reduced the maximum funding capacity from $250 million to $150 million upon completion of the sale on January 3, 2020.

鈥�

Information regarding our A/R Programs as of June 30, 2020 was as follows (monetary amounts in millions):

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鈥�

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鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

鈥�

听听听听

鈥�

听听听听

Maximum听Funding

听听听听

Amount

听听听听

鈥�

Facility

听听听听

Maturity

听听听听

Availability(1)

听听听听

Outstanding

听听听听

Interest听Rate(2)

U.S. A/R Program

April 2022

鈥�

$

150

鈥�

$

鈥�

(3)听听

Applicable rate plus 0.90%

EU A/R Program

April 2022

鈥�

鈧�

100

鈥�

鈧�

30

Applicable rate plus 1.30%

鈥�

鈥�

鈥�

鈥�

鈥�

(or approximately $112)

鈥�

鈥�

(or approximately $34)

鈥�

鈥�

(1) The amount of actual availability under our A/R Programs may be lower based on the level of eligible receivables sold, changes in the credit ratings of our customers, customer concentration levels and certain characteristics of the accounts receivable being transferred, as defined in the applicable agreements.

鈥�

(2) The applicable rate for our U.S. A/R Program is defined by the lender as USD LIBOR. The applicable rate for our EU A/R Program is either GBP LIBOR, USD LIBOR or EURIBOR.

鈥�

(3) As of June 30, 2020, we had approximately $5 million (U.S. dollar equivalents) of letters of credit issued and outstanding under our U.S. A/R Program.

鈥�

As of June 30, 2020 and December 31, 2019, $190 million and $221 million, respectively, of accounts receivable were pledged as collateral under our A/R Programs.

鈥�

Notes

鈥�

On March 13, 2019, 乐天堂fun88(中国区)官方网站 International completed a $750听million offering of its 4.50% senior notes due 2029 (鈥�2029 Senior Notes鈥�). On March 27, 2019, 乐天堂fun88(中国区)官方网站 International applied the net proceeds of the offering of the 2029 Senior Notes to redeem in full $650 million in aggregate principal amount of its 4.875% senior notes due 2020 (鈥�2020 Senior Notes鈥�) and also paid associated costs and accrued interest of $21 million and $12 million, respectively. In addition, we recognized a loss on early extinguishment of debt of $23 million in the first quarter of 2019.

The 2029 Senior Notes bear interest at 4.50% per year, payable semi-annually on May 1 and November 1, and will mature on May 1, 2029. 乐天堂fun88(中国区)官方网站 International may redeem the 2029 Senior Notes in whole or in part at any time prior to February听1, 2029 at a price equal to 100% of the principal amount thereof plus a 鈥渕ake-whole鈥� premium and accrued and unpaid interest. 乐天堂fun88(中国区)官方网站 International may redeem the 2029 Senior Notes at any time, in whole or from time to time in part, on or after February 1, 2029 at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest.

Note Payable from 乐天堂fun88(中国区)官方网站 International to 乐天堂fun88(中国区)官方网站 Corporation

鈥�

During the first quarter of 2020, our loan of $380 million to our subsidiary 乐天堂fun88(中国区)官方网站 International was repaid to us in full.

鈥�

Compliance with Covenants

鈥�

We believe that we are in compliance with the covenants contained in the agreements governing our material debt instruments, including our 2018 Revolving Credit Facility, our 2019 Term Loan, our A/R Programs and our notes.