ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾

Quarterly report pursuant to Section 13 or 15(d)

Note 8 - Debt

v3.21.2
Note 8 - Debt
9 Months Ended
Sep. 30, 2021
Notes to Financial Statements Ìý
Debt Disclosure [Text Block]

8. DEBT

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

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Ìý Ìý

September 30,

Ìý Ìý

December 31,

Ìý
Ìý Ìý

2021

Ìý Ìý

2020

Ìý

Senior Credit Facilities:

Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Revolving facility

Ìý $ â€� Ìý Ìý $ â€� Ìý

Amounts outstanding under A/R programs

Ìý Ìý â€� Ìý Ìý Ìý â€� Ìý

Senior notes

Ìý Ìý 1,484 Ìý Ìý Ìý 2,047 Ìý

Variable interest entities

Ìý Ìý 66 Ìý Ìý Ìý 50 Ìý

Other

Ìý Ìý 33 Ìý Ìý Ìý 24 Ìý

Total debt

Ìý $ 1,583 Ìý Ìý $ 2,121 Ìý

Current portion of debt

Ìý $ 16 Ìý Ìý $ 593 Ìý

Long-term portion of debt

Ìý Ìý 1,567 Ìý Ìý Ìý 1,528 Ìý

Total debt

Ìý $ 1,583 Ìý Ìý $ 2,121 Ìý

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Direct and Subsidiary Debt

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ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation’s 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 ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International). ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation is not a guarantor of such subsidiary debt.

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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.

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Debt Issuance Costs

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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 September 30, 2021 and December 31, 2020, the amount of debt issuance costs directly reducing the debt liability was $10Ìýmillion and $9Ìýmillion, respectively. We record the amortization of debt issuance costs as interest expense.

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Revolving Credit Facility

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As of September 30, 2021, our $1.2Ìýbillion senior unsecured revolving credit facility (“Revolving Credit Facilityâ€�) was as follows (monetary amounts in millions):

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Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Unamortized

Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Discounts and

Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý Ìý
Ìý Ìý

Committed

Ìý Ìý

Principal

Ìý Ìý

Debt Issuance

Ìý Ìý

Carrying

Ìý Ìý Ìý Ìý Ìý Ìý Ìý

Facility

Ìý

Amount

Ìý Ìý

Outstanding

Ìý Ìý

Costs

Ìý Ìý

Value

Ìý Ìý

Interest Rate(2)

Ìý

Maturity

Ìý

Revolving Credit Facility

Ìý $ 1,200 Ìý Ìý $ â€� (1) Ìý $ â€� (1) Ìý $ â€� (1) Ìý

USD LIBOR plus 1.50%

Ìý Ìý 2023 Ìý

Ìý


(1)

On September 30, 2021, we had an additional $10Ìýmillion (U.S. dollar equivalents) of letters of credit and bank guarantees issued and outstanding under ourÌýRevolving Credit Facility.

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(2)

Interest rates on borrowings under the Revolving Credit Facility vary based on the type of loan and ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International’s debt ratings. The representative interest rate as of September 30, 2021 was 1.50% above LIBOR.

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Term Loan Credit Facility

Ìý

On September 24, 2019, ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International entered into a 364-day term loan facility (the â€�2019 Term Loanâ€�), pursuant to which ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International borrowed an aggregate principal amount of â‚�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-ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ maleic anhydride joint venture. On September 22, 2020, we repaid the 2019 Term Loan in full at maturity.

Ìý

A/R Programs

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OurÌýA/R Programs are structured so that we transfer certain of our trade receivables to the U.S. special purpose entity (“U.S. SPEâ€�) and the European special purpose entity (“EU SPEâ€�) in transactions intended to be true sales or true contributions. The receivables collateralize debt incurred by the U.S. SPE and the EU SPE.

Ìý

On July 1, 2021, we entered into amendments to ourÌýA/R ProgramsÌýthat, among other things, extended the respective scheduled termination dates of our A/R Programs from April 2022 to July 2024.

Ìý

Information regarding our A/R Programs as of September 30, 2021 was as follows (monetary amounts in millions):

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Ìý Ìý Ìý Ìý

Maximum Funding

Ìý Ìý

Amount

Ìý Ìý Ìý

Facility

Ìý

Maturity

Ìý

Availability(1)

Ìý Ìý

Outstanding

Ìý Ìý

Interest Rate(2)

U.S. A/R Program

Ìý

July 2024

Ìý $ 150 Ìý Ìý $ â€� Ìý

(3)

Applicable rate plus 0.90%

EU A/R Program

Ìý

July 2024

Ìý â‚� 100 Ìý Ìý â‚� â€� Ìý Ìý

Applicable rate plus 1.30%

Ìý Ìý Ìý Ìý

(or approximately $117)

Ìý Ìý Ìý Ìý Ìý Ìý

Ìý


(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.

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(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 USD LIBOR or EURIBOR.

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(3)

As of September 30, 2021, we had approximately $7Ìýmillion (U.S. dollar equivalents) of letters of credit issued and outstanding under our U.S. A/R Program.

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As of September 30, 2021 and December 31, 2020, $336Ìýmillion and $198Ìýmillion, respectively, of accounts receivable were pledged as collateral under our A/R Programs.

Ìý

Senior Notes

Ìý

On January 15, 2021, ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International redeemed in full â‚�445 million (approximately $541Ìýmillion) in aggregate principal amount of our 5.125% senior notes due 2021 (â€�2021 Senior Notesâ€�) at the redemption price equal to 100% of the principal amount of the notes, plus accrued and unpaid interest to, but not including, the redemption date. In connection with this redemption, we incurred an incrementalÌýcash tax liability of approximately $15Ìýmillion in the first quarter of 2021 related to foreign currency exchange gains.

Ìý

On May 26, 2021, ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International completed a $400 million offering of its 2031 Senior Notes. On June 23, 2021, ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International applied the net proceeds from the offering, along with cash on hand, to redeem in full $400 million in aggregate principal amount of its 2022 Senior Notes and to pay accrued but unpaid interest of approximately $2Ìýmillion. In addition, we paid redemption premiums and related fees and expenses of approximately $25 million and recognized a corresponding loss on early extinguishment of debt of $26Ìýmillion in the second quarter of 2021.

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The 2031 Senior Notes bear interest at 2.95% per year, payable semi‑annually on June 15 and December 15 of each year, and will mature on June 15, 2031. ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International may redeem the 2031 Senior Notes in whole or in part at any time prior to March 15, 2031 at a price equal to 100% of the principal amount thereof plus a “make‑wholeâ€� premium as of, and accrued and unpaid interest, if any, to, but not including, the date of redemption.ÌýÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International may redeem the 2031ÌýSenior Notes at any time in whole or from time to time in part, on or after March 15, 2031 at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, to, but not including, the date of redemption.Ìýâ€�

Ìý

Variable Interest Entity Debt

Ìý

On September 30, 2021, AAC, our consolidated 50%-owned joint venture, entered intoÌýa new term loan facility of 177 million SAR (approximately $47 million) with Saudi British Bank, of which approximately 104 million SAR (approximately $27Ìýmillion) was fundedÌýwith the remainder being funded subsequent to September 30, 2021. A portion of these funds were used to repay existing debt subsequent to September 30, 2021.Ìý

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Note Payable from ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International to ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ Corporation

Ìý

Ìý​During the first quarter of 2020, our intercompany loan of $380 million to our subsidiary ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ International was repaid to us in full.

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Compliance with Covenants

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

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