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Table of Contents
78
On July 1, 2014, in connection with the completion of the Company’s initial public offering, the Company paid the Equity
Sponsors aggregate fees of $21 million in connection with the termination of the consulting agreements, which is recorded in the year
ended December 31, 2014 in Consulting agreement termination fees in the consolidated statements of operations and comprehensive
income (loss). Due to the termination of the consulting agreements, there were no consulting fees recorded in the year ended
December 31, 2015.
Note 11. Employee Benefit Plans
Discretionary contributions to the Company’s 401(k) plan were made in the amount of $14 million, $12 million and $13
million for the years ended December 31, 2015, 2014 and 2013, respectively.
In 2008, the Company amended its 401(k) Plan to implement a QACA under the safe harbor provisions of the Code. QACA
plans, in general, require automatic enrollment of employees into the retirement plan absent an affirmative election that such
employees do not wish to participate.
Although the Company implemented processes to auto-enroll new hires after adopting the QACA plan in 2008, it discovered
that it did not auto-enroll then existing employees who were not participating in the 401(k) Plan. In response, the Company
implemented an auto-enrollment process for affected active employees, and it is preparing to submit to the IRS a voluntary correction
proposal to remedy the issue for prior years. The Company’s current estimate of the cost of the correction ranges from $23 million to
approximately $85 million. The Company recorded a charge in the consolidated statement of operations and comprehensive income
(loss) for the year ended December 31, 2015 of $23 million. However, there can be no assurances as to the ultimate cost of the
correction.
Note 12. Long-Term Debt
Long-term debt is summarized in the following table:
As of December 31,
(In millions) 2015 2014
Senior secured term loan facility maturing in 2021(1) 2,336 1,784
7.00% senior notes maturing in 2020(2) — 481
8.00% senior notes maturing in 2020(3) — 386
Revolving credit facility maturing in 2019 — —
7.10% notes maturing in 2018(4) 75 73
7.45% notes maturing in 2027(4) 164 161
7.25% notes maturing in 2038(4) 65 64
Vehicle capital leases(5) 47 39
Other 65 37
Less current portion (54) (39)
Total long-term debt $ 2,698 $ 2,987
___________________________________
(1) As of December 31, 2015 and 2014, presented net of $21 million and $19 million, respectively, in unamortized debt issuance
costs and $17 million in unamortized original issue discount paid as described below under “––Term Loan Facility.”
(2) As of December 31, 2014, presented net of $6 million in unamortized debt issuance costs.
(3) As of December 31, 2014, presented net of $5 million in unamortized debt issuance costs and inclusive of $1 million in
unamortized premium received on the sale of $100 million aggregate principal amount of such notes.
(4) As of December 31, 2015 and 2014, collectively presented net of $53 million and $59 million, respectively, of unamortized
fair value adjustments related to purchase accounting, which increases the effective interest rate from the coupon rates shown
above.
(5) The Company has entered into the Fleet Agreement which, among other things, allows the Company to obtain fleet vehicles
through a leasing program. All leases under the Fleet Agreement are capital leases for accounting purposes. The lease rental
payments include an interest component calculated using a variable rate based on one-month LIBOR plus other contractual
adjustments and a borrowing margin totaling 2.45 percent.
Term Loan Facility
On July 1, 2014, in connection with the Company’s initial public offering, the Company terminated the Old Term Facilities
and entered into a $1,825 million Term Loan Facility, maturing July 1, 2021. Borrowings under the Term Loan Facility, together with
$243 million of available cash and $120 million of net proceeds of the initial public offering, were used to repay in full the $2,187
94 2015 Annual Report