TripAdvisor 2011 Annual Report Download - page 101

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Table of Contents
The following table summarizes our material contractual obligations, commercial commitments and outstanding debt as of December 31,
2011:
Certain TripAdvisor entities were guarantors of Expedia’s credit facility and outstanding senior notes prior to the Spin-Off. These
guarantees were full, unconditional, joint and several, and were released upon the Spin-Off.
Other than the items described above, we do not have any off-balance sheet arrangements as of December 31, 2011.
NOTE 11. DEBT
Term Loan Facility Due 2016 and Revolving Credit Facility
Overview
On December 20, 2011, in connection with the Spin-
Off, we entered into the Credit Agreement, which provides $600 million of borrowing
including:
The Term Loan and any loans under the Revolving Credit Facility bear interest by reference to a base rate or a eurocurrency rate, in either
case plus an applicable margin based on our leverage ratio. We are also required to
97
By Period
Total
Less than
1 year
1 to 3 years
3 to 5 years
More than
5 years
(In thousands)
Operating leases
$
14,887
$
5,616
$
7,851
$
1,420
$
—
Purchase obligations
2,761
1,320
1,096
345
—
Term Loan (1)
400,000
20,000
80,000
300,000
—
Expected interest payments on Term Loan (1)
33,115
8,086
14,214
10,815
Revolving credit facility (1)
10,000
10,000
—
—
—
Chinese credit facility
16,734
16,734
—
—
—
Total (2)(3)
$
477,497
$
61,756
$
103,161
$
312,580
$
—
(1)
For a discussion of debt that TripAdvisor entered into in connection with the Spin
-
Off, see
“
Note 11
—
Debt
”
below. Interest is currently
due and payable monthly under the Term Loan as we are currently using a one-month interest period Eurocurrency Spread and principal is
paid on a quarterly basis. The amounts included as expected interest payments on the Term Loan in this table are based on the effective
interest rate as of December 31, 2011 related to the Term Loan, but, could change significantly in the future.
(2) Excluded from the table was $13 million of unrecognized tax benefits for which we cannot make a reasonably reliable estimate of the
amount and period of payment. We estimate that none of this amount will be paid within the next year.
(3)
In addition, in connection with the Spin
-
Off, we assumed Expedia
’
s obligation to fund a charitable foundation. The Board of Directors of
the charitable foundation is currently comprised of Stephen Kaufer, Julie M.B. Bradley and Seth J. Kalvert. The obligation was calculated
at 1.7% of OIBA in 2011 and was fully paid through the Spin-Off and will be calculated at 2.0% of OIBA for subsequent years. For a
discussion regarding OIBA see
“
Note 12
—
Segment Information
.
”
This future commitment has been excluded from the table above.
•
the Term Loan in an aggregate principal amount of $400 million with a term of five years due December 2016; and
•
the Revolving Credit Facility in an aggregate principal amount of $200 million available in U.S. dollars, Euros and British pound
sterling with a term of five years expiring December 2016.