American Home Shield 2008 Annual Report Download - page 106

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Table of Contents
Notes to the Consolidated Financial Statements (Continued)
Note 13. Minority Interest Ownership
On June 4, 2007, the minority equity interest in Terminix was converted into eight million shares of ServiceMaster common stock and the minority
interest balance in the Consolidated Statements of Financial Position was reduced to zero. As a result of the Merger, the eight million shares of ServiceMaster
common stock that were issued were converted into the right to receive $15.625 in cash per the Merger Consideration.
Note 14. Long-Term Debt
Long-term debt at December 31, 2008 and December 31, 2007 is summarized in the following table:
Successor
(In thousands) 2008 2007
Senior secured term loan facility maturing in 2014 $2,610,250 $2,636,750
Senior unsecured interim loan facility maturing in 2008 1,150,000
10.75% /11.50% senior toggle notes maturing in 2015 1,150,000
Revolving credit facility maturing in 2013 165,000
7.10% notes maturing in 2018(1) 61,698 59,772
7.45% notes maturing in 2027(1) 145,215 142,457
7.25% notes maturing in 2038(1) 59,016 58,206
Other 74,913 83,626
Less current portion (221,269) (53,564)
Total long-term debt $4,044,823 $4,077,247
The increase in the balance from 2007 to 2008 reflects the amortization of fair value adjustments related to purchase accounting which
effectively increases the stated coupon interest rates.
In connection with the completion of the Transactions, the Company (i) entered into the Senior Term Loan Facility, (ii) entered into a new $1.15 billion
senior unsecured interim loan facility, (iii) entered into the Revolving Credit Facility and (iv) entered into a new synthetic letter of credit facility in an
aggregate principal amount of $150 million. Additionally, the Company repaid certain of its existing indebtedness, including the 2009 Notes. The 2009 Notes
were called for redemption on the Closing Date and were redeemed on August 29, 2007. Additionally, the Company utilized a portion of the proceeds from
the Term Facilities described and defined below to repay at maturity the 2007 Notes. The debt issuance costs related to the Merger have been capitalized and
these costs are being amortized to interest expense over the terms of the underlying debt instruments.
Term Facilities
On the Closing Date, in connection with the completion of the Merger, Acquisition Co. entered into the Term Facilities. The rights and obligations of
Acquisition Co. under the Term Facilities were assumed by ServiceMaster on the Closing Date of the Merger.
The Term Facilities consist of (1) the Senior Term Loan Facility providing for term loans in an aggregate principal amount of $2.65 billion, and (2) a
pre-funded synthetic letter of credit facility in an aggregate principal amount of $150 million. As of December 31, 2008, the Company had issued
approximately $150 million of letters of credit, resulting in unused commitments under the synthetic letter of credit facility of approximately $0 million.
102
(1)
(a)