Crucial 2015 Annual Report Download - page 70

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Other Facilities
Revolving Credit Facilities: On February 12, 2015, we terminated our unused $255 million senior three-year revolving
credit facility and entered into a senior five-year revolving credit facility. Under this credit facility, we can draw up to the
lesser of $750 million or 80% of the net outstanding balance of certain trade receivables, as defined in the facility agreement.
Any amounts drawn are collateralized by a security interest in such trade receivables. The credit facility contains customary
covenants and conditions, including as a funding condition the absence of any event or circumstance that has a material adverse
effect on certain of our operations, assets, prospects, business, or condition, and including negative covenants that limit or
restrict our ability to create liens on, or dispose of, the collateral underlying the obligations under this facility. Interest is
payable on any outstanding principal balance at a variable rate equal to the London Interbank Offered Rate ("LIBOR") plus an
applicable margin ranging between 1.75% to 2.25%, depending upon the utilized portion of the facility. On April 16, 2015, we
drew $75 million under this facility at an interest rate equal to 2.15% per annum. As of September 3, 2015, $75 million of
principal was outstanding under this facility and $572 million was available for us to draw.
On December 2, 2014, we terminated our unused $153 million senior three-year revolving credit facility and entered into a
senior five-year revolving credit facility, collateralized by a security interest in certain trade receivables and inventory. The
new credit facility has an aggregate revolving commitment which is subject to certain adjustments, including an availability
block that effectively limits the maximum amount we could draw to $540 million. Additionally, the maximum amount we
could draw may decrease further if the value, as defined, of our trade receivables and inventory collateralizing the credit facility
decreases below a specified threshold. The credit facility contains customary covenants and conditions, including as a funding
condition the absence of any event or circumstance that has a material adverse effect on our business or financial condition.
Generally, interest is payable on any outstanding principal balance at a variable rate not to exceed LIBOR plus an applicable
margin ranging between 1.25% to 1.75%, depending upon the utilized portion of the facility. On April 16, 2015, we drew $50
million under this facility at an interest rate equal to 1.65% per annum. As of September 3, 2015, $50 million of principal was
outstanding under this facility and $270 million was available for us to draw.
Other Facilities: On April 14, 2015, our IMFT joint venture entered into a commitment letter and progress payment
agreement to obtain up to $275 million of financing collateralized by semiconductor production equipment. The facility was
terminated in September 2015 and not utilized.
On May 28, 2015, we entered into a term loan agreement to obtain financing collateralized by certain property, plant, and
equipment. Subject to customary conditions, we can draw up to 6.90 billion New Taiwan dollars or an equivalent amount in
U.S. dollars (approximately $213 million as of September 3, 2015). On June 18, 2015, we drew $40 million under this
arrangement. Subsequent draws must occur by December 18, 2015. Amounts drawn will be made subject to a three-year loan,
with equal quarterly principal payments beginning six months after the initial draw. Amounts drawn in New Taiwan dollars
will accrue interest at a variable rate equal to the three-month Taipei Interbank Offered Rate ("TAIBOR") plus a margin not to
exceed 2.0%. Amounts drawn in U.S. dollars will accrue interest at a variable rate equal to the three-month LIBOR plus a
margin not to exceed 2.2%. As of September 3, 2015, the outstanding balance was $40 million.
On March 13, 2015, we borrowed $47 million under a two-year note, collateralized by certain property, plant, and
equipment. The note is payable in equal quarterly installments, plus interest at a variable rate equal to the 90-day TAIBOR plus
1.65% per annum. As of September 3, 2015, the outstanding balance was $40 million.
During 2015, we repaid, prior to their scheduled maturities, an aggregate of $159 million to close certain other notes
payable with a weighted-average annual interest rate of 2.44% and repaid, according to the scheduled payment terms, another
note payable of $127 million, which amount represented the present value of monthly installment payments for the acquisition
of an additional 9.9% interest in MMT.