Dow Chemical 2015 Annual Report Download - page 128

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Available Credit Facilities
The following table summarizes the Company's credit facilities:
Committed and Available Credit Facilities at December 31, 2015
In millions Effective Date
Committed
Credit
Credit
Available Maturity Date Interest
Five Year Competitive Advance and Revolving
Credit Facility (1) March 2015 $ 5,000 $ 5,000 March 2020 Floating rate
Bilateral Revolving Credit Facility (2) March 2015 100 100 March 2016 Floating rate
Bilateral Revolving Credit Facility (2) August 2015 100 100 March 2020 Floating rate
Bilateral Revolving Credit Facility (2) August 2015 280 280 March 2020 Floating rate
Bilateral Revolving Credit Facility (2) August 2015 100 100 March 2020 Floating rate
Bilateral Revolving Credit Facility (2) August 2015 100 100 March 2020 Floating rate
Bilateral Revolving Credit Facility August 2015 200 200 March 2020 Floating rate
Bilateral Revolving Credit Facility August 2015 100 100 August 2016 Floating rate
Total Committed and Available Credit Facilities $ 5,980 $ 5,980
(1) The prior credit facility was terminated and replaced with a new credit facility, with substantially similar terms and conditions, on
March 24, 2015.
(2) The prior credit facility was amended or replaced in 2015 to extend its maturity date and incorporate substantially similar terms and
conditions to the new Five Year Competitive Advance and Revolving Credit Facility.
Debt Covenants and Default Provisions
The Company’s outstanding long-term debt has been issued under indentures which contain, among other provisions, certain
customary restrictive covenants with which the Company must comply while the underlying notes are outstanding. Such
covenants include obligations to not allow liens on principal U.S. manufacturing facilities, enter into sale and lease-back
transactions with respect to principal U.S. manufacturing facilities, merge or consolidate with any other corporation, or sell or
convey all or substantially all of the Company’s assets. The outstanding debt also contains customary default provisions.
Failure of the Company to comply with any of these covenants could result in a default under the applicable indenture, which
would allow the note holders to accelerate the due date of the outstanding principal and accrued interest on the underlying
notes. The Company expects to remain in compliance with these covenants after completion of the all-stock, merger of equals
strategic combination with DuPont.
The Company’s primary, private credit agreements also contain certain customary restrictive covenant and default provisions in
addition to the covenants set forth above with respect to the Company’s debt. Significant other restrictive covenants and default
provisions related to these agreements include:
(a) the obligation to maintain the ratio of the Company’s consolidated indebtedness to consolidated capitalization at no
greater than 0.65 to 1.00 at any time the aggregate outstanding amount of loans under the Five Year Competitive
Advance and Revolving Credit Facility Agreement dated March 24, 2015 equals or exceeds $500 million,
(b) a default if the Company or an applicable subsidiary fails to make any payment, including principal, premium or
interest, under the applicable agreement on other indebtedness of, or guaranteed by, the Company or such applicable
subsidiary in an aggregate amount of $100 million or more when due, or any other default or other event under the
applicable agreement with respect to such indebtedness occurs which permits or results in the acceleration of
$400 million or more in the aggregate of principal, and
(c) a default if the Company or any applicable subsidiary fails to discharge or stay within 60 days after the entry of a final
judgment against the Company or such applicable subsidiary of more than $400 million.
Failure of the Company to comply with any of the covenants or default provisions could result in a default under the applicable
credit agreement which would allow the lenders to not fund future loan requests and to accelerate the due date of the
outstanding principal and accrued interest on any outstanding indebtedness.