TiVo 2015 Annual Report Download - page 49

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Table of Contents
Net cash used in financing activities decreased by
$195.4 million
for the year ended
December 31, 2014
. During the year ended
December 31, 2014
,
we made
$105.5 million
in net debt principal payments and repurchased
$192.2 million
of our common stock. These uses of cash were partially offset by us
receiving
$17.9 million
from the exercise of employee stock options and sales of stock through our employee stock purchase plan. During the year ended
December 31, 2013
, we made
$311.6 million
in net debt payments and repurchased
$182.1 million
of our common stock. These uses of cash were partially
offset by us receiving
$18.6 million
from the exercise of employee stock options and sales of stock through our employee stock purchase plan.
Capital Resources
The outstanding principal and carrying amount of debt we issued were as follows (in thousands):
In September 2015, we elected to terminate our Revolving Facility which had made
$175.0 million
available to obtain short
-
term or long
-
term
financing.
During the next twelve months,
$7.0 million
of our debt is scheduled to mature. For more information on our borrowings, see Note 9 to the
Consolidated Financial Statements included in Part IV of this Annual Report on Form 10
-
K
, which is incorporated herein by reference.
2020 Convertible Notes
We issued
$345.0 million
in aggregate principal of
0.500%
Convertible Notes that matures on March 1, 2020 at par pursuant to an Indenture dated
March 4, 2015
(the "2015 Indenture"). The 2020 Convertible Notes may be converted, under certain circumstances, based on an initial conversion rate of
34.5968
shares of common stock per
$1,000
of principal of notes (which represents an initial conversion price of approximately
$28.9044
per share). Holders
may convert the 2020 Convertible Notes prior to the close of business on the business day immediately preceding
December 1, 2019
, in multiples of
$1,000
of principal under the following circumstances:
On or after
December 1, 2019
until the close of business on the second scheduled trading day immediately preceding the maturity date, holders
may convert the 2020 Convertible Notes, in multiples of
$1,000
of principal, at any time.
On conversion, a holder will receive the conversion value of the 2020 Convertible Notes converted based on the conversion rate multiplied by the
volume
-
weighted average price of our common stock over a specified observation period. On conversion, we will pay cash up to the aggregate principal
amount of the 2020 Convertible Notes converted and deliver shares of our common stock in respect of the remainder, if any, of the conversion obligation in
excess of the aggregate principal of the 2020 Convertible Notes being converted.
The initial conversion rate will be subject to adjustment in certain events, including certain events that constitute a make
-
whole fundamental
change (as defined in the 2015 Indenture). In addition, if we undergo a fundamental change (as defined in the 2015 Indenture) prior to March 1, 2020,
holders may require us to repurchase for cash all or a portion of the
2020
47
December 31, 2015
December 31, 2014
Outstanding
Principal
Carrying Amount
Outstanding
Principal
Carrying Amount
2020 Convertible Notes
$
345,000
$
284,241
$
—
$
—
Term Loan Facility A
—
—
125,000
123,541
Term Loan Facility B
689,500
682,915
696,500
688,823
2040 Convertible Notes
—
—
290,990
288,883
Total
$
1,034,500
$
967,156
$
1,112,490
$
1,101,247
•
during any calendar quarter commencing after the calendar quarter ending on June 30, 2015 (and only during such calendar quarter), if the
last reported sale price of our common stock for at least
20
trading days (whether or not consecutive) during the period of
30
consecutive
trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to
130%
of the conversion
price on each applicable trading day;
•
during the five business day period after any ten consecutive trading day period in which the trading price per
$1,000
of principal of
2020
Convertible Notes for each trading day was less than
98%
of the product of the last reported sale price of our common stock and the
conversion rate on each such trading day; or
•
on the occurrence of specified corporate events.